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 September 30, 20202021
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 1-3932
whr-20210930_g1.jpg
WHIRLPOOL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware38-1490038
(State of Incorporation)(I.R.S. Employer Identification No.)
2000 North M-63
Benton Harbor,Michigan49022-2692
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code (269) 923-5000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common stock, par value $1.00 per shareWHRChicago Stock ExchangeandNew 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      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     No       
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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 filerAccelerated filer
Non-accelerated filerSmaller 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 
Number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:
Class of common stock Shares outstanding at October 16, 202015, 2021
Common stock, par value $1.00 per share 62,546,87660,743,084



WHIRLPOOL CORPORATION
QUARTERLY REPORT ON FORM 10-Q
Three and Nine Months Endednine months ended September 30, 20202021
TABLE OF CONTENTS
  PAGE
PART I
Item 1.
Item 2.
Item 3.
Item 4.
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.



FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by us or on our behalf. Certain statements contained in this quarterly report, including those within the forward-looking perspective section within the Management's Discussion and Analysis section, and other written and oral statements made from time to time by us or on our behalf do not relate strictly to historical or current facts and may contain forward-looking statements that reflect our current views with respect to future events and financial performance. As such, they are considered "forward-looking statements" which provide current expectations or forecasts of future events. Such statements can be identified by the use of terminology such as "may," "could," "will," "should," "possible," "plan," "predict," "forecast," "potential," "anticipate," "estimate," "expect," "project," "intend," "believe," "may impact," "on track," and similar words or expressions. Our forward-looking statements generally relate to our growth strategies, financial results, product development, and sales efforts. These forward-looking statements should be considered with the understanding that such statements involve a variety of risks and uncertainties, known and unknown, and may be affected by inaccurate assumptions. Consequently, no forward-looking statement can be guaranteed and actual results may vary materially.
This document contains forward-looking statements about Whirlpool Corporation and its consolidated subsidiaries ("Whirlpool") that speak only as of this date. Whirlpool disclaims any obligation to update these statements. Forward-looking statements in this document may include, but are not limited to, statements regarding expected earnings per share, cash flow,future financial results, long-term value creation goals, restructuring expectations, productivity, and raw material prices and the impact of the COVID-19 pandemic on our operations and financial condition.operations. Many risks, contingencies and uncertainties could cause actual results to differ materially from Whirlpool's forward-looking statements. Among these factors are: (1) COVID-19 pandemic-related business disruptions and economic uncertainty; (2) intense competition in the home appliance industry reflecting the impact of both new and established global competitors, including Asian and European manufacturers, and the impact of the changing retail environment, including direct-to-consumer sales; (3) Whirlpool's ability to maintain or increase sales to significant trade customers and the ability of these trade customers to maintain or increase market share; (4) Whirlpool's ability to maintain its reputation and brand image; (5) the ability of Whirlpool to achieve its business plans, productivity improvements, and cost control objectives and to leverage its global operating platform, and accelerate the rate of innovation; (6) Whirlpool’s ability to understand consumer preferences and successfully develop new products; (7) Whirlpool's ability to obtain and protect intellectual property rights; (7)(8) acquisition and investment-related risks, including risks associated with our past acquisitions, and risks associated with our increased presence in emerging markets; (8)(9) risks related to our international operations, including changes in foreign regulations, regulatory compliance and disruptions arising from political, legal and economic instability; (9)(10) information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks; (10)(11) product liability and product recall costs; (11)(12) the ability of suppliers of critical parts, components and manufacturing equipment to deliver sufficient quantities to Whirlpool in a timely and cost-effective manner; (12)(13) our ability to attract, develop and retain executives and other qualified employees; (13)(14) the impact of labor relations; (14)(15) fluctuations in the cost of key materials (including steel, resins, copper and aluminum) and components and the ability of Whirlpool to offset cost increases; (15)(16) Whirlpool's ability to manage foreign currency fluctuations; (16)(17) impacts from goodwill impairment and related charges; (17)(18) triggering events or circumstances impacting the carrying value of our long-lived assets; (18)(19) inventory and other asset risk; (19) the uncertain global economy and changes in economic conditions which affect demand for our products; (20) health care cost trends, regulatory changes and variations between results and estimates that could increase future funding obligations for pension and postretirement benefit plans; (21) changes in LIBOR, or replacement of LIBOR with an alternative reference rate; (22) litigation, tax, and legal compliance risk and costs, especially if materially different from the amount we expect to incur or have accrued for, and any disruptions caused by the same; (23) the effects and costs of governmental investigations or related actions by third parties; and (24) changes in the legal and regulatory environment including environmental, health and safety regulations, and taxes and tariffs.tariffs; and (25) the uncertain global economy and changes in economic conditions which affect demand for our products.
We undertake no obligation to update any forward-looking statement, and investors are advised to review disclosures in our filings with the SEC. It is not possible to foresee or identify all factors that could cause actual results to differ from expected or historic results. Therefore, investors should not consider the foregoing factors to be an exhaustive statement of all risks, uncertainties, or factors that could potentially cause actual results to differ from forward-looking statements.

2


Additional information concerning these and other factors can be found in the "Risk Factors" section of our Annual Report on Form 10-K, as updated in Part II, Item 1A of this report.our Quarterly Reports on Form 10-Q.    
Unless otherwise indicated, the terms "Whirlpool," "the Company," "we," "us," and "our" refer to Whirlpool Corporation and its consolidated subsidiaries.

2


Website Disclosure
We routinely post important information for investors on our website, whirlpoolcorp.com, in the "Investors" section. We also intend to update the Hot Topics Q&A portion of this webpage as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investors section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our webpage is not incorporated by reference into, and is not a part of, this document.

3


PART I. FINANCIAL INFORMATION
ITEM 1.FINANCIAL STATEMENTS
TABLE OF CONTENTS
PAGE
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
PAGEPAGE
NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
1.1.1.
2.2.2.
3.3.3.
4.4.4.
5.5.5.
6.6.6.
7.7.7.
8.8.8.
9.9.9.
10.10.10.
11.11.11.
12.12.12.
13.13.13.
14.14.14.
15.15.Divestitures and Held for Sale15.


4


WHIRLPOOL CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
FOR THE PERIODS ENDED SEPTEMBER 30
(Millions of dollars, except per share data)
Three Months EndedNine Months Ended
Three Months EndedNine Months Ended2021202020212020
2020201920202019
Net salesNet sales$5,291 $5,091 $13,658 $15,037 Net sales$5,488 $5,291 $16,170 $13,658 
ExpensesExpensesExpenses
Cost of products soldCost of products sold4,136 4,350 11,172 12,552 Cost of products sold4,380 4,143 12,823 11,182 
Gross marginGross margin1,155 741 2,486 2,485 Gross margin1,108 1,148 3,347 2,476 
Selling, general and administrativeSelling, general and administrative513 491 1,354 1,580 Selling, general and administrative524 513 1,526 1,354 
Intangible amortizationIntangible amortization16 17 46 53 Intangible amortization10 16 37 46 
Restructuring costsRestructuring costs63 56 186 142 Restructuring costs7 63 35 186 
(Gain) loss on sale and disposal of businesses(Gain) loss on sale and disposal of businesses(7)(516)(7)(437)(Gain) loss on sale and disposal of businesses15 (7)(105)(7)
Operating profitOperating profit570 693 907 1,147 Operating profit552 563 1,854 897 
Other (income) expenseOther (income) expenseOther (income) expense
Interest and sundry (income) expenseInterest and sundry (income) expense(22)(29)(38)(222)Interest and sundry (income) expense(78)(22)(139)(38)
Interest expenseInterest expense51 45 142 148 Interest expense44 51 134 142 
Earnings before income taxesEarnings before income taxes541 677 803 1,221 Earnings before income taxes586 534 1,859 793 
Income tax expense (benefit)Income tax expense (benefit)143 313 233 311 Income tax expense (benefit)100 141 353 231 
Net earningsNet earnings398 364 570 910 Net earnings486 393 1,506 562 
Less: Net earnings (loss) available to noncontrolling interestsLess: Net earnings (loss) available to noncontrolling interests1 (14)14 Less: Net earnings (loss) available to noncontrolling interests15 21 (14)
Net earnings available to WhirlpoolNet earnings available to Whirlpool$397 $358 $584 $896 Net earnings available to Whirlpool$471 $392 $1,485 $576 
Per share of common stockPer share of common stockPer share of common stock
Basic net earnings available to WhirlpoolBasic net earnings available to Whirlpool$6.35 $5.62 $9.33 $14.04 Basic net earnings available to Whirlpool$7.56 $6.27 $23.67 $9.21 
Diluted net earnings available to WhirlpoolDiluted net earnings available to Whirlpool$6.27 $5.57 $9.26 $13.93 Diluted net earnings available to Whirlpool$7.51 $6.19 $23.47 $9.14 
Dividends declaredDividends declared$1.20 $1.20 $3.60 $3.55 Dividends declared$1.40 $1.20 $4.05 $3.60 
Weighted-average shares outstanding (in millions)Weighted-average shares outstanding (in millions)Weighted-average shares outstanding (in millions)
BasicBasic62.663.662.663.8Basic62.262.662.762.6
DilutedDiluted63.364.263.164.3Diluted62.763.363.263.1
Comprehensive incomeComprehensive income$375 $419 $436 $1,002 Comprehensive income$532 $370 $1,905 $428 
The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.

5


WHIRLPOOL CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
(Millions of dollars, except share data)
(Unaudited)
(Unaudited)September 30, 2021December 31, 2020
September 30, 2020December 31, 2019
AssetsAssetsAssets
Current assetsCurrent assetsCurrent assets
Cash and cash equivalentsCash and cash equivalents$3,528 $1,952 Cash and cash equivalents$2,875 $2,924 
Accounts receivable, net of allowance of $144 and $132, respectively2,716 2,198 
Accounts receivable, net of allowance of $103 and $132, respectivelyAccounts receivable, net of allowance of $103 and $132, respectively3,187 3,109 
InventoriesInventories2,216 2,438 Inventories2,876 2,301 
Prepaid and other current assetsPrepaid and other current assets847 810 Prepaid and other current assets788 795 
Total current assetsTotal current assets9,307 7,398 Total current assets9,726 9,129 
Property, net of accumulated depreciation of $6,681 and $6,444, respectively3,136 3,301 
Property, net of accumulated depreciation of $6,627 and $6,780, respectivelyProperty, net of accumulated depreciation of $6,627 and $6,780, respectively2,713 3,199 
Right of use assetsRight of use assets904 921 Right of use assets973 989 
GoodwillGoodwill2,463 2,440 Goodwill2,492 2,496 
Other intangibles, net of accumulated amortization of $644 and $593, respectively2,190 2,225 
Other intangibles, net of accumulated amortization of $519 and $673, respectivelyOther intangibles, net of accumulated amortization of $519 and $673, respectively1,993 2,194 
Deferred income taxesDeferred income taxes2,146 2,238 Deferred income taxes2,061 2,189 
Other noncurrent assetsOther noncurrent assets213 358 Other noncurrent assets436 240 
Total assetsTotal assets$20,359 $18,881 Total assets$20,394 $20,436 
Liabilities and stockholders' equityLiabilities and stockholders' equityLiabilities and stockholders' equity
Current liabilitiesCurrent liabilitiesCurrent liabilities
Accounts payableAccounts payable$4,179 $4,547 Accounts payable$5,127 $4,834 
Accrued expensesAccrued expenses687 652 Accrued expenses696 637 
Accrued advertising and promotionsAccrued advertising and promotions751 949 Accrued advertising and promotions810 831 
Employee compensationEmployee compensation516 450 Employee compensation587 648 
Notes payableNotes payable1,735 294 Notes payable12 12 
Current maturities of long-term debtCurrent maturities of long-term debt298 559 Current maturities of long-term debt298 298 
Other current liabilitiesOther current liabilities939 918 Other current liabilities761 1,070 
Total current liabilitiesTotal current liabilities9,105 8,369 Total current liabilities8,291 8,330 
Noncurrent liabilitiesNoncurrent liabilitiesNoncurrent liabilities
Long-term debtLong-term debt4,965 4,140 Long-term debt4,961 5,059 
Pension benefitsPension benefits470 542 Pension benefits441 516 
Postretirement benefitsPostretirement benefits163 322 Postretirement benefits153 166 
Lease liabilitiesLease liabilities735 778 Lease liabilities813 838 
Other noncurrent liabilitiesOther noncurrent liabilities643 612 Other noncurrent liabilities606 732 
Total noncurrent liabilitiesTotal noncurrent liabilities6,976 6,394 Total noncurrent liabilities6,974 7,311 
Stockholders' equityStockholders' equityStockholders' equity
Common stock, $1 par value, 250 million shares authorized, 112 million shares issued, and 62 million and 63 million shares outstanding, respectively113 112 
Common stock, $1 par value, 250 million shares authorized, 114 million and 113 million shares issued, respectively, and 61 million and 63 million shares outstanding, respectivelyCommon stock, $1 par value, 250 million shares authorized, 114 million and 113 million shares issued, respectively, and 61 million and 63 million shares outstanding, respectively114 113 
Additional paid-in capitalAdditional paid-in capital2,865 2,806 Additional paid-in capital3,011 2,923 
Retained earningsRetained earnings8,223 7,870 Retained earnings9,957 8,725 
Accumulated other comprehensive lossAccumulated other comprehensive loss(2,754)(2,618)Accumulated other comprehensive loss(2,412)(2,811)
Treasury stock, 50 million and 49 million shares, respectively(5,076)(4,975)
Treasury stock, 53 million and 50 million shares, respectivelyTreasury stock, 53 million and 50 million shares, respectively(5,706)(5,065)
Total Whirlpool stockholders' equityTotal Whirlpool stockholders' equity3,371 3,195 Total Whirlpool stockholders' equity4,964 3,885 
Noncontrolling interestsNoncontrolling interests907 923 Noncontrolling interests165 910 
Total stockholders' equityTotal stockholders' equity4,278 4,118 Total stockholders' equity5,129 4,795 
Total liabilities and stockholders' equityTotal liabilities and stockholders' equity$20,359 $18,881 Total liabilities and stockholders' equity$20,394 $20,436 

The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.

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WHIRLPOOL CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE PERIODS ENDED SEPTEMBER 30
(Millions of dollars)
Nine Months Ended
Nine Months Ended20212020
20202019
Operating activitiesOperating activitiesOperating activities
Net earningsNet earnings$570 $910 Net earnings$1,506 $562 
Adjustments to reconcile net earnings to cash provided by (used in) operating activities:Adjustments to reconcile net earnings to cash provided by (used in) operating activities:Adjustments to reconcile net earnings to cash provided by (used in) operating activities:
Depreciation and amortizationDepreciation and amortization414 443 Depreciation and amortization378 414 
(Gain) loss on sale and disposal of businesses(Gain) loss on sale and disposal of businesses (437)(Gain) loss on sale and disposal of businesses(105)— 
(Gain) loss on previously held equity interest(Gain) loss on previously held equity interest(42)— 
Changes in assets and liabilities:Changes in assets and liabilities:Changes in assets and liabilities:
Accounts receivableAccounts receivable(663)(517)Accounts receivable(289)(663)
InventoriesInventories158 (525)Inventories(785)168 
Accounts payableAccounts payable(162)(110)Accounts payable617 (162)
Accrued advertising and promotionsAccrued advertising and promotions(179)(62)Accrued advertising and promotions20 (179)
Accrued expenses and current liabilitiesAccrued expenses and current liabilities(163)29 Accrued expenses and current liabilities207 (163)
Taxes deferred and payable, netTaxes deferred and payable, net90 (59)Taxes deferred and payable, net50 88 
Accrued pension and postretirement benefitsAccrued pension and postretirement benefits(55)(72)Accrued pension and postretirement benefits(89)(55)
Employee compensationEmployee compensation137 77 Employee compensation10 137 
OtherOther260 (243)Other(184)260 
Cash provided by (used in) operating activitiesCash provided by (used in) operating activities407 (566)Cash provided by (used in) operating activities1,294 407 
Investing activitiesInvesting activitiesInvesting activities
Capital expendituresCapital expenditures(251)(306)Capital expenditures(306)(251)
Proceeds from sale of assets and business27 1,034 
Proceeds from sale of assets and businessesProceeds from sale of assets and businesses299 27 
Acquisition of businesses, net of cash acquiredAcquisition of businesses, net of cash acquired(46)— 
Cash held by divested businessesCash held by divested businesses(393)— 
Other0 (5)
Cash provided by (used in) investing activitiesCash provided by (used in) investing activities(224)723 Cash provided by (used in) investing activities(446)(224)
Financing activitiesFinancing activitiesFinancing activities
Net proceeds from borrowings of long-term debtNet proceeds from borrowings of long-term debt1,031 699 Net proceeds from borrowings of long-term debt300 1,031 
Repayments of long-term debt(568)(946)
Net proceeds (repayments) of long-term debtNet proceeds (repayments) of long-term debt(300)(568)
Net proceeds (repayments) from short-term borrowingsNet proceeds (repayments) from short-term borrowings1,405 (63)Net proceeds (repayments) from short-term borrowings1 1,405 
Dividends paidDividends paid(232)(229)Dividends paid(253)(232)
Repurchase of common stockRepurchase of common stock(121)(100)Repurchase of common stock(641)(121)
Common stock issuedCommon stock issued16 Common stock issued76 16 
OtherOther0 (7)Other(39)— 
Cash provided by (used in) financing activitiesCash provided by (used in) financing activities1,531 (641)Cash provided by (used in) financing activities(856)1,531 
Effect of exchange rate changes on cash, cash equivalents and restricted cashEffect of exchange rate changes on cash, cash equivalents and restricted cash(125)(55)Effect of exchange rate changes on cash, cash equivalents and restricted cash(51)(125)
Increase (decrease) in cash, cash equivalents and restricted cashIncrease (decrease) in cash, cash equivalents and restricted cash1,589 (539)Increase (decrease) in cash, cash equivalents and restricted cash(59)1,589 
Cash, cash equivalents and restricted cash at beginning of yearCash, cash equivalents and restricted cash at beginning of year1,952 1,538 Cash, cash equivalents and restricted cash at beginning of year2,934 1,952 
Cash, cash equivalents and restricted cash at end of year$3,541 $999 
Cash, cash equivalents and restricted cash at end of periodCash, cash equivalents and restricted cash at end of period$2,875 $3,541 
`

The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.

7


NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
(1)    BASIS OF PRESENTATION
General Information
The accompanying unaudited Consolidated Condensed Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information, and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information or footnotes required by U.S. GAAP for complete financial statements. As a result, this Form 10-Q should be read in conjunction with the Consolidated Financial Statements and accompanying Notes in our Form 10-K for the year ended December 31, 2019.2020.
Management believes that the accompanying Consolidated Condensed Financial Statements reflect all adjustments, including normal recurring items, considered necessary for a fair presentation of the interim periods.
We are required to make estimates and assumptions that affect the amounts reported in the Consolidated Condensed Financial Statements and accompanying Notes. Actual results could differ materially from those estimates.
Certain prior year amounts in the Consolidated Condensed Financial Statements have been reclassified to conform with current year presentation.
We have eliminated all material intercompany transactions in our Consolidated Condensed Financial Statements. We do not consolidate the financial statements of any company in which we have an ownership interest of 50% or less, unless that company is deemed to be a variable interest entity ("VIE") of which we are the primary beneficiary. VIEs are consolidated when the company is the primary beneficiary of these entities and has the ability to directly impact the activities of these entities.
Risks and Uncertainties

COVID-19 continues to spread throughout the United States and otherimpact countries across the world, and the duration and severity of the effects are currently unknown. The pandemic has impacted the Company and could materially impact our financial results in the future. The Consolidated Condensed Financial Statements presented herein reflect estimates and assumptions made by management at September 30, 2020 and for the nine months ended September 30, 2020.2021.
Such estimates and assumptions affect, among other things, the Company’s goodwill, long-lived asset and indefinite-lived intangible asset valuation; inventory valuation; assessment of the annual effective tax rate; valuation of deferred income taxes and income tax contingencies; and the allowance for expected credit losses and bad debt. Events and changes in circumstances arising after October 22, 2020,2021, including those resulting from the impacts of COVID-19, will be reflected in management’s estimates for future periods.
Goodwill and indefinite-lived intangible assets
Our Critical Accounting Policies and Estimates for goodwill and other indefinite-lifeindefinite-lived intangibles are disclosed in Note 1 to the Consolidated Financial Statements and in Management's Discussion and Analysis of our annual report on Form 10-K for the fiscal year ended December 31, 2019.2020.

We continue to monitor the significant global economic uncertainty as a result of COVID-19 to assess the outlook for demand for our products and the impact on our business and our overall financial performance. The goodwill in our EMEA reporting unit and our Indesit, Hotpoint*, Maytag and MaytagJennAir trademarks continue to be at risk at September 30, 2020.2021. The goodwill in our other reporting units or indefinite-lived intangible assets are not presently at risk for future impairment.

The potential impact of COVID-19 related demand disruptions, production impacts or supply constraints could negatively effect revenues for the Indesit, Hotpoint*, Maytagand supply constraint impacts on our operating results forJennAir trademarks and the EMEA reporting unit, in the short-term is uncertain, but we remain committed to the strategic actions necessary to realize the long-term forecasted EBIT margins and expect that the macroeconomic environment will recover in the medium to long-term. The potential negative demand effect on revenues for the Indesit and Hotpoint* trademarks and the Maytag trademark is also uncertain given the volatile environment, but we expect that demand and production levels will continue to recover.

margins.

*Whirlpool ownership of the Hotpoint brand in EMEA and Asia Pacific regions is not affiliated with the Hotpoint brand sold in the Americas.

8


As a result of our analysis, and in consideration of the totality of events and circumstances, there were no triggering events of impairment identified during the third quarter of 2020.2021.
A lack of recovery or further deterioration in market conditions, a sustained trend of weaker than expected financial performance in EMEA or for our Indesit, Hotpoint*, Maytag andor MaytagJennAir trademarks or a lack of recovery or furthera decline in the Company’s market capitalization, among other factors, as a result of the COVID-19 pandemic or other unforeseen events could result in an impairment charge in future periods which could have a material adverse effect on our financial statements.
Income taxes
Under U.S. GAAP, the Company calculates its quarterly tax provision based on an estimated effective tax rate for the year and then adjusts this amount by certain discrete items each quarter. ThePotential changing and volatile macro-economic conditions connected with the COVID-19 pandemic maycould cause fluctuations in forecasted earnings before income taxes. As such, the Company's effective tax rate could be subject to volatility as forecasted earnings before income taxes are impacted by events which cannot be predicted. In addition, continuedpotential future economic deterioration brought on by the pandemic or other factors may negatively impact the realizability of certain deferred tax assets.  
Other Accounting Matters
Synthetic lease arrangements
In the first quarterWe have a number of 2020, we entered into a synthetic lease arrangementarrangements with a financial institutioninstitutions for non-core properties in the North America region. The term of these leases commenced in the first quarter of 2020 and will expire five years after commencement.assets. The leases contain provisions for options to purchase, extend the original term for additional periods or return the property. At September 30, 2021 and December 31, 2020, these arrangements include residual value guarantees of up to $238 million and $220 million, respectively, that could potentially come due in future periods. We do not believe it is probable that any material amounts will be owed under these guarantees. Therefore, no material amounts related to the residual value guarantees are included in the lease payments used to measure the right-of-use assets and lease liabilities.
The majority of these leases are classified as operating leases. We have assessed the reasonable certainty of these provisions to determine the appropriate lease term. These arrangements include a residual value guarantee that could potentially come due in future periods. The current obligation residual value guarantee is not material as of September 30, 2020.
We assessed the lease classification of the agreements and determined they were operating leases. These leases were measured using our incremental borrowing rate and are included in our right of use assets and lease liabilities in the Consolidated Condensed Balance Sheets for a nominal amount.Sheets. Rental payments are calculated at the applicable LIBOR rate plus a margin and the annual lease payments are not material.
Prior Year Out-of-Period Adjustments
During the third quarter of 2019, we recorded a net adjustment of $34 million related to prior years resulting from the one time transition tax deemed repatriation on earnings of certain foreign subsidiaries that were previously tax deferred and related impacts. This adjustment resulted in a decrease of net earnings available to Whirlpool of $34 million and a decrease of $0.53 in diluted earnings per share for the three and nine months ended 2019.margin. The Company determined the impact was not material to the prior years' financial statements and was not material to the Consolidated StatementCondensed Balance Sheets and Consolidated Condensed Statements of Comprehensive Income (Loss) foris nominal.
Supply Chain Financing Arrangements
The Company has ongoing agreements globally with various third-parties to allow certain suppliers the year endingopportunity to sell receivables due from us to participating financial institutions at the sole discretion of both the suppliers and the financial institutions.
We have no economic interest in the sale of these receivables and no direct financial relationship with the financial institutions concerning these services. Our obligations to suppliers, including amounts due and scheduled payment terms, are not impacted. All outstanding balances under these programs are recorded in accounts payable on our Consolidated Condensed Balance Sheets, approximately $1.3 billion and $1.2 billion has been issued to participating financial institutions at September 30, 2021 and December 31, 2019.2020, respectively.
In addition, during the third quarter of 2019 we recorded an adjustment of $22 million related to the first quarter of 2019 resulting from other foreign subsidiary income items and corresponding taxA downgrade in our credit impacts. This adjustment resultedrating or changes in a decrease of $22 million in net earnings available to Whirlpool and a decrease of $0.34 in diluted earnings per share for the three months ended September 30, 2019. The Consolidated Condensed Statement of Comprehensive Income (Loss) for the nine months ended September 30, 2019 is not impacted by this adjustment.
Adoption of New Accounting Standards
On January 1, 2020 we adopted Accounting Standards Update ("ASU") No. 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." The guidance in ASU 2016-13 creates a new impairment standard replacing the current "incurred loss" model. The incurred loss model required that for a loss to be impaired and recognized on the financial statements it must be probable that it has been incurred atmarkets could limit the measurement date. The new standard utilizes an "expected credit loss" model also referredfinancial institutions’ willingness to as "the current expected credit loss" (CECL) model. Under CECL, there is no threshold for impairment loss recognition, but it instead reflects a current estimate of all expected credit losses. The adoption of this standard didcommit funds to, and participate in, the programs. We do not believe such risk would have a material impact on our working capital or cash flows.
Due to the completed partial tender offer for Whirlpool China and subsequent deconsolidation of the subsidiary during the second quarter of 2021, we no longer have material supply chain financing arrangements in China. For additional information see Note 15 to the Consolidated Condensed Financial Statements.
*Whirlpool ownership of theHotpoint brand in EMEA and Asia Pacific regions is not affiliated with the Hotpointbrand sold in the Americas.

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Inventories
Effective January 1, 2021, the Company changed its accounting principle for inventory valuation for inventories located in the U.S. from a last-in, first-out ("LIFO") basis to a first-in, first-out ("FIFO") basis. All prior periods presented in the Consolidated Condensed Financial Statements have been retrospectively adjusted to apply the effects of the change in accounting principle.
Equity Method Investments
After May 6, 2021, Whirlpool holds an equity interest of approximately 20% in Whirlpool China, an entity which was previously controlled by the Company. We account for the remaining interest under equity method accounting and Whirlpool China and its subsidiaries continue to supply the Company in the normal course of business. Whirlpool China was also granted a license to sell Whirlpool-branded products in China.
Subsequent to the completion of the partial tender offer for Whirlpool China and deconsolidation of the entity in the second quarter of 2021, we made purchases from Whirlpool China of $86 million and $152 million for the three and nine months ended September 30, 2021, respectively. The outstanding amount due to Whirlpool China and its subsidiaries is $139 million as of September 30, 2021. The licensing revenue and outstanding accounts receivable from Whirlpool China and its subsidiaries are not material for the periods presented.
As of September 30, 2021, the value of the equity interest in Whirlpool China is $210 million and is included in Other noncurrent assets in the Consolidated Condensed Balance Sheet.
The Company’s share of the results of equity method investments and elimination of intra-entity results are included in Interest and sundry (income) expense in the Consolidated Condensed Income Statement and Other noncurrent assets in the Consolidated Condensed Balance Sheet. The impact of equity method investments is not material for the periods presented.
For additional information, on the required disclosures related to the impact of adopting this standard, see Note 215 to the Consolidated Condensed Financial Statements.
Related Party Transactions
In 2018, Whirlpool of India Limited (“Whirlpool India”), a majority-owned subsidiary of Whirlpool Corporation, acquired a 49% equity interest in Elica PB India Private Limited (“Elica PB India”) for $22 million. On September 27, 2021, the Company entered into a share purchase agreement to acquire an additional 38% equity interest in Elica PB India for $57 million, which resulted in a controlling equity ownership of 87%. Following the closing of the transaction on September 29, 2021, Elica PB India is consolidated in Whirlpool Corporation's financial statements and is reported within our Asia reportable segment. The transaction resulted in a gain of approximately $42 million on the Company’s previously held equity interest. This gain was recorded within Interest and sundry (income) expense during the third quarter.
The Company is in the process of finalizing independent appraisals for the purpose of allocating the purchase price to the individual assets acquired and liabilities assumed in the acquisition. The preliminary allocation of the purchase price included in the Consolidated Condensed Balance Sheet at September 30, 2021 is based on the best estimates of management and is subject to revision of the final determination of asset fair values and useful lives. Any changes to the preliminary estimates of the fair values of the assets and liabilities could potentially impact goodwill as well as future depreciation and amortization expense.
On a preliminary basis, goodwill of $100 million, which is not deductible for tax purposes, has been allocated to the Asia reportable segment. The allocation has been made on the basis that the anticipated synergies identified will primarily benefit this reportable segment.
Both Whirlpool India and the non-controlling interest shareholders retain an option for Whirlpool India to purchase the remaining equity interest in Elica PB India for fair value, which could be material to the financial statements of the Company, depending on the performance of the business.
Adoption of New Accounting Standards
We adopted the following standards, none ofstandard, which haddid not have a material impact on our Consolidated Condensed Financial Statements:

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StandardEffective Date
2018-132019-12Fair Value MeasurementIncome Taxes (Topic 820) Disclosure Framework740) - Changes toSimplifying the Disclosure RequirementsAccounting for Fair Value MeasurementIncome TaxesJanuary 1, 2020
2018-15Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) Customer's Accounting for Implementation Costs Incurred In a Cloud Computing Arrangement That Is a Service ContractJanuary 1, 2020
2018-18Collaborative Arrangements (Topic 808) - Clarifying the Interaction between Topic 808 and Topic 606January 1, 20202021
All other newly issued and effective accounting standards during 20202021 were not relevant or material to the Company.
Accounting Pronouncements Issued But Not Yet Effective
In March 2020, the FASB issued Update 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting". The amendments in Update 2020-04 are elective and apply to all entities that have contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. The new guidance provides the following optional expedients: simplify accounting analyses under current U.S. GAAP for contract modifications, simplify the assessment of hedge effectiveness, allow hedging relationships affected by reference rate reform to continue and 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. In January 2021, the FASB issued Update 2021-01, "Reference Rate Reform (Topic 848): Scope". The amendments are effectiveupdate provides additional optional guidance on the transition from LIBOR to include derivative instruments that use an interest rate for all entities frommargining, discounting or contract price alignment. The standard will ease, if warranted, the beginning of an interim period that includesrequirements for accounting for the issuance datefuture effects of the ASU.rate reform. An entity may elect to apply the amendments prospectively through December 31, 2022. The Company is currently evaluatingWe continue to monitor the impact the discontinuance of adopting this guidance.
In December 2019, the FASB issued Update 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes". The amendments in this Update affect entities within the scope of Topic 740, Income Taxes. The amendments in this Update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. For public business entities, the amendments in this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company is currently evaluating the impact of adopting this guidance.
The FASB has issued the following relevant standards, which are not expected toLIBOR or another reference rate will have a material impact on our Consolidated Condensed Financial Statements:
StandardEffective Date
2018-14Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit PlansJanuary 1, 2021
2020-06Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entities Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entities Own EquityJanuary 1, 2022
contracts, hedging relationships and other transactions.
All other issued and not yet effective accounting standards are not relevant or material to the Company.

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2)    REVENUE RECOGNITION
Disaggregation of Revenue
The following table presents our disaggregated revenues by revenue source. We sell products within all product categories in each operating segment. For additional information on the disaggregated revenues by geographic regions, see Note 14 to the Consolidated Condensed Financial Statements.
Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollars2020201920202019
Major product categories:
Laundry$1,588 $1,576 $3,989 $4,531 
Refrigeration1,701 1,673 4,368 4,694 
Cooking1,159 1,183 3,011 3,289 
Dishwashing509 414 1,320 1,169 
Total major product category net sales$4,957 $4,846 $12,688 $13,683 
Compressors(1)
0 0 557 
Spare parts and warranties247 227 681 749 
Other87 18 289 48 
Total net sales$5,291 $5,091 $13,658 $15,037 
(1)Change in compressors compared to the prior year is due to the divestiture of the Embraco compressor business.
Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollars2021202020212020
Major product categories:
Laundry$1,498 $1,588 $4,447 $3,989 
Refrigeration1,762 1,701 5,016 4,368 
Cooking1,348 1,159 4,097 3,011 
Dishwashing479 509 1,403 1,320 
Total major product category net sales$5,087 $4,957 $14,963 $12,688 
Spare parts and warranties302 247 860 681 
Other99 87 347 289 
Total net sales$5,488 $5,291 $16,170 $13,658 
The impact to revenue related to prior period performance obligations was not materialis less than 1% of global consolidated revenues for the three and nine months ended September 30, 2020.2021.

Allowance for Expected Credit Losses and Bad Debt Expense

We estimate our expected credit losses primarily by using an aging methodology and establish customer-specific reserves for higher risk trade customers. Our expected credit losses are evaluated and controlled within each geographic region considering the unique credit risk specific to the country, marketplace and economic environment. We take into account past events, current conditions and reasonable and supportable forecasts in developing the reserve. The adoption of the new credit loss standard did not have a material impact on the Consolidated Condensed Financial Statements.

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The following table summarizes our allowance for doubtful accountsexpected credit losses by operating segment for the nine months ended September 30, 2020.2021:
Millions of dollarsMillions of dollarsDecember 31, 2019Charged to EarningsWrite-offsForeign CurrencySeptember 30, 2020Millions of dollarsDecember 31, 2020Charged to EarningsWrite-offsForeign Currency
Other (1)
September 30, 2021
Accounts receivable allowanceAccounts receivable allowance
North AmericaNorth America$$5 $0 $0 $9 North America$$4 (3) $ $8 
EMEAEMEA83 5 (13)0 75 EMEA67 1 (15)(6) $47 
Latin AmericaLatin America33 13 (3)(6)37 Latin America44 4 (2)(1) $45 
AsiaAsia12 11 0 0 23 Asia14    (11)$3 
ConsolidatedConsolidated$132 $34 $(16)$(6)$144 Consolidated$132 $9 $(20)$(7)$(11)$103 
Financing receivable allowanceFinancing receivable allowance
Latin AmericaLatin America$27 $ $ $(1)$ $26 
AsiaAsia21    (21) 
$48 $ $ $(1)$(21)$26 
ConsolidatedConsolidated$180 $9 $(20)$(8)$(32)$129 
We also have an(1)Accounts receivable and financing receivable allowance on certain financing receivables that are recorded in prepaidof Whirlpool China which were previously classified under accounts receivable and other current assets and other noncurrent assets, on ourrespectively, have been removed as part of the deconsolidation of Whirlpool China. For additional information, see Note 15 to the Consolidated Condensed Balance Sheets. The allowance at September 30, 2020 and December 31, 2019 was approximately $45 million and $48 million, respectively. The amount charged to earnings and write-offs for the nine months ended September 30, 2020 were not material.

Financial Statements.
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(3)    CASH, CASH EQUIVALENTS AND RESTRICTED CASH
The following table provides a reconciliation of cash, cash equivalents and restricted cash as reported within our Consolidated Condensed Statements of Cash Flows:
September 30,September 30,
Millions of dollarsMillions of dollars20202019Millions of dollars20212020
Cash and cash equivalents as presented in our Consolidated Condensed Balance SheetsCash and cash equivalents as presented in our Consolidated Condensed Balance Sheets$3,528 $993 Cash and cash equivalents as presented in our Consolidated Condensed Balance Sheets$2,875 $3,528 
Restricted cash included in prepaid and other current assets (1)
Restricted cash included in prepaid and other current assets (1)
13 
Restricted cash included in prepaid and other current assets(1)
 13 
Cash, cash equivalents and restricted cash as presented in our Consolidated Condensed Statements of Cash FlowsCash, cash equivalents and restricted cash as presented in our Consolidated Condensed Statements of Cash Flows$3,541 $999 Cash, cash equivalents and restricted cash as presented in our Consolidated Condensed Statements of Cash Flows$2,875 $3,541 
December 31,December 31,
Millions of dollarsMillions of dollars20192018Millions of dollars20202019
Cash and cash equivalents as presented in our Consolidated Balance SheetsCash and cash equivalents as presented in our Consolidated Balance Sheets$1,952 $1,498 Cash and cash equivalents as presented in our Consolidated Balance Sheets$2,924 $1,952 
Restricted cash included in prepaid and other current assets (1)
Restricted cash included in prepaid and other current assets (1)
40 
Restricted cash included in prepaid and other current assets (1)
10 — 
Cash, cash equivalents and restricted cash as presented in our Consolidated Statements of Cash FlowsCash, cash equivalents and restricted cash as presented in our Consolidated Statements of Cash Flows$1,952 $1,538 Cash, cash equivalents and restricted cash as presented in our Consolidated Statements of Cash Flows$2,934 $1,952 
(1)In 2020, restrictedRestricted cash represents consolidated contributions held as part of the Company's Charitable Foundation which is consolidated as of September 30, 2020. In 2019 and 2018, restricted cash was used to fund capital expenditures and technical resources to enhance Whirlpool China's research and development and working capital, as required by the terms of the Whirlpool China (formerly Hefei Sanyo) acquisition.Foundation.
(4)    INVENTORIES
The following table summarizes our inventories at September 30, 20202021 and December 31, 2019:2020:
Millions of dollarsMillions of dollarsSeptember 30, 2020December 31, 2019Millions of dollarsSeptember 30, 2021December 31, 2020
Finished productsFinished products$1,708 $1,979 Finished products$2,134 $1,635 
Raw materials and work in processRaw materials and work in process627 602 Raw materials and work in process742 666 
2,335 2,581 
Less: excess of FIFO cost over LIFO cost(119)(143)
Total inventories$2,216 $2,438 
Total InventoriesTotal Inventories$2,876 $2,301 
LIFOEffective January 1, 2021, the Company changed its accounting principle for inventory valuation for inventories represented 41% and 43% of total inventories at September 30, 2020 and December 31, 2019, respectively.located in the U.S. from a last-in, first-out ("LIFO") basis to a first-in, first-out ("FIFO") basis.

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(5)    PROPERTY, PLANT AND EQUIPMENT
The following table summarizes our property, plant and equipment at September 30, 20202021 and December 31, 2019:2020:
Millions of dollarsMillions of dollarsSeptember 30, 2020December 31, 2019Millions of dollarsSeptember 30, 2021December 31, 2020
LandLand$91 $97 Land$83 $92 
BuildingsBuildings1,540 1,540 Buildings1,289 1,517 
Machinery and equipmentMachinery and equipment8,186 8,108 Machinery and equipment7,968 8,370 
Accumulated depreciationAccumulated depreciation(6,681)(6,444)Accumulated depreciation(6,627)(6,780)
Property, plant and equipment, net(1)Property, plant and equipment, net(1)$3,136 $3,301 Property, plant and equipment, net(1)$2,713 $3,199 
(1) Decrease of $379 million in property, plant and equipment is due to the deconsolidation of Whirlpool China and divestment of
Turkey subsidiary entity. For additional information, see Note 15 to the Consolidated Condensed Financial Statements.
During the nine months ended September 30, 2020,2021, in the normal course of business, we disposed of buildings, machinery and equipment with a net book value of $20$10 million. The net gain on the disposals werewas not material.

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(6)    FINANCING ARRANGEMENTS
Debt Offering

On May 7, 2020,April 29, 2021, Whirlpool Corporation (the “Company”), completed its offering of $500$300 million in principal amount of 4.60%2.400% Senior Notes due 20502031 (the “Notes”“2031 Notes”), in a public offering pursuant to a registration statement on Form S-3 (File No. 333-224381)333-255372). The 2031 Notes were issued under an indenture (the “Indenture”), dated March 20, 2000, between the Company, as issuer, and U.S. Bank National Association (as successor to Citibank, N.A.), as trustee. The notessale of the 2031 Notes was made pursuant to the terms of an Underwriting Agreement, dated April 26, 2021 (the “Underwriting Agreement”), among the Company, as issuer, and BNP Paribas Securities Corp., BofA Securities, Inc., J.P. Morgan Securities LLC, and Wells Fargo Securities, LLC, as representatives of the several underwriters in connection with the offering and sales of the 2031 Notes. The 2031 Notes contain covenants that limit the Company's ability to incur certain liens or enter into certain sale and lease-back transactions. In addition, if we experience a specific kind of change of control, we are required to make an offer to purchase all of the notes at a purchase price of 101% of the principal amount thereof, plus accrued and unpaid interest. The Company used the net proceeds from the sale of the 2031 Notes to redeem $300 million aggregate principal amount of 4.850% senior notes which was paid June 15, 2021. Consistent with the Company’s Sustainability Bond Framework, the Company intends to allocate an amount equal to the net proceeds from the sale of the 2031 Notes to fund one or more new or existing environmental and social Eligible Projects, as defined in the Company’s prospectus supplement dated April 26, 2021.

On May 7, 2020, the Company completed its offering of $500 million in principal amount of 4.60% Senior Notes due 2050 (the “2050 Notes”), in a public offering pursuant to a registration statement on Form S-3 (File No. 333-224381). The 2050 Notes were issued under the Indenture. The 2050 Notes contain covenants that limit the Company's ability to incur certain liens or enter into certain sale and lease-back transactions. In addition, if we experience a specific kind of change of control, we are required to make an offer to purchase all of the notes at a purchase price of 101% of the principal amount thereof, plus accrued and unpaid interest. The Company used the net proceeds from the sale of the 2050 Notes to repay a portion of the outstanding borrowings under the Company’s revolving credit facility, as amended and restated, dated as of August 6, 2019, among the Company, certain other borrowers, the lenders referred to therein, JPMorgan Chase Bank, N.A. as administrative agent and Citibank, N.A., as syndication agent.
On February 21, 2020, Whirlpool EMEA Finance S.à r.l., an indirect, wholly-owned finance subsidiary of Whirlpool Corporation, completed a bond offering consisting of €500 million (approximately $540 million at closing) in principal amount of 0.50% Senior Notes due in 2028 (the "Notes""2028 Notes") in a public offering pursuant to a registration statement on Form S-3 (File No. 333-224381). The 2028 Notes were issued under an indenture, dated February 21, 2020, among Whirlpool EMEA Finance S.à r.l, as issuer, the Company, as parent guarantor, and U.S. Bank National Association, as trustee. Whirlpool Corporation has fully and unconditionally guaranteed the Notes on a senior unsecured basis. The 2028 Notes contain covenants that limit Whirlpool

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Corporation's ability to incur certain liens or enter into certain sale and lease-back transactions. In addition, if we experience a specific kind of change of control, we are required to make an offer to purchase all of the 2028 Notes at a purchase price of 101% of the principal amount thereof, plus accrued and unpaid interest.
On February 26, 2019, Whirlpool Corporation completed a bond offering consisting of $700 million in principal amount of 4.75% Senior Notes due in 2029. The Notes were issued under an indenture (the “Indenture”), dated March 20, 2000, between the Company, as issuer, and U.S. Bank National Association (as successor to Citibank, N.A.), as trustee. The notes contain covenants that limit Whirlpool Corporation's ability to incur certain liens or enter into certain sale and lease-back transactions. In addition, if we experience a specific kind of change of control, we are required to make an offer to purchase all of the notes at a purchase price of 101% of the principal amount thereof, plus accrued and unpaid interest. The notes are registered pursuant to a registration statement on Form S-3 (File No. 333-224381).
Debt Repayment
On March 12, 2020, €500 million (approximately $566 million at repayment) of 0.625% senior notes matured and were repaid.
On August 9, 2019, we repaid $1.0 billion pursuant to our April 23, 2018 Term Loan Agreement with Citibank, N.A., as Administrative Agent, and certain other financial institutions, representing full repayment of amounts borrowed under the term loan. As previously disclosed, we agreed to repay this term loan amount with the net cash proceeds received from the sale of our Embraco business unit to Nidec Corporation, which closed on July 1, 2019.
On March 1, 2019, $250 million of 2.40% senior notes matured and were repaid.
On February 27, 2019, we repaid €600 million (approximately $673 million) pursuant to our June 5, 2018 Term Loan Agreement with Wells Fargo Bank, National Association, as Administrative Agent, and certain other financial institutions (the "Whirlpool EMEA Finance Term Loan"), representing full repayment of amounts borrowed under the Whirlpool EMEA Finance Term Loan.






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Credit Facilities
On April 27, 2020, Whirlpool Corporation entered into a revolving 364-Day Credit Agreement (the “364-Day Facility”) by and among the Company, the lenders referred to therein, and Citibank, N.A. as Administrative Agent. The 364-Day Facility provides aggregate borrowing capacity of $500 million, and has a termination date of April 26, 2021. The interest and fee rates payable with respect to the 364-Day Facility based on the Company’s current debt rating are as follows: (1) the Eurodollar Margin is 1.625%; (2) the spread over prime is 0.625%; and (3) the unused commitment fee is 0.400%. The 364-Day Facility contains customary covenants and warranties which are consistent with the Company’s $3.5 billion revolving credit facility, including, among other things, a debt to capitalization ratio of less than or equal to 0.65 as of the last day of each fiscal quarter, and a rolling twelve month interest coverage ratio required to be greater than or equal to 3.0 for each fiscal quarter. In addition, the covenants limit the Company’s ability to (or to permit any subsidiaries to), subject to various exceptions and limitations: (i) merge with other companies; (ii) create liens on its property; and (iii) incur debt at the subsidiary level.
On August 6, 2019, Whirlpool Corporation entered into a Fourth Amended and Restated Long-Term Credit Agreement (the "Amended Long-Term Facility", or "revolving credit facility") by and among the Company, certain other borrowers, the lenders referred to therein, JPMorgan Chase Bank, N.A. as Administrative Agent, and Citibank, N.A., as Syndication Agent. The Amended Long-Term Facility provides aggregate borrowing capacity of $3.5 billion, an increase of $500 million from the Company's prior amended and restated credit agreement.billion. The Amended Long-Term Facility has a maturity date of August 6, 2024, unless earlier terminated. The interest and fee rates payable with respect to the Amended Long-Term Facility based on our current debt rating are as follows: (1) the spread over EURIBOREurocurrency Rate is 1.125%; (2) the spread over prime is 0.125%; and (3) the unused commitment fee is 0.100%. The Amended Long-Term Facility contains customary covenants and warranties including, among other things, a debt to capitalization ratio of less than or equal to 0.65 as of the last day of each fiscal quarter, and a rolling twelve month interest coverage ratio required to be greater than or equal to 3.0 for each fiscal quarter. In addition, the covenants limit our ability to (or to permit any subsidiaries to), subject to various exceptions and limitations: (i) merge with other companies; (ii) create liens on our property; (iii) incur debt at the subsidiary level.
We are in compliance with both our debt to capitalization ratio and interest coverage ratio under the revolving credit facilitiesfacility as of September 30, 2020.2021.
On April 27, 2020, Whirlpool Corporation entered into a revolving 364-Day Credit Agreement (the “364-Day Facility”) by and among the Company, the lenders referred to therein, and Citibank, N.A. as Administrative Agent. The 364-Day Facility provided aggregate borrowing capacity of $500 million, and expired on its termination date of April 26, 2021 with no outstanding borrowings.
In addition to the committed $3.5 billion Amended Long-Term Facility, and the $500 million 364-Day Credit Agreement, we have committed credit facilities in Brazil and India. TheThese committed credit facilities in Brazil and India provide borrowings up to 1 billion Brazilian reais and 1 billion Indian rupees (totaling approximately $191$197 million at September 30, 20202021 and $262$206 million at December 31, 2019),2020, based on exchange rates then in effect, respectively. Committed credit facilities are maturing through 2022. On August 5, 2019 we terminated a €250 million European revolving credit facility that we entered into in July 2015. The termination of this facility did not have a material impact on our Consolidated Condensed Financial Statements.2023.
Facility Borrowings
On March 13, 2020, wethe Company initiated a borrowing of approximately $2.2 billion under the Amended Long-Term Facility, for which a portion of the proceeds from the borrowing were used to fund commercial paper repayment. WeThe Company repaid $500 million of this Amended Long-Term Facility borrowing with the proceeds from ourits May 2020 Notes offering. WeThe Company repaid an additional $500 million of this Amended Long-Term Facility borrowing by drawing on the full amount of the 364-Day Facility.
As All facility borrowing were repaid as of December 31, 2020 and no amounts were borrowed on the facility during the nine months ended September 30, 2020, we had aggregate borrowing capacity of approximately $2.5 billion on our committed credit facilities, consisting of $2.3 billion under the Amended Long-Term Facility and approximately $191 million under our committed credit facilities in Brazil and India.2021.
Notes Payable
Notes payable, which consist of short-term borrowings payable to banks or commercial paper, are generally used to fund working capital requirements. The fair value of our notes payable approximates the carrying amount due to the short maturity of these obligations.

The following table summarizes the carrying value of notes payable at September 30, 2021 and December 31, 2020:
Millions of dollarsSeptember 30, 2021December 31, 2020
Short-term borrowings due to banks12 12 
Total notes payable$12 $12 



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The following table summarizes the carrying value of notes payable at September 30, 2020 and December 31, 2019:
Millions of dollarsSeptember 30, 2020December 31, 2019
Commercial paper$0 $274 
Short-term borrowings due to banks1,735 20 
Total notes payable$1,735 $294 

Short-term borrowings due to banks include amounts outstanding under the Amended Long-Term Facility, which are expected to be repaid in the next twelve months.
Transfers and Servicing of Financial Assets
In an effort to manage economic and geographic trade customer risk, from time to time, the Company will transfer, primarily without recourse, accounts receivable balances of certain customers to financial institutions resulting in a nominal impact recorded in interest and sundry (income) expense. These transactions are accounted for as sales of the receivables resulting in the receivables being de-recognized from the Consolidated Condensed Balance Sheets. These transfers primarily do not require continuing involvement from the Company, however certainCompany.
Certain arrangements include servicing of transferred receivables by Whirlpool. During the nine months ended September 30, 2021, no amounts were received from the sales of accounts receivable. The Company received cash proceeds of $564 million under these arrangements for the nine months ended September 30, 2020. Outstanding accounts receivable transferred under arrangements where the Company continues to service the transferred asset were $73 million$0 and $348$30 million as of September 30, 20202021 and December 31, 2019,2020, respectively.
(7)    COMMITMENTS AND CONTINGENCIES
Embraco Antitrust Matters
Beginning in February 2009, our former Embraco compressor business headquartered in Brazil ("Embraco") was notified of antitrust investigations of the global compressor industry by government authorities in various jurisdictions. Embraco resolved the government investigations and related claims in various jurisdictions and certain other claims remain pending.
Whirlpool agreed to retain potential liabilities related to this matter following closing of the Embraco sale transaction. We continue to defend these actions. While it is currently not possible to reasonably estimate the aggregate amount of costs which we may incur in connection with these matters, such costs could have a material adverse effect on our financial statements in any particular reporting period.
BEFIEX Credits and Other Brazil Tax Matters
In previous years, our Brazilian operations earned tax credits under the Brazilian government's export incentive program (BEFIEX). These credits reduced Brazilian federal excise taxes on domestic sales.
In December 2013, the Brazilian government reinstituted the monetary adjustment index applicable to BEFIEX credits that existed prior to July 2009, when the Brazilian government required companies to apply a different monetary adjustment index to BEFIEX credits. Whether use of the reinstituted index should be given retroactive effect for the July 2009 to December 2013 period was subject to review by the Brazilian courts. In the third quarter of 2017, the Brazilian Supreme Court ruled that the reinstituted index should be given retroactive effect for the July 2009 to December 2013 period, which ruling was subsequently affirmed by the Brazilian Supreme Court, and is now final. Based on this ruling, we were entitled to recognize $72 million in additional credits, which were recognized in prior periods. At September 30, 20200 BEFIEX credits remain to be monetized.
Our Brazilian operations have received tax assessments for income and social contribution taxes associated with certain monetized BEFIEX credits. We do not believe BEFIEX credits are subject to income or social contribution taxes. We believe these tax assessments are without merit and are vigorously defending our positions. We have not provided for income or social contribution taxes on these BEFIEX credits, and based on the opinions of tax and legal advisors, we have not accrued any amount related to these assessments at September 30, 2020.2021. The total amount of outstanding tax assessments received for income and social contribution taxes relating to the BEFIEX credits, including interest and penalties, is approximately 2.0 billion Brazilian reais (approximately $349$368 million at September 30, 2020)2021).

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Relying on existing Brazilian legal precedent, in 2003 and 2004, we recognized tax credits in an aggregate amount of $26 million, adjusted for currency, on the purchase of raw materials used in production ("IPI tax credits"). The Brazilian tax authority subsequently challenged the recording of IPI tax credits. No such credits have been recognized since 2004. In 2009, we entered into a Brazilian government program ("IPI Amnesty") which provided extended payment terms and reduced penalties and interest to encourage tax payerstaxpayers to resolve this and certain other disputed tax credit amounts. As permitted by the program, we elected to settle certain debts through the use of other existing tax credits and recorded charges of approximately $34 million in 2009 associated with these matters. In July 2012, the Brazilian revenue authority notified us that a portion of our proposed settlement was rejected and we received tax assessments of 257259 million Brazilian reais (approximately $46$48 million at September 30, 2020)2021), reflecting interest and penalties to date. We believe these tax assessments are without merit and we are vigorously defending our position. The government's assessment in this case relies heavily on its arguments regarding taxability of BEFIEX credits for certain years, which we are disputing in one of the BEFIEX government assessment cases cited in the prior paragraph. Because the IPI Amnesty case is moving faster than the BEFIEX taxability case, we could be required to pay the IPI Amnesty assessment before obtaining a final decision in the BEFIEX taxability case.

15


We have received tax assessments from the Brazilian federal tax authorities relating to amounts allegedly due regarding unemployment/social security insurance taxes (PIS/COFINS) for tax credits recognized since 2007. These credits were recognized for inputs to certain manufacturing and other business processes. These assessments are being challenged at the administrative and judicial levels in Brazil. The total amount of outstanding tax assessments received for credits recognized for PIS/COFINS inputs is approximately 301305 million Brazilian reais (approximately $53$56 million at September 30, 2020)2021). We believe these tax assessments are without merit and are vigorously defending our positions. Based on the opinion of our tax and legal advisors, we have 0tnot accrued any amount related to these assessments.
In addition to the BEFIEX, IPI tax credit and PIS/COFINS inputs matters noted above, other assessments issued by the Brazilian tax authorities related to indirect and income tax matters, and other matters, are at various stages of review in numerous administrative and judicial proceedings. The amounts related to these assessments will continue to be increased by monetary adjustments at the Selic rate, which is the benchmark rate set by the Brazilian Central Bank. In accordance with our accounting policies, we routinely assess these matters and, when necessary, record our best estimate of a loss. We believe these tax assessments are without merit and are vigorously defending our positions.
Litigation is inherently unpredictable and the conclusion of these matters may take many years to ultimately resolve. We may experience additional delays in resolving these matters as a result of COVID-19-related administrative and judicial system temporary delays and closures in Brazil. Amounts at issue in potential future litigation could increase as a result of interest and penalties in future periods. Accordingly, it is possible that an unfavorable outcome in these proceedings could have a material adverse effect on our financial statements in any particular reporting period.
ICMS Credits
We also filed legal actions in Brazil to recover certain social integration and social contribution taxes paid over gross sales including ICMS receipts, which is a form of Value Added Tax in Brazil. During 2017, we sold the rights to certain portions of this litigation to a third party for 90 million Brazilian reais (approximately $27 million at December 31, 2017). In the first quarter of 2019, we received a favorable decision in the largest of these ICMS legal actions. This decision is final and not subject to appeals. Based on the opinion of our tax and legal advisors, we recognized a gain of approximately $84 million, after related taxes and fees and based on exchange rates then in effect, during the first quarter of 2019 in connection with this decision. This amount reflects approximately $142 million in indirect tax credits ("credits") that we are entitled to monetize in future periods, offset by approximately $58 million in taxes and fees, which have been paid.
In the second quarter of 2019, we received favorable final, non-appealable decisions in 2 smaller ICMS legal actions. Based on the opinion of our tax and legal advisors, we recognized a gain of approximately $35 million, after related taxes and fees and based on exchange rates then in effect, during the second quarter of 2019 in connection with this decision. This amount reflects approximately $54 million in credits that we are entitled to monetize in future periods, offset by approximately $18 million in taxes and fees, which have been paid, and $1 million in fees that we anticipate will be paid in 2020.

16


paid. The ICMS credits and related fees were recorded in interest and sundry (income) expense in our Consolidated Condensed Statements of Comprehensive Income (Loss).
The Brazilian tax authorities have sought clarification before the Brazilian Supreme Court (in a leading case involving another taxpayer) of certain matters, including the amount of these credits (i.e., the gross rate or net credit amount), and certain other matters that could affecthave affected the rights of Brazilian taxpayers regarding these credits. In May 2021, the Supreme Court ruled that the gross rate, which is the rate Whirlpool applied, is the appropriate rate, and that taxpayers that filed legal actions prior to the Supreme Court's original decision in 2017, such as Whirlpool, were entitled to credits for amounts paid prior to the original decision. The Supreme Court's ruling is final, and a scheduled hearingformal written opinion has been delayed and it is not known when such hearing will be rescheduled. Ifissued. This favorable ruling affirms the Brazilian tax authorities challenge our rights to these credits, we may become subject to new litigation related to credits already monetized and/or disallowance of further credit monetization. Based on the opinions of our tax and legal advisors,position we have not accrued any amounts relatedtaken with respect to potential future litigation regardingthe credits at issue in our ICMS legal actions noted above, and our actions in recognizing and monetizing these credits.
Competition Investigation
In 2013, the French Competition Authority ("FCA") commenced an investigation of appliance manufacturers and retailers in France, including Whirlpool and Indesit. The FCA investigation was split into two parts, and in December 2018, we finalized a settlement with the FCA on the first part for a total fine of €102 million, with €56 million attributable to Whirlpool's France business and €46 million attributable to Indesit's France business. Payment of final amounts were made in 2019, including payment by Indesit's previous owners of €17 million out of escrow to the Company.investigation. The second part of the FCA investigation, which is expected to focus primarily on manufacturer interactions with retailers, is ongoing. The Company is cooperating with this investigation.

16


Although it is currently not possible to assess the impact, if any, that matters related to the FCA investigation may have on our financial statements, matters related to the FCA investigation could have a material adverse effect on our financial statements in any particular reporting period.
Trade Customer Insolvency
In 2017,The Company was a former indirect minority shareholder of Alno AG, and certain affiliated companiesa longstanding trade customer that filed for insolvency protection in Germany. Bauknecht Hausgeräte GmbH, a subsidiary of the Company, was a long-standing supplier to Alno and certain of its affiliated companies. The Company was also a former indirect minority shareholder of Alno. In August 2018, the insolvency trustee asserted €174.5 million in clawback and related claims against Bauknecht. In January 2020, we entered into an agreement to settle all potential claims that the insolvency trustee may have related to this matter, resulting inpaid a one-time chargesettlement of €52.75 million (approximately $59 millionmillion) to resolve any potential claims the insolvency trustee might have against the Company. We are also defending third-party claims related to Alno's insolvency that we believe are without merit, and believe the ultimate resolution of these claims will not have a material adverse effect on our financial statements.
Grenfell Tower
On June 23, 2017, London's Metropolitan Police Service released a statement that it had identified a Hotpoint–branded refrigerator as the initial source of the Grenfell Tower fire in West London. U.K. authorities are conducting investigations, including regarding the cause and spread of the fire. The model in question was manufactured by Indesit Company between 2006 and 2009, prior to Whirlpool's acquisition of Indesit in 2014. We are fully cooperating with the investigating authorities. Whirlpool was named as a defendant in a product liability suit in Pennsylvania federal court related to this matter. The federal court dismissed the case with prejudice in September 2020. The dismissal is being appealed. In December 2020, lawsuits related to Grenfell Tower were filed in the U.K. against approximately 20 defendants, including Whirlpool Corporation and certain Whirlpool subsidiaries. Given the preliminary stage of the proceedings, we cannot speculate on their eventual outcomes or potential impact on our financial statements; accordingly, we have not recorded any significant charges as of December 31, 2019), which was recorded in interest and sundry (income) expense in the Consolidated Statements of Income for the year ended December 31, 2019 and paid in 2020 as planned.September 30, 2021. Additional claims may be filed related to this incident.
Other Litigation
See Note 13 for information on certain U.S. income tax litigation. In addition, we are currently defending against 2 lawsuits that have been certified for treatment as class actions in U.S. federal court, relating to 2 top-load washing machine models. In December 2019, the court in one of these lawsuits entered summary judgment in Whirlpool's favor. That ruling remains subject to appeal, and the other lawsuit is ongoing. We believe the lawsuits are without merit and are vigorously defending them. Given the preliminary stage of the proceedings, we cannot reasonably estimate a range of loss, if any, at this time. The resolution of these matters could have a material adverse effect on our financial statements in any particular reporting period.
We are currently vigorously defending a number of other lawsuits related to the manufacture and sale of our products which include class action allegations, and may become involved in similar actions. These lawsuits allege claims which include negligence, breach of contract, breach of warranty, product liability and safety claims, false advertising, fraud, and violation of federal and state regulations, including consumer protection laws. In general, we do not have insurance coverage for class action lawsuits. We are also involved in various other legal actions arising in the normal course of business, for which insurance coverage may or may not be available depending on the nature of the action. We dispute the merits of these suits and actions, and intend to vigorously defend them. Management believes, based upon its current knowledge, after taking into consideration legal counsel's evaluation of such suits and actions, and after taking into account current litigation accruals, that the outcome of these matters currently pending against Whirlpool should not have a material adverse effect, if any, on our financial statements. We may experience additional delays in resolving these and other pending litigation matters as a result of COVID-19-related temporary court and administrative body closures and postponements.

17


Product Warranty and Legacy Product Corrective Action Reserves
Product warranty reserves are included in other current and other noncurrent liabilities in our Consolidated Condensed Balance Sheets. The following table summarizes the changes in total product warranty liability reserves for the periods presented:
Product WarrantyProduct Warranty
Millions of dollarsMillions of dollars20202019Millions of dollars20212020
Balance at January 1Balance at January 1$383 $268 Balance at January 1$273 $383 
Issuances/accruals during the periodIssuances/accruals during the period178 329 Issuances/accruals during the period258 178 
Settlements made during the period/otherSettlements made during the period/other(272)(208)Settlements made during the period/other(220)(272)
Balance at September 30Balance at September 30$289 $389 Balance at September 30$311 $289 
Current portionCurrent portion$186 $262 Current portion$211 $186 
Non-current portionNon-current portion104 127 Non-current portion100 104 
TotalTotal$289 $389 Total$311 $289 

In the normal course of business, we engage in investigations of potential quality and safety issues. As part of our ongoing effort to deliver quality products to consumers, we are currently investigating certain potential quality and safety issues globally. As necessary, we undertake to effect repair or replacement of appliances in the event that an investigation leads to the conclusion that such action is warranted.

As part of this process, we investigated incident reports associated with a particular component in certain Indesit-designed horizontal axis washers produced in EMEA. In January 2020, we commenced a product recall in the UK and Ireland for these EMEA-produced washers, for which the recall is ongoing. In the third quarter of 2019, we accrued approximately $105 million in estimated product warranty expense related to this matter. Reserve assumptions were updated in the fourth quarter of 2020 based on the latest available data including take rate assumptions and unit population resulting in a $30 million release to the reserve. This estimate is based on several assumptions which are inherently unpredictable and which we may need to materially revise in the future. For the three and nine months ended September 30, 2020,2021, settlements of approximately $55$1 million and $4 million have been incurred related to this product recall. Inrecall, respectively. The total settlements since the third quarterbeginning of 2020, we recorded a benefit of $13 million related to a vendor recovery in our ongoing EMEA-produced washer corrective action.

this campaign are approximately $60 million.
For the twelve months ended December 31, 2019, we incurred approximately $26 million of additional product warranty expense related to our previously disclosed legacy Indesit dryer corrective action campaign in the UK. For the three and nine months ended September 30, 2021, or for the year ended December 31, 2020, we incurred 0no additional material product warranty expense related to this campaign. We continue to voluntarily cooperate with the UK regulator which continueswith respect to review the overall effectiveness of the modification program.washer and dryer actions.
Guarantees
We have guarantee arrangements in a Brazilian subsidiary. For certain creditworthy customers, the subsidiary guarantees customer lines of credit at commercial banks to support purchases following its normal credit policies. If a customer were to default on its line of credit with the bank, our subsidiary would be required to assume the line of credit and satisfy the obligation with the bank. At September 30, 20202021 and December 31, 2019,2020, the guaranteed amounts totaled 4631,096 million Brazilian reais (approximately $82$202 million at September 30, 2020)2021) and 577297 million Brazilian reais (approximately $143$57 million at December 31, 2019)2020), respectively. The fair value of these guarantees were nominal at September 30, 20202021 and December 31, 2019.2020. Our subsidiary insures against a significant portion of this credit risk for these guarantees, under normal operating conditions, through policies purchased from high-quality underwriters.
We provide guarantees of indebtedness and lines of credit for various consolidated subsidiaries. The maximum contractual amount of indebtedness and lines of credit available under these lines for consolidated subsidiaries totaled approximately $3.4 billion at September 30, 20202021 and $2.6$3.5 billion at December 31, 2019.2020. Our total short-term outstanding bank indebtedness under guarantees was nominal at both September 30, 20202021 and December 31, 2019.2020.

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(8)    PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS
The following table summarizes the components of net periodic pension cost and the cost of other postretirement benefits for the periods presented:
Three Months Ended September 30,Three Months Ended September 30,
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
Millions of dollarsMillions of dollars202020192020201920202019Millions of dollars202120202021202020212020
Service costService cost$1 $$1 $$1 $Service cost$1 $$1 $$ $
Interest costInterest cost25 30 4 1 Interest cost20 25 4 1 
Expected return on plan assetsExpected return on plan assets(42)(44)(7)(6)0 Expected return on plan assets$(39)$(42)$(9)$(7)$ $— 
Amortization:Amortization:Amortization:
Actuarial lossActuarial loss15 11 3 0 Actuarial loss$17 $15 $4 $$ $— 
Prior service creditPrior service credit0 (1)0 (12)(2)Prior service credit —  — (12)(12)
Settlement and curtailment (gain) lossSettlement and curtailment (gain) loss0 10 1 0 Settlement and curtailment (gain) loss2 —   — 
Net periodic benefit cost (credit)Net periodic benefit cost (credit)$(1)$$2 $$(10)$Net periodic benefit cost (credit)$1 $(1)$ $$(11)$(10)
Nine Months Ended September 30,Nine Months Ended September 30,
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
Millions of dollarsMillions of dollars202020192020201920202019Millions of dollars202120202021202020212020
Service costService cost$2 $$4 $$4 $Service cost$2 $$4 $$ $
Interest costInterest cost74 92 13 17 7 12 Interest cost58 74 11 13 4 
Expected return on plan assetsExpected return on plan assets(124)(133)(22)(21)0 Expected return on plan assets(118)(124)(26)(22) — 
Amortization:Amortization:Amortization:
Actuarial lossActuarial loss46 35 9 0 Actuarial loss52 46 14  — 
Prior service creditPrior service credit0 (2)0 (16)(7)Prior service credit —  — (35)(16)
Settlement and curtailment (gain) lossSettlement and curtailment (gain) loss0 10 1 (4)(7)Settlement and curtailment (gain) loss5 —   (4)
Net periodic benefit cost (credit)Net periodic benefit cost (credit)$(2)$$5 $$(9)$Net periodic benefit cost (credit)$(1)$(2)$3 $$(31)$(9)
The following table summarizes the net periodic cost recognized in operating profit and interest and sundry (income) expense for the periods presented:
Three Months Ended September 30,Three Months Ended September 30,
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
Millions of dollarsMillions of dollars202020192020201920202019Millions of dollars202120202021202020212020
Operating profit (loss)Operating profit (loss)$1 $$1 $$1 $Operating profit (loss)$1 $$1 $$ $
Interest and sundry (income) expenseInterest and sundry (income) expense(2)1 (11)Interest and sundry (income) expense (2)(1)(11)(11)
Net periodic benefit costNet periodic benefit cost$(1)$$2 $$(10)$Net periodic benefit cost$1 $(1)$ $$(11)$(10)
Nine Months Ended September 30,
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
Millions of dollars202020192020201920202019
Operating profit (loss)$2 $$4 $$4 $
Interest and sundry (income) expense(4)1 (13)(2)
Net periodic benefit cost$(2)$$5 $$(9)$





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Nine Months Ended September 30,
United States
Pension Benefits
Foreign
Pension Benefits
Other Postretirement
Benefits
Millions of dollars202120202021202020212020
Operating profit (loss)$2 $$4 $$ $
Interest and sundry (income) expense(3)(4)(1)(31)(13)
Net periodic benefit cost$(1)$(2)$3 $$(31)$(9)
401(k) Defined Contribution Plan

During March 2020, we announced that the company matching contributions for our 401(k) defined contribution plan, equal to up to 7% of participants' eligible compensation, covering substantially all U.S. employees, willwould be contributed in company stock starting from May 2020. As of January 1, 2021, we have resumed funding our matching contributions with cash.

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Other Postretirement Benefit Plans
During the third quarter of 2020, the Company announced changes to a postretirement medical benefit program for certain groups of retirees. These plan amendments arewere effective January 1, 2021 and reducereduced reimbursement amounts available under certain postretirement medical benefit programs and eliminateeliminated these benefits effective January 1, 2024 for these same retiree groups.
During the second quarter of 2020, the Company announced changes to a postretirement medical benefit program for certain groups of active employees. These plan amendments were effective July 1, 2020 and reduced medical benefits for these pre-Medicare eligible and Medicare-eligible active employees who retireretired on or after July 1, 2020 and eliminateeliminated certain benefits effective January 1, 2024.
These plan amendments resulted in a reduction in the accumulated postretirement benefit obligation of approximately $157 million with a corresponding adjustment of $118 million in other comprehensive income, net of $39 million in deferred taxes for the nine months ended September 30, 2020. This amount is being amortized as a reduction of future net periodic cost over approximately 3.4 years, which represents the future remaining service period of eligible active employees. The interim plan remeasurement associated with these amendments resulted in an actuarial loss of $12 million recorded in the Other Comprehensive Income (Loss). for the nine months ended September 30, 2020.
For additional information, see Note 11 to the Consolidated Condensed Financial Statements.

(9)    HEDGES AND DERIVATIVE FINANCIAL INSTRUMENTS
Derivative instruments are accounted for at fair value based on market rates. Derivatives where we elect hedge accounting are designated as either cash flow, fair value or net investment hedges. Derivatives that are not accounted for based on hedge accounting are marked to market through earnings. If the designated cash flow hedges are highly effective, the gains and losses are recorded in other comprehensive income (loss) and subsequently reclassified to earnings to offset the impact of the hedged items when they occur. In the event it becomes probable the forecasted transaction to which a cash flow hedge relates will not occur, the derivative would be terminated and the amount in accumulated other comprehensive income (loss) would be recognized in earnings. The fair value of the hedge asset or liability is presentpresented in either other current assets/assets / liabilities or other noncurrent assets/assets / liabilities on the Consolidated Condensed Balance Sheets and in other within cash provided by (used in) operating activities in the Consolidated Condensed Statements of Cash Flows.
Using derivative instruments means assuming counterparty credit risk. Counterparty credit risk relates to the loss we could incur if a counterparty were to default on a derivative contract. We generally deal with investment grade counterparties and monitor the overall credit risk and exposure to individual counterparties. We do not anticipate nonperformance by any counterparties. The amount of counterparty credit exposure is limited to the unrealized gains, if any, on such derivative contracts. We do not require nor do we post collateral on such contracts.
Hedging Strategy
In the normal course of business, we manage risks relating to our ongoing business operations including those arising from changes in commodity prices, foreign exchange rates and interest rates. Fluctuations in these rates and prices can affect our operating results and financial condition. We use a variety of strategies, including the use of derivative instruments, to manage these risks. We do not enter into derivative financial instruments for trading or speculative purposes.
Commodity Price Risk
We enter into commodity derivative contracts on various commodities to manage the price risk associated with forecasted purchases and sales of materialsmaterial used in our manufacturing process. The objective of these hedges is to reduce the variability of cash flows associated with the forecasted purchasepurchases and sales of commodities.



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Foreign Currency and Interest Rate Risk
We incur expenses associated with the procurement and production of products in a limited number of countries, while we sell in the local currencies of a large number of countries. Our primary foreign currency exchange exposures result from cross-currency sales of products. As a result, we enter into foreign exchange contracts to hedge certain firm commitments and forecasted transactions to acquire products and services that are denominated in foreign currencies. We enter into certain undesignated non-functional currency asset and liability hedges that relate primarily to short-term payables, receivables, intercompany loans and dividends. When we hedge a foreign currency denominated payable or receivable with a derivative, the effect of changes in the foreign exchange rates are reflected currently in interest and sundry (income) expense for both the payable/receivable and the derivative. Therefore, as a result of the economic hedge, we do not elect hedge accounting.
We also enter into hedges to mitigate currency risk primarily related to forecasted foreign currency denominated expenditures, intercompany financing agreements and royalty agreements and designate them as cash flow hedges. Gains and losses on derivatives designated as cash flow hedges, to the extent they are included in the assessment of effectiveness, are recorded in other comprehensive income (loss) and subsequently reclassified to earnings to offset the impact of the hedged items when they occur.
We may enter into cross-currency interest rate swaps to manage our exposure relating to cross-currency debt. NotionalThe notional amount of outstanding cross-currency interest rate swap agreements was $1,275 million at September 30, 20202021 and December 31, 2019.2020.
We may enter into interest rate swap agreements to manage interest rate risk exposure. Our interest rate swap agreements, if any, effectively modify our exposure to interest rate risk, primarily through converting certain floating rate debt to a fixed rate basis, andor certain fixed rate debt to a floating rate basis. These agreements involve either the receipt or payment of floating rate amounts in exchange for fixed rate interest payments or receipts, respectively, over the life of the agreements without an exchange of the underlying principal amounts. We may enter into swap rate lock agreements to effectively reduce our exposure to interest rate risk by locking in interest rates on probable long-term debt issuances. There was aOutstanding notional amountamounts of $300 million of outstanding interest rate swap agreements were $300 million at September 30, 20202021 and December 31, 2019.2020, respectively.
Net Investment Hedging
The following table summarizes our foreign currency denominated debt and foreign exchange forwards/options designated as net investment hedges at September 30, 20202021 and December 31, 2019:2020:
Notional (Local)Notional (USD)Current MaturityNotional (Local)Notional (USD)Current Maturity
InstrumentInstrument2020201920202019Current MaturityInstrument2021202020212020Current Maturity
Senior note - 0.625%0 500 $0 $569 March 2020
Foreign exchange forwards/optionsForeign exchange forwards/optionsMXN 7,200 MXN 7,200 $325 $382 August 2022Foreign exchange forwards/optionsMXN 7,200 MXN 7,200 $350 $362 August 2022
For instruments that are designated and qualify as a net investment hedge, the effective portion of the instruments' gain or loss is reported as a component of other comprehensive income (loss) and recorded in accumulated other comprehensive loss. The gain or loss will be subsequently reclassified into net earnings when the hedged net investment is either sold or substantially liquidated. The remaining change in fair value of the hedge instruments represents the ineffective portion, which is immediately recognized in interest and sundry (income) expense on our Consolidated Condensed Statements of Comprehensive Income. As of September 30, 20202021 and December 31, 2019,2020, there was no ineffectiveness on hedges designated as net investment hedges. Due to the volatility in the macroeconomic environment caused by the COVID-19 pandemic, we evaluated and dedesignated a nominal amount of certain foreign exchange cash flow hedges in the first quarter of 2020. No material amount was dedesignated during the nine months ended September 30, 2020.

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The following table summarizes our outstanding derivative contracts and their effects in our Consolidated Condensed Balance Sheets at September 30, 20202021 and December 31, 2019:2020:
 Fair Value of   Fair Value of 
Notional AmountHedge AssetsHedge LiabilitiesMaximum Term (Months)Notional AmountHedge AssetsHedge LiabilitiesMaximum Term (Months)
Millions of dollarsMillions of dollars20202019202020192020201920202019Millions of dollars20212020202120202021202020212020
Derivatives accounted for as hedges(1)
Derivatives accounted for as hedges(1)
Commodity swaps/optionsCommodity swaps/options$223 $174 $19 $$14 $10 (CF)3321$268 $215 $48 $39 $3 $(CF)2130
Foreign exchange forwards/optionsForeign exchange forwards/options2,901 3,177 72 94 29 84 (CF/NI)13732Foreign exchange forwards/options2,871 3,028 107 58 62 110 (CF/NI)125134
Cross-currency swapsCross-currency swaps1,275 1,275 26 25 16 23 (CF)101110Cross-currency swaps1,275 1,275 25 23 27 86 (CF)8998
Interest rate derivativesInterest rate derivatives300 300 0 46 (CF)5665Interest rate derivatives300 300  — 7 28 (CF)4453
Total derivatives accounted for as hedgesTotal derivatives accounted for as hedges$117 $129 $105 $117 Total derivatives accounted for as hedges$180 $120 $99 $228 
Derivatives not accounted for as hedgesDerivatives not accounted for as hedgesDerivatives not accounted for as hedges
Commodity swaps/optionsCommodity swaps/options1 0 0 N/A07Commodity swaps/options$1 $$ $— $ $— N/A00
Foreign exchange forwards/options(2)
$3,602 $3,182 $28 $15 $55 $22 N/A1212
Foreign exchange forwards/optionsForeign exchange forwards/options2,970 4,161 33 25 17 96 N/A1112
Total derivatives not accounted for as hedgesTotal derivatives not accounted for as hedges28 15 55 22 Total derivatives not accounted for as hedges33 25 17 96 
Total derivativesTotal derivatives$145 $144 $160 $139 Total derivatives$213 $145 $116 $324 
CurrentCurrent$105 $55 $80 $61 Current$205 $103 $80 $152 
NoncurrentNoncurrent40 89 80 78 Noncurrent8 42 36 172 
Total derivativesTotal derivatives$145 $144 $160 $139 Total derivatives$213 $145 $116 $324 
(1)Derivatives accounted for as hedges are considered either cash flow (CF) or net investment (NI) hedges.
(2)Foreign exchange forwards/options have increased due to hedging of a future intercompany loan.







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The following tables summarize the effects of derivative instruments and foreign currency debt designated as net investment hedges inon our Consolidated Condensed Statements of Comprehensive Income for the periods presented:
Three Months Ended September 30,
Gain (Loss)
Recognized in OCI
(Effective Portion )
(3)
Three Months Ended September 30,
Cash Flow Hedges - Millions of dollars20202019
Gain (Loss)
Recognized in OCI
(Effective Portion )
(2)
Millions of dollarsMillions of dollars20212020
Cash flow hedgesCash flow hedges
Commodity swaps/optionsCommodity swaps/options$23 $(5) Commodity swaps/options$9 $23 
Foreign exchange forwards/optionsForeign exchange forwards/options(37)79  Foreign exchange forwards/options62 (37)
Cross-currency swapsCross-currency swaps(62) Cross-currency swaps40 (62)
Interest rate derivativesInterest rate derivatives13 54  Interest rate derivatives1 13 
Net investment hedges - foreign currency(14)55 
Net Investment hedgesNet Investment hedges
Foreign currency Foreign currency7 (14)
(77)183 119 (77)
Three Months Ended September 30,Three Months Ended September 30,
Location of Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)
Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)(4)
Location of Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)
Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)(3)
Cash Flow Hedges - Millions of dollarsCash Flow Hedges - Millions of dollars20202019Cash Flow Hedges - Millions of dollarsLocation of Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)
20212020
Commodity swaps/optionsCommodity swaps/optionsCost of products sold$(4)$(7)Commodity swaps/optionsCost of products sold$21 $(4)
Foreign exchange forwards/optionsForeign exchange forwards/optionsNet sales2 (1)Foreign exchange forwards/optionsNet sales(2)
Foreign exchange forwards/optionsForeign exchange forwards/optionsCost of products sold11 Foreign exchange forwards/optionsCost of products sold(9)11 
Foreign exchange forwards/optionsForeign exchange forwards/optionsInterest and sundry (income) expense(21)49 Foreign exchange forwards/optionsInterest and sundry (income) expense14 (21)
Cross-currency swapsCross-currency swapsInterest and sundry (income) expense(51)47 Cross-currency swapsInterest and sundry (income) expense37 (51)
Interest rate derivativesInterest expense0 
(63)96 61 (63)
Three Months Ended September 30,Three Months Ended September 30,
Location of Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Location of Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Derivatives not Accounted for as Hedges - Millions of dollarsDerivatives not Accounted for as Hedges - Millions of dollars20202019Derivatives not Accounted for as Hedges - Millions of dollarsLocation of Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
20212020
Foreign exchange forwards/optionsForeign exchange forwards/optionsInterest and sundry (income) expense$(18)$53 Foreign exchange forwards/optionsInterest and sundry (income) expense$38 $(18)
(3)(2)Change in gain (loss) recognized in OCI (effective portion) for the three months ended September 30, 20202021 is primarily driven by fluctuations in currency fluctuations and declines in commodity prices and interest rates compared to the prior year. The tax impact of the cash flow hedges was $2$(14) million and $(8)$2 million for the three months ended September 30, 20202021 and 2019,2020, respectively. The tax impact of the net investment hedges was $5$(2) million and $(15)$5 million for the three months ended September 30, 20202021 and 2019,2020, respectively.
(4)(3)Change in gain (loss) reclassified from OCI into earnings (effective portion) for the three months ended September 30, 20202021 was primarily driven by fluctuations in currency and commodity prices and interest rates compared to prior year.

23


Nine Months Ended September 30,Nine Months Ended September 30,
Gain (Loss)
Recognized in OCI
(Effective Portion)
(5)
Gain (Loss)
Recognized in OCI
(Effective Portion)
(4)
Cash Flow Hedges - Millions of dollars20202019
Millions of dollars Millions of dollars20212020
Cash flow hedgesCash flow hedges
Commodity swaps/optionsCommodity swaps/options$(8)$(5) Commodity swaps/options$63 $(8)
Foreign exchangeForeign exchange58 103  Foreign exchange69 58 
Cross-currency swapsCross-currency swaps33  Cross-currency swaps84 33 
Interest rate derivativesInterest rate derivatives(53)32  Interest rate derivatives21 (53)
Net investment hedges - foreign currency39 36 
Net investment hedgesNet investment hedges
Foreign currency Foreign currency4 39 
$69 $166 $241 $69 
Nine Months Ended September 30,Nine Months Ended September 30,
Location of Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)
Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)(6)
Location of Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)
Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)(5)
Cash Flow Hedges - Millions of dollarsCash Flow Hedges - Millions of dollars20202019Cash Flow Hedges - Millions of dollarsLocation of Gain (Loss) Reclassified from
OCI into Earnings
(Effective Portion)
20212020
Commodity swaps/optionsCommodity swaps/optionsCost of products sold$(21)$(16)Commodity swaps/optionsCost of products sold$50 $(21)
Foreign exchange forwards/optionsForeign exchange forwards/optionsNet sales5 (3)Foreign exchange forwards/optionsNet sales 
Foreign exchange forwards/optionsForeign exchange forwards/optionsCost of products sold20 16 Foreign exchange forwards/optionsCost of products sold(3)20 
Foreign exchange forwards/optionsForeign exchange forwards/optionsInterest and sundry (income) expense(52)82 Foreign exchange forwards/optionsInterest and sundry (income) expense43 (52)
Cross-currency swapsCross-currency swapsInterest and sundry (income) expense(40)47 Cross-currency swapsInterest and sundry (income) expense88 (40)
Interest rate derivativesInterest expense0 
$(88)$133 $178 $(88)
Nine Months Ended September 30,Nine Months Ended September 30,
Location of Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Location of Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
Derivatives not Accounted for as Hedges - Millions of dollarsDerivatives not Accounted for as Hedges - Millions of dollars20202019Derivatives not Accounted for as Hedges - Millions of dollarsLocation of Gain (Loss) Recognized on Derivatives not
Accounted for as Hedges
20212020
Foreign exchange forwards/optionsForeign exchange forwards/optionsInterest and sundry (income) expense$(1)$47 Foreign exchange forwards/optionsInterest and sundry (income) expense$70 $(1)
(5)(4)Change in gain (loss) recognized in OCI (effective portion) for the nine months ended September 30, 20202021 is primarily driven by fluctuations in currency fluctuations and declines in commodity prices and interest rates compared to the prior year. The tax impact of the cash flow hedges was $(25)$(20) million and $2$(25) million for the nine months ended September 30, 20202021 and 2019,2020, respectively. The tax impact of the net investment hedges was $(12)$(1) million and $(9)$(12) million for the nine months ended September 30, 20202021 and 2019,2020, respectively.
(6)(5)Change in gain (loss) reclassified from OCI into earnings (effective portion) for the nine months ended September 30, 20202021 was primarily driven by fluctuations in currency and commodity prices and interest rates compared to prior year.

For cash flow hedges, the amount of ineffectiveness recognized in interest and sundry (income) expense was nominal for the periods ended September 30, 2020,2021, and 2019.2020. There were no hedges designated as fair value for the periods ended September 30, 2020,2021, and 2019.2020. The net amount of unrealized gain or loss on derivative instruments included in accumulated OCI related to contracts maturing and expected to be realized during the next twelve months is a gain of $73$54 million at September 30, 2020.2021.
(10)    FAIR VALUE MEASUREMENTS
Fair value is measured based on an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions market participants would use in pricing an asset or liability. Assets and liabilities measured at fair value are based on a market valuation approach using prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. As a basis for considering such assumptions, a three-tiered fair value hierarchy is established, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in

24


active markets that are observable, either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

24


The following table summarizes the valuation of our assets and liabilities measured at fair value on a recurring basis at September 30, 20202021 and December 31, 20192020 are as follows:
Fair ValueFair Value
Millions of dollarsMillions of dollarsTotal Cost Basis
Level 1(2)
Level 2TotalMillions of dollarsTotal Cost BasisLevel 1
Level 2 (2)
Total
Measured at fair value on a recurring basis:Measured at fair value on a recurring basis:20202019202020192020201920202019Measured at fair value on a recurring basis:20212020202120202021202020212020
Short-term investments (1)
Short-term investments (1)
$2,431 $1,308 $1,597 $398 $834 $910 $2,431 $1,308 
Short-term investments (1)
$2,105 $2,164 $1,926 $1,603 $179 $561 $2,105 $2,164 
Net derivative contractsNet derivative contracts0 — 0 (15)(15)Net derivative contracts —  — 97 (179)97 (179)
(1)Short-term investments are primarily comprised of money market funds and highly liquid, low risk investments with initial maturities less than 90 days.
(2)IncreaseChange in level 12 short-term investments reflect invested proceeds fromis primarily driven by the credit facility borrowings.deconsolidation of Whirlpool China. For additional information, see Note 15 to the Consolidated Condensed Financial Statements.

Elica PB India Acquisition
South Africa Business DisposalAs of September 30, 2021, the Company consolidates Elica PB India. As a result, the previously held equity interest of 49% was remeasured at a fair value of $74 million (Level 2 input) on the acquisition date, resulting in an implied fair value of approximately $150 million.

For additional information, see Note 1 to the Consolidated Condensed Financial Statements.
Whirlpool China Equity Method Investment
During the second quarter of 2019,2021, the partial tender offer for Whirlpool China was completed and the entity was deconsolidated. Subsequent to the share transfer, which was completed on May 6, 2021, the Company holds an equity interest of approximately 20% in Whirlpool China. The fair value of the retained investment in Whirlpool China at the date of deconsolidation was calculated based on the Whirlpool China stock price (Level 1 input), the portion of interest retained and the shares outstanding, resulting in a fair value of $214 million.
For additional information see Note 15 to the Consolidated Condensed Financial Statements.
Turkey Subsidiary Divestment
During the second quarter of 2021, we entered into ana share transfer agreement to sell our South Africa business. AtTurkish subsidiary and the time of the agreement we classified this disposal group as held for sale and recorded it at fair value because it was lower than the carrying amount.completed on June 30, 2021. Fair value was estimatedcalculated based on the cash purchase price, subject to customary adjustments at closing (Level 2 input), and we recorded an impairment chargea loss on sale and disposal of $35businesses of $40 million for the write-down of the assets to the fair value of $5$111 million. DuringAn immaterial adjustment to the loss on sale and disposal of business was recorded in the third quarter of 2019, we completed the sale of our South Africa business and adjusted the loss on disposal based on the carrying amount at the closing date. The adjustment was not material to the Consolidated Condensed Financial Statements.2021.

SeeFor additional information see Note 15 to the Consolidated Condensed Financial Statements for additional information.
Naples Manufacturing Plant Restructuring Action
By the end of 2020, the company expects to cease production and exit the Naples, Italy manufacturing plant. In the third quarter of 2019, we recorded an impairment of $25 million as a restructuring charge for the write-down of certain assets to their fair value of $0. Fair value was based on a feasibility study considering future use internally and marketability externally (Level 2 input). These assets were fully impaired because they were determined to have no alternative use or salvage value and insufficient cash flows to support recoverability of the carrying amount.
See Note 12 to the Consolidated Condensed Financial Statements for additional information.Statements.
Other Fair Value Measurements
The fair value of long-term debt (including current maturities) was $5.88$5.86 billion and $5.00$6.13 billion at September 30, 20202021 and December 31, 2019,2020, respectively, and was estimated using discounted cash flow analysis based on incremental borrowing rates for similar types of borrowing arrangements (Level 2 input).











25


(11)    STOCKHOLDERS' EQUITY
The following table summarizes the changes in stockholders' equity for the periods presented:
 Whirlpool Stockholders' Equity   Whirlpool Stockholders' Equity 
TotalRetained
Earnings
Accumulated Other
Comprehensive Income (Loss)
Treasury Stock/
Additional Paid-
in-Capital
Common
Stock
Non-
Controlling
Interests
TotalRetained
Earnings
Accumulated Other Comprehensive Income (Loss)Treasury Stock / Additional Paid-In-CapitalCommon
Stock
Non-Controlling Interest (1)
Balances, December 31, 2019$4,118 $7,870 $(2,618)$(2,169)$112 $923 
Balances, December 31, 2020Balances, December 31, 2020$4,795 $8,725 $(2,811)$(2,142)$113 $910 
Comprehensive incomeComprehensive incomeComprehensive income
Net earningsNet earnings147 152    (5)Net earnings440 433    7 
Other comprehensive incomeOther comprehensive income(95) (97)  2 Other comprehensive income124  124    
Comprehensive incomeComprehensive income52 152 (97)  (3)Comprehensive income564 433 124   7 
Stock issued (repurchased)Stock issued (repurchased)(115)  (115)  Stock issued (repurchased)(141)  (141)  
Dividends declaredDividends declared(75)(75)    Dividends declared(79)(79)    
Balances, March 31, 20203,980 7,947 (2,715)(2,284)112 920 
Balances, March 31, 2021Balances, March 31, 20215,139 9,079 (2,687)(2,283)113 917 
Comprehensive incomeComprehensive incomeComprehensive income
Net earningsNet earnings25 35    (10)Net earnings580 581    (1)
Other comprehensive incomeOther comprehensive income(16) (16)   Other comprehensive income229  228   1 
Comprehensive incomeComprehensive income9 35 (16)  (10)Comprehensive income809 581 228    
Stock issued (repurchased)Stock issued (repurchased)19   19   Stock issued (repurchased)8   7 1  
Dividends declaredDividends declared(83)(80)   (3)Dividends declared(88)(88)    
Balances, June 30, 20203,925 7,902 (2,731)(2,265)112 907 
DivestituresDivestitures(783)    (783)
Balances, June 30, 2021Balances, June 30, 20215,085 9,572 (2,459)(2,276)114 134 
Comprehensive incomeComprehensive incomeComprehensive income
Net earningsNet earnings398 397    1 Net earnings486 471    15 
Other comprehensive incomeOther comprehensive income(23) (23)   Other comprehensive income46  47   (1)
Comprehensive incomeComprehensive income375 397 (23)  1 Comprehensive income532 471 47   14 
Stock issued (repurchased)Stock issued (repurchased)55   54 1  Stock issued (repurchased)(419)  (419)  
Dividends declaredDividends declared(77)(76)   (1)Dividends declared(88)(86)   (2)
Balances, September 30, 2020$4,278 $8,223 $(2,754)$(2,211)$113 $907 
Acquisitions(2)
Acquisitions(2)
19     19 
Balances, September 30, 2021Balances, September 30, 2021$5,129 $9,957 $(2,412)$(2,695)$114 $165 
(1)Decrease of $783 million in noncontrolling interest is mainly due to the deconsolidation of Whirlpool China. For additional information, see Note 15 to the Consolidated Condensed Financial Statements.
(2)Amount reflects the fair value of Elica PB India non-controlling interest.

26


 Whirlpool Stockholders' Equity   Whirlpool Stockholders' Equity 
TotalRetained
Earnings
Accumulated Other
Comprehensive Income (Loss)
Treasury Stock/
Additional Paid-
in-Capital
Common
Stock
Non-
Controlling
Interests
TotalRetained
Earnings
Accumulated Other Comprehensive Income (Loss)Treasury Stock / Additional Paid-In-CapitalCommon
Stock
Non-Controlling Interest
Balances, December 31, 2018$3,205 $6,933 $(2,695)$(2,059)$112 $914 
Balances, December 31, 2019Balances, December 31, 2019$4,210 $7,962 $(2,618)$(2,169)$112 $923 
Comprehensive incomeComprehensive incomeComprehensive income
Net earningsNet earnings474 471 — — — Net earnings149 154 — — — (5)
Other comprehensive incomeOther comprehensive income93 — 93 — — — Other comprehensive income(95)— (97)— — 
Comprehensive incomeComprehensive income567 471 93 — — Comprehensive income54 154 (97)— — (3)
Adjustment to beginning retained earnings (1)
61 61 — — — — 
Stock issued (repurchased)Stock issued (repurchased)(40)— — (40)— — Stock issued (repurchased)(115)— — (115)— — 
Dividends declaredDividends declared(74)(74)— — — — Dividends declared(75)(75)— — — — 
Balances, March 31, 2019$3,719 $7,391 $(2,602)$(2,099)$112 $917 
Balances, March 31, 2020Balances, March 31, 2020$4,074 $8,041 $(2,715)$(2,284)$112 $920 
Comprehensive incomeComprehensive incomeComprehensive income
Net earningsNet earnings72 67 — — — Net earnings20 30 — — — (10)
Other comprehensive incomeOther comprehensive income(56)— (55)— — (1)Other comprehensive income(16)— (16)— — — 
Comprehensive incomeComprehensive income16 67 (55)— — Comprehensive income30 (16)— — (10)
Stock issued (repurchased)Stock issued (repurchased)13 — — 13 — — Stock issued (repurchased)19 — — 19 — — 
Dividends declaredDividends declared(81)(78)— — — (3)Dividends declared(83)(80)— — — (3)
Balances, June 30, 20193,667 7,380 (2,657)(2,086)112 918 
Balances, June 30, 2020Balances, June 30, 20204,014 7,991 (2,731)(2,265)112 907 
Comprehensive incomeComprehensive incomeComprehensive income
Net earningsNet earnings364 358 — — — Net earnings393 392 — — — 
Other comprehensive incomeOther comprehensive income55 — 54 — — Other comprehensive income(23)— (23)— — — 
Comprehensive incomeComprehensive income419 358 54 — — Comprehensive income370 392 (23)— — 
Stock issued (repurchased)Stock issued (repurchased)(54)— — (54)— — Stock issued (repurchased)55 — — 54 — 
Dividends declaredDividends declared(83)(79)— — — (4)Dividends declared(77)(76)— — — (1)
Balances, September 30, 2019$3,949 $7,659 $(2,603)$(2,140)$112 $921 
Balances, September 30, 2020Balances, September 30, 2020$4,362 $8,307 $(2,754)$(2,211)$113 $907 
(1)Increase to beginning retained earnings is due to the adoption of ASU 2016-02 [increase of approximately $61 million (net of tax)].
















27


Other Comprehensive Income (Loss)
The following table summarizes our other comprehensive income (loss) and related tax effects for the periods presented:
Three Months Ended September 30,Three Months Ended September 30,
2020201920212020
Millions of dollarsMillions of dollarsPre-taxTax EffectNetPre-taxTax EffectNetMillions of dollarsPre-taxTax EffectNetPre-taxTax EffectNet
Currency translation adjustments (2)
Currency translation adjustments (2)
$(117)5 $(112)$35 (15)$20 
Currency translation adjustments (2)
$8 (2)$6 $(117)$(112)
Cash flow hedgesCash flow hedges0 0 0 32 (8)24 Cash flow hedges50 (14)36 — — — 
Pension and other postretirement benefits plansPension and other postretirement benefits plans118 (29)89 17 (6)11 Pension and other postretirement benefits plans9 (5)4 118 (29)89 
Other comprehensive income (loss)Other comprehensive income (loss)1 (24)(23)84 (29)55 Other comprehensive income (loss)67 (21)46 (24)(23)
Less: Other comprehensive income (loss) available to noncontrolling interestsLess: Other comprehensive income (loss) available to noncontrolling interests0 0 0 Less: Other comprehensive income (loss) available to noncontrolling interests(1) (1)— — — 
Other comprehensive income (loss) available to WhirlpoolOther comprehensive income (loss) available to Whirlpool$1 $(24)$(23)$83 $(29)$54 Other comprehensive income (loss) available to Whirlpool$68 $(21)$47 $$(24)$(23)
Nine Months Ended September 30,
20212020
Millions of dollarsPre-taxTax EffectNetPre-taxTax EffectNet
Currency translation adjustments (2)
$334 $(1)$333 $(350)$(12)$(362)
Cash flow hedges58 (21)37 118 (25)93 
Pension and other postretirement benefits plans42 (13)29 180 (44)136 
Other comprehensive income (loss)434 (35)399 (52)(81)(133)
Less: Other comprehensive income (loss) available to noncontrolling interests   — 
Other comprehensive income (loss) available to Whirlpool$434 $(35)$399 $(54)$(81)$(135)

(2)
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Nine Months Ended September 30,
20202019
Millions of dollarsPre-taxTax EffectNetPre-taxTax EffectNet
Currency translation adjustments(2)
$(350)$(12)$(362)$73 $(9)$64 
Cash flow hedges118 (25)93 (3)(1)
Pension and other postretirement benefits plans180 (44)136 39 (10)29 
Other comprehensive income (loss)(52)(81)(133)109 (17)92 
Less: Other comprehensive income (loss) available to noncontrolling interests2 0 2 
Other comprehensive income (loss) available to Whirlpool$(54)$(81)$(135)$109 $(17)$92 
(2)Currency translation adjustments includes net investment hedges.

Reclassifications Out of Accumulated Other Comprehensive Income (Loss)
The following table provides the reclassification adjustments out of accumulated other comprehensive income (loss), by component, which was included in net earnings for the three and nine months ended September 30, 2020:2021:
Three Months EndedNine Months EndedThree Months EndedNine Months Ended
Millions of dollarsMillions of dollars(Gain) Loss Reclassified(Gain) Loss ReclassifiedClassification in EarningsMillions of dollars(Gain) Loss Reclassified(Gain) Loss ReclassifiedClassification in Earnings
Pension and postretirement benefits, pre-taxPension and postretirement benefits, pre-tax7 36 Interest and sundry (income) expensePension and postretirement benefits, pre-tax$9 $34 Interest and sundry (income) expense
Currency translation related to divestituresCurrency translation related to divestitures$ $(198)(Gain) loss on sale and disposal of businesses
TotalTotal$9 $(164)

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Net Earnings per Share
Diluted net earnings per share of common stock include the dilutive effect of stock options and other share-based compensation plans. Basic and diluted net earnings per share of common stock for the periods presented were calculated as follows:
Three Months Ended September 30,Nine Months Ended September 30,Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollars and sharesMillions of dollars and shares2020201920202019Millions of dollars and shares2021202020212020
Numerator for basic and diluted earnings per share - Net earnings (loss) available to WhirlpoolNumerator for basic and diluted earnings per share - Net earnings (loss) available to Whirlpool$397 $358 $584 $896 Numerator for basic and diluted earnings per share - Net earnings (loss) available to Whirlpool$471 $392 $1,485 $576 
Denominator for basic earnings per share - weighted-average sharesDenominator for basic earnings per share - weighted-average shares62.6 63.6 62.6 63.8 Denominator for basic earnings per share - weighted-average shares62.2 62.6 62.7 62.6 
Effect of dilutive securities - share-based compensationEffect of dilutive securities - share-based compensation0.7 0.6 0.5 0.5 Effect of dilutive securities - share-based compensation0.5 0.7 0.5 0.5 
Denominator for diluted earnings per share - adjusted weighted-average sharesDenominator for diluted earnings per share - adjusted weighted-average shares63.3 64.2 63.1 64.3 Denominator for diluted earnings per share - adjusted weighted-average shares62.7 63.3 63.2 63.1 
Anti-dilutive stock options/awards excluded from earnings per shareAnti-dilutive stock options/awards excluded from earnings per share1.1 1.3 1.7 1.5 Anti-dilutive stock options/awards excluded from earnings per share0.1 1.1 0.1 1.7 
Share Repurchase Program
On July 25, 2017, our Board of Directors authorized a share repurchase program of up to $2 billion. As of September 30, 2021, there were no remaining funds available under this program. On April 19, 2021, our Board of Directors authorized an additional share repurchase program of up to $2 billion, which has no expiration date. At September 30, 2021, there were approximately $1.9 billion in remaining funds authorized under this program. During the nine months ended September 30, 2020,2021, we repurchased 902,000approximately 3.0 million shares under thisthese share repurchase programprograms at an aggregate price of approximately $121$641 million all of which were repurchased in the first quarter of 2020. At September 30, 2020, there were approximately $531 million in remaining funds authorized under this program.
Share repurchases are made from time to time on the open market as conditions warrant. Given the level of uncertainty surrounding the COVID-19 pandemic, beginning with the second quarter of 2020 we temporarily suspended our share repurchase program to protect liquidity. The program doesprograms do not obligate us to repurchase any of our shares and it hashave no expiration date.
(12)    RESTRUCTURING CHARGES
We periodically take action to improve operating efficiencies, typically in connection with business acquisitions or changes in the economic environment. Our footprint and headcount reductions and organizational integration actions relate to discrete, unique restructuring events, primarily reflected in the following plans.

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On June 26, 2020, the Company committed to a workforce reduction plan in the United States, as part of the Company’sCompany's continued cost reduction efforts. The workforce reduction plan included a voluntary retirement program and involuntary severance actions which were effective as of the end of the second quarter of 2020. Total expected costs for these actions is $100 million. These actions are expected to be substantially completewere completed in 2020. To date2020 and the Company has incurred $95$102 million in employee termination costs related to these actions. The remaining cash settlement of $15 million will occur throughout 2021, 2022 and 2023.
During the third quarter of 2020, the Company committed to additional workforce reductions outside of the United States, as part of the Company’s previously announced continued cost reduction efforts. In connection with this action, the Company anticipates that it will incur approximately $145 million in employee-related costs, and approximately $3 million in other associated costs. All of these costs will result in future cash settlement. The Company estimates that approximately $86has incurred $93 million of the approximately $148 million total costs and the action will be incurredsubstantially complete in 2020 and that approximately $792021. Cash settlement of $80 million ofhas been paid to date with the estimated $148 million totalremaining cash settlement will occur in 2020. The Company expects these actionsexpected to be substantially completed inpaid primarily over the duration of 2021.
On May 31, 2019, we announced our intention to reconvert our Naples, Italy manufacturing plant and potentially sell the plant to a third party. On September 16, 2019, we entered into a preliminary agreement to sell the plant to a third-party purchaser and to support costs associated with the transition. In October 2019, we announced that, based on further discussions with unions and the Italian government, we will continue production at the Naples manufacturing plant in the near-term and resume negotiations with unions and the Italian government related to our exit of the plant. Our preliminary agreement to sell the plant to a third-party purchaser terminated in accordance with its terms in March 2020. We are ceasingceased production in the plant and exitingexited the facility in 2020 as previously disclosed.
In connection with this action, we have incurred approximately $63$141 million total costs comprised ofcomprising $43 million in asset impairment costs, $14$25 million in other associated costs and $6$73 million in employee-related costs through September 30, 2020. As of September 30, 2020, we expect estimated total costs of $137 million and cash settlement of $89 million. We estimate that the remaining costs of approximately $74 million, including approximately $46 million in employee-related costs and approximately $28 million in other associated costs, will be substantially incurred in 2020.
2021. The Company expectedhas commenced the cash settlement of these actions to be substantially completecollective dismissal process which had been

29


previously postponed in 2020. AsItaly as a result of the COVID-19 related external factors,pandemic, and expects substantially all of the approximately $89remaining $59 million cash settlement to occur in 2021, subject to the outcome of current litigation involving the unions, which should be resolved in 2021. Any negative outcome is not currently expected to occur in 2021.
In 2018, we announced actions in EMEA to reduce fixed costs by $50 million. The initiatives primarily include headcount reductions throughout the EMEA region. Additionally, we exited domestic sales operations in Turkey. These actions which totaled $83 million were substantially complete as of March 31, 2020.
The following table contains a subset of our restructuring actions above for the nine months ended September 30, 2020 and the total costs to date for each plan:
Millions of dollars2020Total
North America Fixed Cost Actions$95 $95 
Other Global Fixed Cost Actions60 60 
EMEA Naples Facility Closure9 63 
EMEA Fixed Cost Actions6 83 
materially impact cost, but could delay cash settlement into 2022.
The following table summarizes the changes to our restructuring liability during the nine months ended September 30, 2020:2021:
Millions of dollarsDecember 31, 2019Charges to EarningsCash PaidNon-Cash and OtherSeptember 30, 2020
Employee termination costs$57 $163 $(126)$0 $94 
Asset impairment costs1 0 0 9 
Facility exit costs2 (2)0 0 
Other exit costs12 20 (15)2 19 
Total$77 $186 $(143)$2 $122 


29


Millions of dollarsDecember 31, 2020Charges to EarningsCash PaidNon-Cash and OtherSeptember 30, 2021
Employee termination costs$145 $32 $(72)$ $105 
Asset impairment costs1  (1)8 
Facility exit costs— 1 (1)  
Other exit costs20 1 (16)(6)(1)
Total$173 $35 $(89)$(7)$112 
The following table summarizes the restructuring charges by operating segment for the period presented:
Nine Months Ended
Millions of dollarsSeptember 30, 20202021
North America$77 
EMEA6132 
Latin America21 
Asia72 
Corporate / Other201 
Total$18635 
(13)    INCOME TAXES
Income tax expense was $143$100 million and $233$353 million for the three and nine months ended September 30, 2020,2021, respectively, compared to income tax expense of $313$141 million and $311$231 million in the same periodperiods of 2019. 2020.
For the three months ended September 30, 2020,2021, the decrease in tax expense from the prior period is primarily due primarily to a tax expensebenefit from tax audits and settlements related to the favorable outcome of certain tax litigation in Brazil. Specifically, on September 24, 2021, the saleBrazilian Supreme Court rendered a favorable decision in a case involving an unrelated taxpayer but applicable to Whirlpool and certain other companies, that exempts interest income received from the Brazilian government from income tax, resulting in a tax benefit of Embraco, prior period adjustments, and impact of tax law changes in the prior period.approximately $34 million. For the nine months ended September 30, 2020,2021, the decreaseincrease in tax expense from the prior period is due to higher overall earnings and related tax expense, on the sale of Embraco, prior period adjustments, partially offset by valuation allowance releases in the prior period.tax effect of divestitures, audits and settlements and legal entity restructuring.

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The following table summarizes the difference between income tax expense (benefit) at the U.S. statutory rate of 21% and the income tax expense (benefit) at effective worldwide tax rates for the respective periods:
Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollars2020201920202019
Earnings before income taxes$541 $677 $803 $1,221 
Income tax expense computed at United States statutory tax rate113 142 169 256 
Valuation allowances6 12 (195)
U.S. transition tax and prior period adjustments0 56 0 56 
Audits and settlements14 31 (6)
U.S. foreign income items, net of credits(2)(1)19 
Changes in enacted tax rates(6)41 (6)66 
Sale of Embraco0 43 0 54 
Other18 15 28 61 
Income tax expense (benefit) computed at effective worldwide tax rates$143 $313 $233 $311 
Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollars2021202020212020
Earnings before income taxes$586 $534 $1,859 $793 
Income tax expense computed at United States statutory tax rate123 112 390 167 
State and local taxes, net of federal tax benefit17 15 49 22 
Valuation allowances3 5 12 
Audit and settlements(32)14 (17)31 
U.S. foreign income items, net of credits(1)(2)(1)(1)
Changes in enacted tax rates (6)(14)(6)
Divestiture tax impact(1)— (22)— 
Legal entity restructuring tax impact — (46)— 
Other(9)9 
Income tax expense (benefit) computed at effective worldwide tax rates$100 $141 $353 $231 
At the end of each interim period, we estimate the effective tax rate expected to be applicable for the full fiscal year and the impact of discrete items, if any, and adjust the quarterly rate as necessary.
Valuation AllowancesDivestiture Tax Impact
We routinely reviewFor the future realization of deferred tax assets based on projected future reversal of taxable temporary differences, available tax planning strategies and projected future taxable income. During the firstsecond quarter of 2019, we completed2021, the divestitures detailed in Note 15 generated an overall gain of $120 million, however for tax purposes, a $700 million bond offering for whichtaxable loss was incurred with no tax benefit recognized, resulting in a corresponding impact to tax expense of $21 million. As part of the proceeds were used to refinance and recapitalize various entitieslegal entity restructuring associated with the Whirlpool China divestment, a tax deductible loss was generated in a separate jurisdiction with a related tax benefit in the EMEA region. Based upon existing transfer pricing policies, these actions are projectedamount of $46 million.
An immaterial adjustment to provide sufficient future taxable income to realize the deferred tax assets. These actions injected additional internal capital into certain EMEA entities to meet local country capitalization requirements, as well as repaid all outstanding borrowings underloss on sale and disposal of business was recorded in the Whirlpool EMEA Finance Term Loan. As a result, we reduced the valuation allowance by $235 million during the firstthird quarter of 2019.2021.
For additional information see Note 15 to the Consolidated Condensed Financial Statements.
Other Income Tax Matters
During its examination of Whirlpool’s 2009 U.S. federal income tax return, the IRS asserted that income earned by a Luxembourg subsidiary via its Mexican branch should be recognized as income on its 2009 U.S. federal income tax return. The Company believed the proposed assessment was without merit and contested the matter in United

30


States Tax Court (US Tax Court). Both Whirlpool and the IRS moved for partial summary judgment on this issue. On May 5, 2020, the US Tax Court granted the IRS’s motion for partial summary judgment and denied Whirlpool’s. The Company has appealed the US Tax Court decision to the United States Court of Appeals for the Sixth Circuit, Court of Appeals.which heard arguments in June 2021. The Company believes that it will be successful upon appeal and has not recorded any impact of the US Tax Court’s decision in its consolidated financial statements.
(14)    SEGMENT INFORMATION
Our reportable segments are based upon geographical region and are defined as North America, EMEA, Latin America and Asia. These regions also represent our operating segments. Each segment manufactures home appliances and related components, but serves strategically different marketplaces. The chief operating decision maker, who is the Company's Chairman and Chief Executive Officer, evaluates performance based on each segment's earnings (loss) before interest and taxes (EBIT), which we define as operating profit less interest and sundry (income) expense and excluding restructuring costs, asset impairment charges and certain other items that management believes are not indicative of the region's ongoing performance, if any. Total assets by segment are those assets directly associated with the respective operating activities. The "Other/Eliminations" column primarily includes corporate expenses, assets and eliminations, as well as

31


restructuring costs, asset impairment charges and certain other items that management believes are not indicative of the region's ongoing performance, if any. Intersegment sales are eliminated within each region except compressor sales out of Latin America through June 30, 2019, which were included in Other/Eliminations.region.
The tables below summarize performance by operating segment for the periods presented:
Three Months Ended September 30,Three Months Ended September 30,
OPERATING SEGMENTS OPERATING SEGMENTS
North
America
EMEALatin
America
AsiaOther / EliminationsTotal
Whirlpool
North
America
EMEALatin
America
Asia (1)
Other / EliminationsTotal
Whirlpool
Net salesNet salesNet sales
20212021$3,113 $1,256 $841 $278 $ $5,488 
20202020$2,961 $1,258 $719 $353 $0 $5,291 20202,961 1,258 719 353 — 5,291 
20193,010 1,090 632 358 5,091 
Intersegment salesIntersegment salesIntersegment sales
20212021$89 $30 $327 $47 $(493)$ 
20202020$84 $31 $344 $117 $(576)$ 202084 31 344 117 (576)— 
201970 20 331 87 (508)— 
Depreciation and amortizationDepreciation and amortizationDepreciation and amortization
20212021$43 $39 $17 $4 $16 $119 
20202020$53 $42 $16 $19 $16 $146 202053 42 16 19 16 146 
201945 46 17 17 16 141 
EBITEBITEBIT
20212021$553 $28 $73 $24 $(48)$630 
20202020$567 $43 $77 $6 $(101)$592 2020560 43 77 (101)585 
2019387 (4)29 301 722 
Total assetsTotal assetsTotal assets
September 30, 2020$7,571 $11,096 $3,928 $2,433 $(4,669)$20,359 
December 31, 20197,791 9,450 4,226 2,581 (5,167)18,881 
September 30, 2021September 30, 2021$7,990 $10,032 $4,148 $1,646 $(3,422)$20,394 
December 31, 2020December 31, 20207,597 11,296 4,244 2,573 (5,274)20,436 
Capital expendituresCapital expendituresCapital expenditures
20212021$42 $31 $34 $6 $9 $122 
20202020$34 $29 $12 $10 $11 $96 202034 29 12 10 11 96 
201935 24 23 17 10 109 


3132


Nine Months Ended September 30,Nine Months Ended September 30,
OPERATING SEGMENTS OPERATING SEGMENTS
North AmericaEMEALatin AmericaAsiaOther / EliminationsTotal WhirlpoolNorth AmericaEMEALatin America
Asia (1)
Other / EliminationsTotal Whirlpool
Net salesNet salesNet sales
20212021$9,200 $3,676 $2,336 $958 $ $16,170 
20202020$8,002 $2,973 $1,771 $912 $0 $13,658 20208,002 2,973 1,771 912 — 13,658 
20198,403 3,126 2,395 1,159 (46)15,037 
Intersegment salesIntersegment salesIntersegment sales
20212021$244 $76 $950 $239 $(1,509)$ 
20202020$203 $70 $894 $275 $(1,442)$ 2020203 70 894 275 (1,442)— 
2019181 63 1,010 258 (1,512)— 
Depreciation and amortizationDepreciation and amortizationDepreciation and amortization
20212021$132 $129 $48 $22 $47 $378 
20202020$143 $123 $47 $52 $49 $414 2020143 123 47 52 49 414 
2019149 147 48 51 48 443 
EBITEBITEBIT
20212021$1,716 $80 $209 $50 $(62)$1,993 
20202020$1,186 $(38)$119 $(28)$(294)$945 20201,176 (38)119 (28)(294)935 
20191,052 (41)130 31 197 1,369 
Total assetsTotal assetsTotal assets
September 30, 2020$7,571 $11,096 $3,928 $2,433 $(4,669)$20,359 
December 31, 20197,791 9,450 4,226 2,581 (5,167)18,881 
September 30, 2021September 30, 2021$7,990 $10,032 $4,148 $1,646 $(3,422)20,394 
December 31, 2020December 31, 20207,597 11,296 4,244 2,573 (5,274)20,436 
Capital expendituresCapital expendituresCapital expenditures
20212021$107 $78 $77 $18 $26 $306 
20202020$87 $61 $38 $33 $32 $251 202087 61 38 33 32 251 
2019113 51 68 46 28 306 
(1) Decrease in Total assets of Asia region is mainly due to the deconsolidation of Whirlpool China. For additional information, see Note 15
to the Consolidated Condensed Financial Statements.
The following table summarizes the reconciling items in the Other/Eliminations column for total EBIT for the periods presented:
Three Months Ended September 30,Nine Months Ended September 30,Three Months Ended September 30,Nine Months Ended September 30,
in millionsin millions2020201920202019in millions2021202020212020
Items not allocated to segments:Items not allocated to segments:Items not allocated to segments:
Restructuring costsRestructuring costs$(63)$(56)$(186)$(142)Restructuring costs$(7)$(63)$(35)$(186)
Gain (loss) on previously held equity interest Gain (loss) on previously held equity interest42 — 42 — 
Gain (loss) on sale and disposal of businesses Gain (loss) on sale and disposal of businesses(13)107 
Corrective action recoveryCorrective action recovery13 13 Corrective action recovery 13  13 
Brazil indirect tax credit0 0 180 
Legacy product warranty and liability expense0 (119)0 (131)
Gain (loss) on disposal of businesses7 516 7 437 
Corporate expenses and otherCorporate expenses and other(58)(40)(128)(147)Corporate expenses and other(70)(58)(176)(128)
Total other/eliminationsTotal other/eliminations$(101)$301 $(294)$197 Total other/eliminations$(48)$(101)$(62)$(294)







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A reconciliation of our segment information for total EBIT to the corresponding amounts in the Consolidated Condensed Statements of Comprehensive Income (Loss) is shown in the table below for the periods presented:
Three Months Ended September 30,Nine Months Ended September 30,Three Months Ended September 30,Nine Months Ended September 30,
in millionsin millions2020201920202019in millions2021202020212020
Operating profitOperating profit$570 $693 $907 $1,147 Operating profit$552 $563 $1,854 $897 
Interest and sundry (income) expenseInterest and sundry (income) expense(22)(29)(38)(222)Interest and sundry (income) expense(78)(22)(139)(38)
Total EBITTotal EBIT$592 $722 $945 $1,369 Total EBIT$630 $585 $1,993 $935 
Interest expenseInterest expense51 45 142 148 Interest expense44 51 134 142 
Income tax expenseIncome tax expense143 313 233 311 Income tax expense100 141 353 231 
Net earnings (loss)Net earnings (loss)$398 $364 $570 $910 Net earnings (loss)$486 $393 $1,506 $562 
Less: Net earnings available to noncontrolling interestsLess: Net earnings available to noncontrolling interests1 (14)14 Less: Net earnings available to noncontrolling interests15 21 (14)
Net earnings (loss) available to WhirlpoolNet earnings (loss) available to Whirlpool$397 $358 $584 $896 Net earnings (loss) available to Whirlpool$471 $392 $1,485 $576 
(15)    DIVESTITURES AND HELD FOR SALE
Whirlpool China Partial Tender OfferDivestment
On August 25, 2020, Guangdong Galanz Household Appliances Manufacturing Co., Ltd. (“Galanz”) announced its intention to pursue a partial tender offer for majority control of Whirlpool China Co. Ltd. (“Whirlpool China”), a majority-owned subsidiary of the Company with shares listed on the Shanghai Stock Exchange. In its announcement, Galanz notesnoted that it expectsexpected to offer RMB 5.23 per share (approximately $0.76 per share as of August 25, 2020) to obtain no less than 51% and no more than 61% of Whirlpool China’s outstanding shares. This share price offer iswas equal to the daily weighted average trading price for Whirlpool China stock over the 30 trading days prior to the announcement.
The Company is consideringIn the termsfirst quarter of the offer and other aspects of this potential strategic relationship along with any potential impact on the Company's financial statements and other aspects of its operations. Formal partial tender offer is not expected until regulatory approvals are obtained. If an offer is launched, tender of our shares is subject to Company board approval, and the Company's shares cannot be tendered until a regulatory transfer restriction expires on February 1, 2021. We have not recorded any impact relating to this announcement as of September 30, 2020.
Embraco Sale Transaction

On April 23, 2018,2021, our Board of Directors approved the sale of Embraco and we subsequently entered into an agreement to sell the compressor business for a cash purchase price of $1.08 billion, subject to customary adjustments including for indebtedness, cash and working capital at closing.

On July 1, 2019, we completed the sale of Embraco and received cash proceeds of $1.1 billion inclusive of anticipated cash on hand at the time of closing. With the proceeds from this transaction, we repaid the outstanding term loan amount of approximately $1 billion as required under the April 23, 2018 Term Loan Agreement with Citibank, N.A., as Administrative Agent.
In connection with the sale, we recorded a pre-tax gain, net of transaction and other costs, of $511 million ($350 million net of taxes) during the twelve months ended December 31, 2019. The gain calculation is no longer subject to change, as amounts for working capital and other customary post-closing adjustments have been finalized. A $7 million gain related to final purchase price adjustments was recorded in the third quarter of 2020.
EmbracoWhirlpool China, which was reported within our Latin AmericaAsia reportable segment and met the criteria for held for sale accounting throughduring the closing date.first quarter of 2021. The operations of EmbracoWhirlpool China did not meet the criteria to be presented as discontinued operations.
On May 6, 2021, the tender offer was completed and the share transfer was executed for a consideration of RMB 1.25 billion (approximately $193 million on the date of completion). Subsequent to the share transfer, the Company holds an equity interest of approximately 20% in Whirlpool China.
In connection with the sale, we recorded a gain, net of transaction and other costs, of $284 million during the second quarter of 2021. The assetsgain on sale is equal to the difference between the total transaction amount and liabilitiescarrying value of Embraco were de-consolidatedWhirlpool China, which includes $74 million of cumulative foreign currency translation adjustments and $80 million of goodwill allocated to the disposal group. The total transaction amount includes $193 million of consideration received from the sale of Whirlpool China shares, $214 million for the fair value of the interest retained and the $783 million carrying value of the equity interest in Whirlpool China. The fair value of the interest retained was based on the ownership amount and the stock price of Whirlpool China as of the closing date of the transaction and there are nowe account for the remaining equity interest under the equity method accounting as of June 30, 2021.
Earnings before income taxes prior to the share transfer of Whirlpool China were not material to the Company for the period presented.

The following table presents the carrying amounts inof the Consolidated Balance Sheets atmajor classes of Whirlpool China’s assets and liabilities as of September 30, 2021 and December 31, 2019.2020.

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South Africa Business Disposal
Millions of dollarsSeptember 30,December 31,
20212020
Cash and cash equivalents$ $324 
Accounts receivable, net of allowance of $0 and $11, respectively 85 
Inventories 98 
Prepaid and other current assets 93 
Property, net of accumulated depreciation of $0 and $189, respectively 309 
Other noncurrent assets (1)
 283 
     Total assets$ $1,192 
Accounts payable$ $216 
Accrued expenses 53 
Other current liabilities 254 
Other noncurrent liabilities 
     Total liabilities$ $530 
(1) Other non current assets include allocated goodwill of $80 million.
Turkey Subsidiary Divestment
On June 28, 2019,May 17, 2021, we entered into ana share transfer agreement with Arçelik A.Ş. ("Arçelik") to sell our South Africa operationsTurkish subsidiary for a cash purchase price of $5€78 million (approximately $93 million on June, 30 2021), subject to customary adjustments at closing.
On September 5, 2019,June 30, 2021, we completed the sale of our South Africa operations.the Turkish subsidiary. In connection with the sale, we finalized therecorded a loss on disposal of $63$164 million which is recorded in the nine months ended September 30, 2019.second quarter of 2021. The loss includes a charge of $29$40 million for the write-down of the assets of the disposal group to fair value and $34allocated goodwill, and $124 million of cumulative foreign currency translation adjustments included in the carrying amount of the disposal groupgroup. During the third quarter of 2021, amounts for working capital and other customary post-closing adjustments were finalized and an additional $13 million loss related to calculate the impairment.sale of business was recorded.
The South Africa businessTurkish subsidiary, whose primary asset was a manufacturing plant, was reported within our EMEA reportable segment and met the criteria for held for sale accounting through the closing date.segment. The operations of South AfricaTurkey did not meet the criteria to be presented as discontinued operations. Earnings before income taxes for Turkey were not material for the periods presented.
SeeFor additional information see Note 10 to the Consolidated Condensed Financial Statements for additional information.
Divestiture of Turkey Domestic Sales Operations
For the nine months ended September 30, 2019, we incurred approximately $11 million of divestiture related costs, primarily inventory liquidation costs, related to the exit from our domestic sales operations in Turkey.
For additional information, see Note 12 to the Consolidated Condensed Financial Statements.












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ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ABOUT WHIRLPOOL
Whirlpool Corporation ("Whirlpool"), committed to being the world’s leadingbest global kitchen and laundry appliance company, in constant pursuit of improving life at home, was incorporated in 1955 under the laws of Delaware and was founded in 1911. Whirlpool manufactures products in 1311 countries and markets products in nearly every country around the world. We have received worldwide recognition for accomplishments in a variety of business and social efforts, including leadership, diversity, innovative product design, business ethics, social responsibility and community involvement. We conduct our business through four operating segments, which we define based on geography. Whirlpool's operating segments consist of North America, Europe, Middle East and Africa ("EMEA"), Latin America and Asia. Whirlpool had approximately $20$19 billion in annual net sales and 77,00078,000 employees in 2019. The world's leading kitchen and laundry appliance company claim is based on publicly reported annual product sales, parts, and support revenues for 2019.   2020.
OVERVIEW
Whirlpool successfully executed on the early, decisive actions taken in response to the COVID-19 pandemic, delivering net sales growth of 3.9% globally (+7.0% organic) and adelivered very strong third-quarter GAAP net earnings available to Whirlpool of $397$471 million (net earnings margin of 7.5%8.6%), or $6.27$7.51 per diluted share, compared to GAAP net earnings available to Whirlpool of $358$392 million (net earnings margin of 7.0%7.4%), or $5.57$6.19 per diluted share in the same prior-year period. ThisStrong cash provided by (used in) operating activities of $1.3 billion, compared to $407 million in 2020 and adjusted free cash flow(1) (non-GAAP) of $1.3 billion, compared to $170 million in 2020, was driven by higher net earnings; adjusted free cash flow also resulted inincluded the completion of the partial tender offer for Whirlpool China and the divestiture of our Turkish subsidiary.
Whirlpool delivered very strong third-quarter ongoing (non-GAAP) earnings per share of $6.68 and ongoing EBIT (non-GAAP) margin of 12.0% or ongoing earnings per diluted share of $6.91,11.1%, compared to 7.2% or $3.97 per diluted share$6.83 and 11.9% in the same prior-year period.
Despite continued COVID-19 disruptions, On a GAAP net earnings margin and ongoing EBIT margin both increased,basis, strong revenue growth driven by increasedpositive price/mix in a continued strong consumer demand favorable product price/mix, cost reduction initiatives, andenvironment, offset raw material deflation, partially offset by foreign currency. GAAPinflation.

We are very pleased with our ability to capitalize on strong global demand while successfully executing on our go-to-market strategy, including executing our previously announced cost-based price increases, and navigating the macroeconomic environment. These results fromagain demonstrate the prior period were favorably impacted by a gainagility and resiliency of our business model as our results have exceeded our long term goals and provide us the confidence to issue updated long-term financial goals as we are structurally positioned to build on the sale of the Embraco compressor business of approximately $511 million.our record results.
In addition, we delivered a significant improvement in


























(1) The Company defines adjusted free cash flow as cash provided by operating activities less capital expenditures and including proceeds from the sale of assets/businesses, and changes in restricted cash, which is consistent with positivethe previous definition of free cash flow in the quarter, driven by strong net earnings and disciplined working capital management.
Our strong third-quarter results and current liquidity position provides confidence in our ability to weather continued macroeconomic uncertainty and firmly demonstrates the viability of our long-term shareholder value creation strategy.flow.

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Whirlpool continues to assess the ongoing impact of COVID-19 on business results. We remain firmly committed to proactively addressing business impacts in order to position Whirlpool appropriately and provide operating and financial flexibility to successfully navigate this uncertain environment.
RESULTS OF OPERATIONS
The following table summarizes the consolidated results of operations for the periods presented:
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended September 30,Nine Months Ended September 30,
Consolidated - Millions of dollars, except per share dataConsolidated - Millions of dollars, except per share data20202019Better/(Worse)20202019Better/(Worse)Consolidated - Millions of dollars, except per share data20212020Better/(Worse) %20212020Better/(Worse) %
Net salesNet sales$5,291 $5,091 3.9%$13,658 $15,037 (9.2)%Net sales$5,488 $5,291 3.7%$16,170 $13,658 18.4%
Gross marginGross margin1,155 741 56.02,486 2,485 Gross margin1,108 1,148 (3.5)3,347 2,476 35.2
Selling, general and administrativeSelling, general and administrative513 491 (4.7)1,354 1,580 14.3Selling, general and administrative524 513 (2.1)1,526 1,354 (12.7)
Restructuring costsRestructuring costs63 56 12.1186 142 (31.2)Restructuring costs7 63 88.935 186 81.2
(Gain) loss on sale and disposal of businesses(Gain) loss on sale and disposal of businesses(7)(516)nm(7)(437)nm(Gain) loss on sale and disposal of businesses15 (7)nm(105)(7)nm
Interest and sundry (income) expenseInterest and sundry (income) expense(22)(29)(21.3)(38)(222)(82.6)Interest and sundry (income) expense(78)(22)nm(139)(38)nm
Interest expenseInterest expense51 45 (13.3)142 148 3.6Interest expense44 51 13.7134 142 5.6
Income tax expense (benefit)Income tax expense (benefit)143 313 54.6233 311 25.6Income tax expense (benefit)100 141 29.1353 231 (52.8)
Net earnings available to WhirlpoolNet earnings available to Whirlpool$397 $358 11.0%$584 $896 (34.8)%Net earnings available to Whirlpool$471 $392 20.2%$1,485 $576 nm
Diluted net earnings available to Whirlpool per shareDiluted net earnings available to Whirlpool per share$6.27 $5.57 12.6%$9.26 $13.93 (33.5)%Diluted net earnings available to Whirlpool per share$7.51 $6.19 21.3%$23.47 $9.14 nm
nm = not meaningful
Consolidated net sales increased 3.9%3.7% and decreased 9.2%18.4% for the three and nine months ended September 30, 20202021, respectively, compared to the same periods in 2019, respectively.2020. The increase infor the third quarterthree months ended September 30, 2021 was primarily driven by volume increases and favorable product price/mix, partially offset by unfavorable foreign currency impact.lower volume which includes the impact from divestitures. The decreaseincrease for the nine months ended September 30, 20202021 was primarily driven by lower volumes, the divestiture of Embraco, unfavorablefavorable product price/mix, higher volume and unfavorablethe favorable impact of foreign currency impact. The volume decline was driven by the negative demand and production/supply disruption effect of COVID-19. Organic net sales, or net sales excludingcurrency. Excluding the impact of foreign currency, net sales increased 2.9% and Embraco, increased 7% and decreased 2.3%17.2% for the three and nine months ended September 30, 2020,2021, compared to the same periods in 2019.
For additional information regarding non-GAAP financial measures including organic net sales and net sales excluding the impact of foreign currency, see the Non-GAAP Financial Measures section of this Management's Discussion and Analysis.2020.
The consolidated gross margin percentage for the three months ended September 30, 2021 decreased to 20.2% compared to 21.7% in the same prior-year period, primarily driven by raw material inflation and lower volume, partially offset by favorable product price/mix. The consolidated gross margin percentage for the nine months ended September 30, 20202021 increased to 21.8% and 18.2%, respectively, compared to 14.5% and 16.5%20.7% from 18.1% in the same prior-year periods. For the third quarter, theperiod. The increase was primarily driven by favorable product price/mix raw material deflation and higher cost productivity,volume, partially offset by unfavorable foreign currency impact. For the nine months ended, the increase was primarily driven by raw material deflation, favorable product price/mix and cost productivity, partially offset by unfavorable impacts of volume decrease and foreign currency.inflation.
Our operating segments are based upon geographical region and are defined as North America, EMEA, Latin America and Asia. These regions also represent our reportable segments. The chief operating decision maker evaluates performance based on each segment's earnings (loss) before interest and taxes (EBIT), which we define as operating profit less interest and sundry (income) expense and excluding restructuring costs, asset impairment charges and certain other items that management believes are not indicative of the region's ongoing performance, if any. For additional information, see Note 14 to the Consolidated Condensed Financial Statements.
The following is a discussion of results for each of our operating segments. Each of our operating segments hashave been impacted by the COVID-19 pandemic in the areasarea of manufacturing operations such as a decrease in production levels resulting in production level below normal capacity.operations. Excess capacity costs were not material for the third quarter 2020.three and nine months ended September 30, 2021. Additionally, operating segments have been impacted by disruptions in supply chains and distribution channels, and demand, among other COVID-19 related impacts.


35


NORTH AMERICA
whr-20200930_g2.jpgwhr-20200930_g3.jpg
Net Sales
Net sales decreased 1.6%For additional information regarding non-GAAP financial measures, see the Non-GAAP Financial Measures section of this Management's Discussion and 4.8% for the three and nine months ended September 30, 2020, respectively, compared to the same periods in 2019. The decrease for the three and nine months ended September 30, 2020 was primarily driven by lower volumes, partially offset by favorable product price/mix. Excluding the impact from foreign currency, net sales decreased 1.6% and 4.7% for the three and nine months ended September 30, 2020, respectively, compared to the same periods in 2019.Analysis.

EBIT
EBIT increased for the three and nine months ended September 30, 2020 compared to the same periods in 2019 primarily due to the favorable impact of raw material deflation, product price/mix and cost reductions driven by fixed cost actions, partially offset by the unfavorable impacts of the volume decrease. EBIT margin was 19.2% and 14.8% for the three and nine months ended September 30, 2020, respectively, compared to 12.8% and 12.5% for the same periods in 2019.
EMEA
whr-20200930_g4.jpgwhr-20200930_g5.jpg
Net Sales

Net sales increased 15.4% and decreased 4.9% for the three and nine months ended September 30, 2020, respectively, compared to the same periods in 2019. The increase for the three months ended September 30, 2020 was driven by favorable product price/mix and higher volumes. The decrease for the nine months ended September 30, 2020 was driven by lower volumes and foreign currency. Excluding the impact from foreign currency, net sales increased 13.6% and decreased 4.2% for the three and nine months ended September 30, 2020, respectively, compared to the same periods in 2019.

EBIT

EBIT increased for the three and nine months ended September 30, 2020 compared to the same periods in 2019 primarily due to the favorable impact of raw material deflation and cost reductions driven by fixed cost actions, partially offset by the unfavorable impact of foreign currency. EBIT margin was 3.4% and (1.3)% for the three and nine months ended September 30, 2020, respectively, compared to (0.4)% and (1.3)% for the same periods in 2019.


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LATIN AMERICA
whr-20200930_g6.jpgwhr-20200930_g7.jpg
Net Sales
Net sales increased 13.7% and decreased 26.1% for the three and nine months ended September 30, 2020, respectively, compared to the same periods in 2019. The increase for the three months ended September 30, 2020 was primarily driven by higher volume and favorable product price/mix, partially offset by the unfavorable impact of foreign currency. The decrease for the nine months ended September 30, 2020 was primarily driven by the divestiture of the Embraco compressor business and the unfavorable impact of foreign currency. Organic net sales increased 40% and 20.5% for the three and nine months ended September 30, 2020, compared to the same prior periods in 2019.

EBIT
EBIT increased during the third quarter and decreased for the nine months ended September 30, 2020 compared to the same periods in 2019. The increase during the quarter was primarily due to favorable product price/mix, higher volumes and raw material deflation, partially offset by the unfavorable impact of foreign currency. The decrease for the nine months ended was primarily due to the divestiture of the Embraco compressor business and the unfavorable impact of foreign currency, partially offset by favorable product price/mix and cost productivity. EBIT margin was 10.7% and 6.7% for the three and nine months ended September 30, 2020, respectively, compared to 4.6% and 5.4% for the same periods in 2019.
ASIA
whr-20200930_g8.jpgwhr-20200930_g9.jpg
Net Sales
Net sales decreased 1.4% and 21.3% for the three and nine months ended September 30, 2020, respectively, compared to the same periods in 2019. The decrease for the three and nine months ended September 30, 2020 was primarily driven by lower volumes and the unfavorable impact of foreign currency, partially offset by the favorable impact of product price/mix. Excluding the impact from foreign currency, net sales increased 0.7% and decreased 18.8% for the three and nine months ended September 30, 2020, compared to the same periods in 2019.




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EBITNORTH AMERICA
EBIT decreasedwhr-20210930_g2.jpgwhr-20210930_g3.jpg
Net Sales
Net sales increased 5.1% and 15.0% for the three and nine months ended September 30, 20202021, respectively, compared to the same periods in 20192020. The increase for the three months ended September 30, 2021 was primarily driven by favorable product price/mix, partially offset by decreased volume. The increase for the nine months ended September 30, 2021 was primarily driven by favorable product price/mix. Excluding the impact from foreign currency, net sales increased 4.9% and 14.4% for the three and nine months ended September 30, 2021, respectively, compared to the same periods in 2020.

EBIT
EBIT decreased for the three months ended September 30, 2021 compared to the same period in 2020 primarily due to unfavorableraw material inflation and lower volume, partially offset by favorable product price/mix. EBIT increased for the nine months ended September 30, 2021 compared to the same periods in 2020 primarily due to the favorable product price/mix, partially offset by raw material inflation and increased marketing spend. EBIT margin was 17.7% and 18.7% for the three and nine months ended September 30, 2021, respectively, compared to 18.9% and 14.7% for the same periods in 2020.
EMEA
whr-20210930_g4.jpgwhr-20210930_g5.jpg
Net Sales

Net sales was flat for the three months ended September 30, 2021 compared to the same period in 2020 primarily driven by reduced volume, partially offset by favorable product price/mix and the impact of lower volumesforeign currency. Net sales increased 23.6% for the nine months ended September 30, 2021, compared to the same period in 2020 driven by higher volume, the favorable impact of foreign currency and product price/mix. Excluding the impact from foreign currency, net sales decreased 1.6% and increased 17.6% for the three and nine months ended September 30, 2021, respectively, compared to the same periods in 2020.

EBIT

EBIT decreased for the three months ended September 30, 2021 compared to the same period in 2020 primarily due to raw material inflation, partially offset by higher cost productivity and favorable product price/mix. EBIT increased for the nine months ended September 30, 2021 driven by higher cost productivity,

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increased volume and product price/mix, partially offset by raw material deflation.inflation. EBIT margin was 1.8% and (3.0)%2.2% for the three and nine months ended September 30, 2020, respectively,2021, compared to 2.4%3.4% and 2.7%(1.3)% for the same periods in 2019.2020.

LATIN AMERICA
whr-20210930_g6.jpgwhr-20210930_g7.jpg
Net Sales
Net sales increased 17.0% and 31.9% for the three and nine months ended September 30, 2021, respectively, compared to the same periods in 2020. The increase for the three months ended September 30, 2021 was primarily driven by favorable product price/mix and the impact of foreign currency, partially offset by lower volume. The increase for the nine months ended September 30, 2021 was driven by higher volume and favorable product price/mix, partially offset by the unfavorable impact of foreign currency. Excluding the impact of foreign currency, net sales increased 14.5% and 36.3% for the three and nine months ended September 30, 2021, respectively, compared to the same prior periods in 2020.

EBIT
EBIT decreased for the three months ended September 30, 2021 compared to the same period in 2020 primarily due to raw material inflation and unfavorable impact of foreign currency, partially offset by product price/mix. EBIT increased for the nine months ended September 30, 2021 compared to the same period in 2020 primarily due to favorable product price/mix and higher volumes, partially offset by raw material inflation and the unfavorable impact of foreign currency. EBIT margin was 8.7% and 9.0% for the three and nine months ended September 30, 2021, respectively, compared to 10.7% and 6.7% for the same periods in 2020.











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ASIA
whr-20210930_g8.jpgwhr-20210930_g9.jpg
Net Sales
Net sales decreased 21.3% and increased 5.1% for the three and nine months ended September 30, 2021, respectively, compared to the same periods in 2020. This decrease for the three months ended September 30, 2021 was primarily driven by the sale of Whirlpool China, partially offset by favorable product price/mix. The increase for the nine months ended September 30, 2021 was primarily driven by favorable product price/mix, partially offset by the deconsolidation of Whirlpool China. Excluding the impact from foreign currency, net sales decreased 21.5% and increased 3.0% for the three and nine months ended September 30, 2021, compared to the same periods in 2020.
EBIT
EBIT increased for the three and nine months ended September 30, 2021 compared to the same periods in 2020. The increase for the three months ended September 30, 2021 was primarily due to the sale of Whirlpool China, favorable product price/mix and lower marketing spend. The increase for the nine months ended September 30, 2021 was driven by the sale of Whirlpool China, favorable product price/mix and cost productivity, partially offset by raw material inflation. EBIT margin was 8.6% and 5.2% for the three and nine months ended September 30, 2021, compared to 1.8% and (3.0)% for the same periods in 2020.
Selling, General and Administrative
The following table summarizes selling, general and administrative expenses as a percentage of net sales by region for the periods presented:
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollarsMillions of dollars2020As a %
of Net Sales
2019As a %
of Net Sales
2020As a %
of Net Sales
2019As a %
of Net Sales
Millions of dollars2021As a % of Net Sales2020As a % of Net Sales2021As a % of Net Sales2020As a % of Net Sales
North AmericaNorth America$181 6.1 %$214 7.1 %$517 6.5 %$617 7.3 %North America$227 7.3 %$181 6.1 %$614 6.7 %$517 6.5 %
EMEAEMEA129 10.3 119 10.9 330 11.1 369 11.8 EMEA117 9.4 129 10.3 379 10.3 330 11.1 
Latin AmericaLatin America65 9.0 61 9.7 172 9.7 229 9.6 Latin America70 8.3 65 9.0 192 8.2 172 9.7 
AsiaAsia57 16.2 57 15.9 167 18.4 193 16.6 Asia27 9.7 57 16.2 120 12.6 167 18.4 
Corporate/otherCorporate/other81  40 — 168  172 — Corporate/other83  81 — 221  168 — 
ConsolidatedConsolidated$513 9.7 %$491 9.6 %$1,354 9.9 %$1,580 10.5 %Consolidated$524 9.5 %$513 9.7 %$1,526 9.4 %$1,354 9.9 %
Consolidated selling, general and administrative expenses increased duringfor the quarter and decreasedthree months ended September 30, 2021 compared to the same period in 2020 is primarily driven by increased marketing investment. The increase for the nine months ended September 30, 20202021 compared to the same periodsperiod in 2019. The increase during the three months ended was2020 is primarily driven by employee compensation accruals.The decrease during the nine months ended was primarily due to the impact of cost reduction actionsaccruals and the divestiture of the Embraco compressor business.increased marketing investment.
Restructuring
We incurred restructuring charges of $63$7 million and $186$35 million for the three and nine months ended September 30, 2020,2021, respectively, compared to $56$63 million and $142$186 million for the same periods in 2019. The2020. For the full year 2020 expected total restructuring charges increased $20 million and2021, we now expect to incur up to $50 million of restructuring charges of approximately $300 million. This includes the Company's original guidance of $100 million, the U.S. restructuring actions of approximately $100 million and other global fixed cost actions of $86 million in 2020.driven by previously announced actions.

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For additional information, see Note 12 to the Consolidated Condensed Financial Statements.
(Gain) Loss on Sale and Disposal of Businesses
WeOn May 6, 2021, the partial tender offer for Whirlpool China was completed and subsequent to the deconsolidation of the entity we recorded a pre-tax gain of $511$284 million on the sale of the Embraco compressor business for the three and nine months ended September 30, 2019. In2021.
On June 30, 2021, we completed the sale of our Turkish subsidiary and incurred a loss of $164 million for the three and six months ended June 30, 2021. During the third quarter of 2020, these adjustments have been finalized with a $72021, an additional loss of $13 million gain recordedrelated to the final purchase price amounts.
Weadjustments was recorded, aincreasing the total loss of $74to $177 million for the nine months ended September 30, 2019 related to charges on the sale of the South Africa business ($63 million) and costs associated with the exit of the Turkey domestic sales operations ($11 million).

2021.
For additional information, see Note 15 to the Consolidated Condensed Financial Statements.
Interest and Sundry (Income) Expense
Interest and sundry income decreasedincome increased for the three and nine months ended September 30, 20202021 compared to the same periods in 2019. The decrease in interest and sundry income for the three months ended September 30, 2020, was primarily due to a gain of $42 million on previously held equity interest of 49% in Elica PB India and the unfavorable impact of foreign currency. The decrease in interest and sundry income for the nine months ended September 30, 2020 was primarily duechanges to the prior year impact of the recognized gain of $180 million related to Brazil indirect tax credits that we are entitled to monetize in future periods, which reflects $196 million of monetizable indirect tax credits, net of related fees. other postretirement benefit plans.
For additional information, see Note 7 to the Consolidated Condensed Financial Statements.

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PensionNotes 1 and Other Postretirement Benefit Plans
During the third quarter, the Company announced changes to a postretirement medical benefit program for certain groups of retirees. The total annualized net earnings impact of these plan amendments is approximately $35 million.
During the second quarter, the Company announced changes to a postretirement medical benefit program for certain groups of active employees. The total annualized net earnings impact of these plan amendments is approximately $22 million.
The impact of these changes for the third quarter is not material to the Consolidated Condensed Financial Statements at September 30, 2020.
For additional information, see Note 8 to the Consolidated Condensed Financial Statements.
Interest Expense
Interest expense increaseddecreased for the three months ended and decreased for the nine months ended September 30, 20202021 compared to the same periods in 2019. For the three months ended September 30, 2020 the increase was primarily due to higher average short-term debt balances. For the nine months ended September 30, 2020, the decrease was primarily driven by declining interest rates through 2020.reduction.
Income Taxes
Income tax expense was $143$100 million and $233$353 million for the three and nine months ended September 30, 2020, respectively,2021, compared to income tax expense of $313$141 million and $311$231 million in the same periods of 2019. 2020.
For the three months ended September 30, 2020,2021, the decrease in tax expense from the prior period is primarily due primarily to a tax expensebenefit from tax audits and settlements related to the favorable outcome of certain tax litigation in Brazil. Specifically, on September 24, 2021, the saleBrazilian Supreme Court rendered a favorable decision in a case involving an unrelated taxpayer but applicable to Whirlpool and certain other companies, that exempts interest income received from the Brazilian government from income tax, resulting in a tax benefit of Embraco, prior period adjustments, and impact of tax law changes in the prior period.approximately $34 million. For the nine months ended September 30, 2020,2021, the decreaseincrease in tax expense from the prior period is due to higher overall earnings and related tax expense, on the sale of Embraco, prior period adjustments, partially offset by valuation allowance releases in the prior period.tax effect of divestitures, audits and settlements and legal entity restructuring.
For additional information, see Note 13 to the Consolidated Condensed Financial Statements.
Other Information
Goodwill and Indefinite-Lived Intangible Assets

Our Critical Accounting Policies and Estimates for goodwill and other indefinite-lifeindefinite-lived intangibles are disclosed in Note 1 to the Consolidated Financial Statements and in Management's Discussion and Analysis of our annual report on Form 10-K for the fiscal year ended December 31, 2019.2020.

We continue to monitor the significant global economic uncertainty as a result of COVID-19 to assess the outlook for demand for our products and the impact on our business and our overall financial performance. Our EMEA reporting unit and our Indesit, Hotpoint*, Maytagand MaytagJennAir trademarks continue to be at risk and none of our other reporting units or indefinite-lived intangible assets are presently at risk for future impairment.
For additional information, see Note 1 to the Consolidated Condensed Financial Statements.
*Whirlpool ownership of the Hotpoint brand in EMEA and Asia Pacific regions is not affiliated with the Hotpoint brand sold in the Americas.

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FINANCIAL CONDITION AND LIQUIDITY
Background
Our objective is to finance our business through operating cash flow and the appropriate mix of long-term and short-term debt. By diversifying the maturity structure, we avoid concentrations of debt, reducing liquidity risk. We have varying needs for short-term working capital financing as a result of the nature of our business. We regularly review our capital structure and liquidity priorities, which include funding the business through capital and engineering spending to support innovation and productivity initiatives, funding our pension plan andservicing the term debt liabilities, providing return to shareholders, and funding potential acquisitions.
*The Company believes that adjusted free cash flow provides stockholders with a relevant measure of liquidity and a useful basis for assessing Whirlpool's ability to fund its activities and obligations. Whirlpool ownership of the Hotpoint brandhas historically been able to leverage its strong adjusted free cash flow generation to fund our operations, pay for any debt servicing costs and allocate capital for reinvestment in EMEAour business, funding share repurchases and Asia Pacific regions is not affiliated with the Hotpoint brand sold in the Americas.

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dividend payments.
Our short-term potential uses of liquidity include funding our business operations, ongoing capital spending, restructuring activities, payments of short and long-term debt and returns to shareholders. We currently have $298 million of long-term debt maturing in the next twelve months.
We monitor the credit ratings and market indicators of credit risk of our lending, depository, derivative counterparty banks, and customers regularly, and take certain actions to manage credit risk. We diversify our deposits and investments in short-term cash equivalents to limit the concentration of exposure by counterparty.

COVID-19 pandemic

The COVID-19 pandemic has resulted increated significant uncertaintyvolatility in the macroeconomic environment and disruptions in global financial markets. We believe we have a strong financial position and the liquidity required to withstand economic uncertainty during this volatile period in consideration of the following:
Solid investment grade credit rating
No bond maturities for the remainder of 2020; $300 million due in June 2021
Ample buffers in our financial covenants to withstand additional debt or reduction to equity
$3.52.9 billion of cash and cash equivalents at September 30, 20202021 with $2.5$3.7 billion remaining on our committed credit facilities
Completed $500 million 30-year senior notes offering in May 2020Strong working capital management
Focused cost takeout including significant global restructuringand price/mix actions
Strong working capital management helped offset raw material inflation, delivering strong margin profile

Cash and cash equivalents
The Company had cash and cash equivalents of approximately $3.5$2.9 billion at September 30, 2020, approximately half2021, the majority of which was held in subsidiariesthe United States. For cash in foreign countries. For each of its foreign subsidiaries, the Company makes an assertion regarding the amount of earnings intended for permanent reinvestment, with the balance available to be repatriated to the United States. The cash held by foreign subsidiaries for permanent reinvestment is generally used to finance the subsidiaries' operational activities and expected future foreign investments. Our intent is to permanently reinvest these funds outside of the United States and our current plans do not demonstrate a need to repatriate the cash to fund our U.S. operations. However, if these funds were repatriated, we would be required to accrue and pay applicable United States taxes (if any) and withholding taxes payable to various countries. It is not practicable to estimate the amount of the deferred tax liability associated with the repatriation of cash due to the complexity of its hypothetical calculation.
At September 30, 2020,2021, we had cash or cash equivalents greater than 1% of our consolidated assets in the United States (8.7%(8.0%), and Brazil (1.6%), China (1.5%), India (1.3%), Switzerland (1.2%), and Mexico (1.1%(1.9%). In addition, we did not have anyhad third-party accounts receivable outside of the United States greater than 1% of our consolidated assets in any single country outside of the United States.Italy and Brazil, which represented 1.3% and 1.2%, respectively. We continue to monitor general financial instability and uncertainty globally.

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Revolving credit facility and other committed credit facilities
The Company maintains a $3.5 billion revolving credit facility. There were no amounts borrowed on the facility during the nine months ended September 30, 2021. On March 13, 2020, we initiated a borrowing of approximately $2.2 billion under the revolving credit facility, for which a portion of the proceeds from the borrowing were used to fund commercial paper repayment. Wewas fully repaid $500 million of this revolving credit facility borrowing with the proceeds from our May 2020 Notes offering. We repaid an additional $500 million of this revolving credit facility borrowing by drawing on the full amount of our 364-Day Facility.December 31, 2020.
We were in compliance with both our debt to capitalization ratio and interest coverage ratio under the revolving credit facilitiesfacility as of September 30, 2020.2021. We intend to repay $1.7 billion of outstanding short term debt by fiscal year end. We are closely monitoringmonitor our ability to meet these covenants in future periods and expect to continue to be in compliance.


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At September 30, 2020,2021, we had aggregate borrowing capacity of approximately $2.5$3.7 billion on our committed credit facilities, consisting of $2.3$3.5 billion under the Amended Long-Term Facility and approximately $191$197 million under our committed credit facilities in Brazil and India.
Notes payable
Notes payable consists of short-term borrowings payable to banks and commercial paper, which are generally used to fund working capital requirements. At September 30, 2020,2021, we have $1.7 billion ofno notes payable under the revolving credit facilities which is expected to be repaid in the next twelve months.facility. For additional information, see Note 6 to the Consolidated Condensed Financial Statements.
Trade customers
We continue to review customer conditions globally. In light of the COVID-19 pandemic, there is a heightened risk of trade customer financial restructuring or insolvency situations and increases in our accounts receivable balances with these trade customers. While there was not aWe had no material effect from these eventscustomer insolvencies during the three months ended September 30, 2020,2021, nor do we have immediate visibility into thosecustomer insolvency situations materializing in the future, wefuture. We continue to monitor these situations and take appropriate risk mitigation steps in light of the current environment.
At September 30, 2020, we had 173 million Brazilian reais (approximately $31 million at September 30, 2020) in short and long-term receivables due to us from Maquina de Vendas S.A. In 2018, as part of their extrajudicial recovery plan, we agreed to receive payment of our outstanding receivable, plus interest, over eight years under a tiered payment schedule. During the third quarter, we received insurance proceeds of 129 million Brazilian reais (approximately $23 million at September 30, 2020) related to this matter. After consideration of the allowance for expected credit losses, we do not expect this matter to have a material impact on financial results in future periods.
In the past, when faced with a potential volume reduction from any one particular segment of our trade distribution network, we generally have been able to offset such declines through increased sales throughout our broad distribution network. 
For additional information on guarantees, see Note 7 to the Consolidated Condensed Financial Statements.
Share Repurchase Program
For additional information about our share repurchase program, see Note 11 to the Consolidated Condensed Financial Statements.
Sources and Uses of Cash
The following table summarizes the net increase (decrease) in cash, cash equivalents and restricted cash for the periods presented:
Nine Months Ended September 30,Nine Months Ended September 30,
Millions of dollarsMillions of dollars20202019Millions of dollars20212020
Cash provided by (used in):Cash provided by (used in):Cash provided by (used in):
Operating activitiesOperating activities$407 $(566)Operating activities$1,294 $407 
Investing activitiesInvesting activities(224)723 Investing activities(446)(224)
Financing activitiesFinancing activities1,531 (641)Financing activities(856)1,531 
Effect of exchange rate changesEffect of exchange rate changes(125)(55)Effect of exchange rate changes(51)(125)
Net change in cash, cash equivalents and restricted cashNet change in cash, cash equivalents and restricted cash$1,589 $(539)Net change in cash, cash equivalents and restricted cash$(59)$1,589 

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Cash Flows from Operating Activities
Cash provided by operating activities during the nine months ended September 30, 20202021 increased compared to the same period in 2019, which2020. The increase was primarily reflects the impact of changesdriven by higher cash earnings, a decrease in promotional spend, and improved working capital. The working capital including lowerimprovement was driven by increased accounts payable driven by higher costs and our ongoing accounts receivable and credit management actions, partially offset by increased inventory due to reduced seasonal inventory build due tohigher input costs and demand driven production and supply constraints, gains related to prior year Brazil ICMS tax cases, and restructuring, partially offset by reduced promotional activity and focused cost control in response to COVID-19.

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increases.
The timing of cash flows from operations varies significantly throughout the year primarily due to changes in production levels, sales patterns, promotional programs, funding requirements, credit management, as well as receivable and payment terms. Depending on the timing of cash flows, the location of cash balances, as well as the liquidity requirements of each country, external sources of funding are used to support working capital requirements.
Cash Flows from Investing Activities
Cash used in investing activities during the nine months ended September 30, 2020 decreased compared2021 includes a decrease of $393 million due to divestitures, representing cash and cash equivalents held in Whirlpool China and the same periodTurkey subsidiary, and the net impact of the acquisition of Elica PB India. The increase in 2019, which is primarilycash used in investing activities was partially offset by proceeds of approximately $193 million for the sale of majority shareholding in Whirlpool China and approximately $93 million for the sale of the Embraco business duringTurkey subsidiary.
For additional information, see Note 15 to the prior period, slightly offset by lower capital expenditures year over year due to capital reduction actions during the COVID-19 disruption.Consolidated Condensed Financial Statements.
Cash Flows from Financing Activities
Cash provided by financing activities during the nine months ended September 30, 2020 increased compared to the same period in 2019, which primarily reflects the following:
Proceeds from borrowings under our revolving credit facilities of $1.7 billion offset by lower commercial paper borrowing (increase of approximately $0.7 billion);
Repayments of long-term debt includes the repayment of the €500 million (approximately $565 million at repayment) senior notes in March 2020 compared to the repayments of $250 million in senior notes and the €600 million (approximately $673 million at repayment) Whirlpool EMEA Finance Term Loan in the prior period (increase of approximately $360 million);
Proceeds from borrowings of long-term debt includes the €500 million (approximately $540 million as of February 2020) senior notes offering in February 2020, the $500 million senior notes offering in May 2020 versus the $700 million senior notes offering in the prior period (increase of approximately $340 million); and
Higher stock repurchases in 2020 compared to 2019 under our share repurchase program (increase of approximately $20 million). All 2020 share repurchases occurred in Q1.
Dividends paidused in financing activities during the nine months ended September 30, 2020 was comparable2021 increased by $2.4 billion compared to the same period in 2019.2020, which primarily reflects reduced borrowings of long-term debt, a reduction on short-term borrowing and increased share repurchases compared to the same prior-year period.
Financing Arrangements
The Company had total committed credit facilities of approximately $4.2$3.7 billion at September 30, 2020.2021. These facilities are geographically reflective of the Company's global operations. The Company believes theseis confident that the committed credit facilities are sufficient to support its global operations and, together with other liquidity tools, to navigate through the macroeconomic uncertainty related to the COVID-19 pandemic. We had $900 million and €700 million (approximately $820 million as of September 30, 2020) outstanding under the committed credit facilities at September 30, 2020.operations. We had no borrowings outstanding under the committed credit facilities at September 30, 2021 or December 31, 2019.2020. The Company did not renew a prior $500 million COVID-19 related short term facility, which matured on its original expiration date in April 2021.
For additional information about our financing arrangements, see Note 6 to the Consolidated Condensed Financial Statements.
Embraco Sale Transaction
On April 24, 2018, we and certain of our subsidiaries entered into a purchase agreement with Nidec Corporation, a leading manufacturer of electric motors incorporated under the laws of Japan, to sell our Embraco business unit (the "Transaction").
On June 26, 2019, Whirlpool and Nidec received the European Commission's final approval of the Transaction, and the parties closed the Transaction on July 1, 2019. At closing, pursuant to the purchase agreement and a subsequent agreement memorializing the purchase price adjustment, the Company received $1.1 billion inclusive of anticipated cash on hand at the time of closing, with final purchase price amounts subject to working capital and other customary post-closing adjustments. These adjustments have been finalized with a $7 million gain recorded

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to final purchase price amounts in the third quarter of 2020. Whirlpool has agreed to retain certain liabilities relating to tax, environmental, labor and products following closing of the Transaction.
On August 9, 2019, the Company repaid $1.0 billion pursuant to the Company's April 23, 2018 Term Loan Agreement by and among the Company, Citibank, N.A., as Administrative Agent, JPMorgan Chase Bank, N.A. as Syndication Agent, and certain other financial institutions, representing full repayment of amounts borrowed under the term loan. As previously disclosed, the Company agreed to repay this outstanding term loan amount with the net cash proceeds received from the sale of Embraco.
Dividends
In October 2020,April 2021, our Board of Directors approved a 4.2%12.0% increase in our quarterly dividend on our common stock to $1.40 per share from $1.25 per share, from $1.20 per share.representing the 9th consecutive year of increased dividends.
Off-Balance Sheet Arrangements
In the ordinary course of business, we enter into agreements with financial institutions to issue bank guarantees, letters of credit, and surety bonds. These agreements are primarily associated with unresolved tax matters in Brazil, as is customary under local regulations, and other governmental obligations and debt agreements. At September 30, 2020,2021, we had approximately $342$343 million outstanding under these agreements.
For additional information about our off-balance sheet arrangements, see Notes 6 and 7 to the Consolidated Condensed Financial Statements.

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NON-GAAP FINANCIAL MEASURES
We supplement the reporting of our financial information determined under U.S. generally accepted accounting principles (GAAP) with certain non-GAAP financial measures, some of which we refer to as "ongoing" measures, including:
Earnings before interest and taxes (EBIT)
EBIT margin
Ongoing EBIT
Ongoing earnings per diluted share
Ongoing EBIT margin
Sales excluding foreign currency
Organic net sales (net sales excluding foreign currency and Embraco)
FreeAdjusted free cash flow
Non-GAAP measures exclude items that may not be indicative of, or are unrelated to, results from our ongoing operations and provide a better baseline for analyzing trends in our underlying businesses. EBIT margin is calculated by dividing EBIT by net sales. Ongoing EBIT margin is calculated by dividing ongoing EBIT by net sales. Sales excluding foreign currency is calculated by translating the current period net sales, in functional currency, to U.S. dollars using the prior-year period's exchange rate compared to the prior-year period net sales. Management believes that sales excluding foreign currency provides stockholders with a clearer basis to assess our results over time, excluding the impact of exchange rate fluctuations. Organic net sales is calculated by excluding prior period net sales from our divested Embraco business and foreign currency. Management believes that organic net sales provides stockholders with a clearer basis to assess our results over time, excluding the revenue impact from our divested compressor business and exchange rate fluctuations. We also disclose segment EBIT, which we define as operating profit less interest and sundry (income) expense and excluding restructuring costs, asset impairment charges and certain other items that management believes are not indicative of the region's ongoing performance, if any, as the financial metric used by the Company's Chief Operating Decision Maker to evaluate performance and allocate resources in accordance with ASC 280, Segment Reporting.

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We believe that these non-GAAP measures provide meaningful information to assist investors and stockholders in understanding our financial results and assessing our prospects for future performance, and reflect an additional way of viewing aspects of our operations that, when viewed with our GAAP financial measures, provide a more complete understanding of our business. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. These non-GAAP financial measures should not be considered in isolation or as a substitute for reported net sales, net earnings available to Whirlpool, net earnings as a percentage of net sales and cash provided by (used in) operating activities, the most directly comparable GAAP financial measures. We strongly encourage investors and stockholders to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure.

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Please refer to a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures below.
Total Whirlpool Organic Net Sales Reconciliation:
in millions


Three Months Ended September 30,
20202019Change
Net sales$5,291 $5,091 3.9 %
Less: Embraco net sales — 
Add-Back: currency157 — 
Organic net sales$5,448 $5,091 7.0 %
Ongoing Earnings Before Interest & Taxes (EBIT) Reconciliation:
in millions


Three Months EndedNine Months Ended
2021202020212020
Net earnings available to Whirlpool (1)
$471 $392 $1,485 $576 
Net earnings (loss) available to noncontrolling interests15 21 (14)
Income tax expense (benefit)100 141 353 231 
Interest expense44 51 134 142 
Earnings before interest & taxes$630 $585 $1,993 $935 
Restructuring expense (a)
7 63 35 186 
(Gain) loss on previously held equity interest (b)
(42)— (42)— 
(Gain) loss on sale and disposal of businesses (c)
13 (7)(107)(7)
Corrective action recovery (d)
 (13) (13)
Ongoing EBIT(2)
$608 $628 $1,879 $1,101 
Latin America Organic Net Sales Reconciliation:
in millions


Three Months Ended September 30,
20202019Change
Net sales$719 $632 13.7 %
Less: Embraco net sales — 
Add-Back: currency166 — 
Organic net sales$885 $632 40.0 %
Total Whirlpool Organic Net Sales Reconciliation:
in millions


Nine Months Ended September 30,
20202019Change
Net sales$13,658 $15,037 (9.2)%
Less: Embraco net sales (635)
Add-Back: currency413 — 
Organic net sales$14,071 $14,402 (2.3)%
Latin America Organic Net Sales Reconciliation:
in millions


Nine Months Ended September 30,
20202019Change
Net sales$1,771 $2,395 (26.1)%
Less: Embraco net sales (635)
Add-Back: currency350 — 
Organic net sales$2,121 $1,760 20.5 %

(1)
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Ongoing Earnings Before Interest & Taxes (EBIT) Reconciliation:
in millions


Three Months EndedNine Months Ended
2020201920202019
Net earnings available to Whirlpool (1)
$397 $358 $584 $896 
Net earnings (loss) available to noncontrolling interests1 (14)14 
Income tax expense (benefit)143 313 233 311 
Interest expense51 45 142 148 
Earnings before interest & taxes$592 $722 $945 $1,369 
Restructuring expense63 56 186 142 
Corrective action recovery(13)— (13)— 
Divestiture related transition costs (17) — 
Brazil indirect tax credit — — (180)
(Gain) loss on sale and disposal of businesses(7)(516)(7)(437)
Legacy product warranty and liability expense 119  131 
Ongoing EBIT(2)
$635 $364 $1,111 $1,025 
(1)Net earnings margin is approximately 7.5%8.6% and 4.3%9.2% for the three and nine months ended September 30, 2020 ,2021, respectively, compared to 7.0%7.4% and 6.0%4.2% in the same prior year periods.period. Net earnings margin is calculated by dividing net earnings (loss) available to Whirlpool by consolidated net sales for the three and nine months ended September 30, 20202021 and September 30, 2019,2020, respectively.
(2)Ongoing EBIT margin is approximately 12.0%11.1% and 8.1%11.6% for the three and nine months ended September 30, 2020,2021, respectively, compared to 7.2%11.9% and 6.8%8.1% in the same prior year periods.period. Ongoing EBIT margin is calculated by dividing Ongoing EBIT by consolidated net sales for the three and nine months ended September 30, 20202021 and September 30, 2019,2020, respectively.
The earnings per diluted share GAAP measure and ongoing measure for the third quarter of 2021 and 2020 are presented net of tax, while each adjustment is presented on a pre-tax basis. Our third-quarter 2021 and 2020 GAAP tax rate was 17.1% and 26.4%., respectively. The aggregate income tax impact of the taxable components of each adjustment is presented in the income tax impact line item at our third-quarter 2021 and 2020 adjusted tax rate (non-GAAP) of 25.0%. and 25.0%, respectively.
Three Months Ended September 30, 2020
Earnings per diluted share
Earnings per diluted share$6.27
Restructuring expense1.00
Corrective action recovery(0.20)
(Gain) loss on sale and disposal of businesses(0.10)
Income tax impact(0.17)
Normalized tax rate adjustment0.11
Ongoing earnings per diluted share$6.91
Earnings Per Diluted ShareThree Months Ended
20212020
Earnings per diluted share$7.51 $6.19 
Restructuring expense (a)
0.10 1.00 
(Gain) loss on previously held equity interest (b)
(0.50)— 
(Gain) loss on sale and disposal of businesses (c)
0.21 (0.10)
Corrective action recovery (d)
 (0.20)
Income tax impact0.05 (0.17)
Normalized tax rate adjustment (e)
(0.69)0.11 
Ongoing earnings per diluted share$6.68 $6.83 
The earnings per diluted share GAAP measure and ongoing measure for the third quarter of 2019 are presented net of tax, while each adjustment is presented on a pre-tax basis. Our third-quarter GAAP tax rate was 46.3%. The aggregate income tax impact of the taxable components of each adjustment is presented in the income tax impact line item at our third-quarter adjusted tax rate (non-GAAP) of 17.5%.
Adjusted Free Cash Flow (FCF) Reconciliation:
in millions
Nine Months Ended
20212020
Cash provided by (used in) operating activities$1,294 $407 
Capital expenditures(306)(251)
Proceeds from sale of assets and business299 27 
Change in restricted cash9 (13)
Adjusted free cash flow$1,296 $170 
Cash provided by (used in) investing activities$(446)$(224)
Cash provided by (used in) financing activities(856)1,531 
Three Months Ended September 30, 2019

Earnings per diluted share
Earnings per diluted share$5.57 
Restructuring expense0.88 
Divestiture related transition costs(0.27)
(Gain) loss on sale and disposal of businesses(8.03)
Legacy product warranty and liability expense1.85 
Income tax impact0.97 
Normalized tax rate adjustment2.99 
Ongoing earnings per diluted share$3.97 

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Free Cash Flow (FCF) Reconciliation:
in millions
Nine Months Ended
20202019
Cash used in operating activities(1)
$407 $(566)
Capital expenditures(251)(306)
Proceeds from sale of assets and business(2)
27 1,034 
Change in restricted cash (3)
(13)33 
Repayment of term loan (1,000)
Free cash flow$170 $(805)
Cash provided by (used in) investing activities$(224)$723 
Cash provided by (used in) financing activities1,531 (641)
Footnotes
(1)Cash used(a) Restructuring expense - In the third quarter of 2020, these costs were primarily related to actions that right-sized and reduced the fixed cost structure of our North America business and certain other centralized functions, attributable primarily to the macroeconomic uncertainties caused by COVID-19. In the third quarter of 2021, these costs were primarily related to actions that right-size and reduce the fixed cost structure of our EMEA business and other centralized functions.
(b) (Gain) loss on previously held equity interest - During the third quarter of 2021, Whirlpool Corporation acquired an additional 38% equity interest in Elica PB India Private Limited (Elica PB India) for $57 million, which resulted in a controlling equity ownership of approximately 87%. The previously held equity interest of 49% in Elica PB India was remeasured at fair value of $74 million on the acquisition date, which resulted in a gain of $42 million. This gain was recorded within Interest & sundry (income) expense during the third quarter.
(c) (Gain) loss on sale and disposal of businesses - On March 31, 2021, Galanz launched its partial tender offer for majority ownership of Whirlpool China. Our subsidiary tendered approximately 31% of Whirlpool China's outstanding shares in the tender offer, with the remainder representing a noncontrolling interest of approximately 20% in Whirlpool China. The transaction closed on May 6, 2021. In connection with the closing of the transaction, we received cash proceeds of $193 million and recognized a gain on sale of $284 million.
On May 17, 2021, our subsidiary entered into a share purchase agreement to sell its Turkish subsidiary to Arçelik. As part of the agreement, Arçelik will assume responsibility for operating activitiesthe manufacturing site in Manisa, Turkey, following closing. The transaction closed on June 30, 2021. In connection with the closing of the transaction, we received cash proceeds of $93 million and recognized a loss on sale of $164 million. During the third quarter of 2021, amounts for working capital and other customary post-closing adjustments were finalized and an additional $13 million loss related to the sale of business was recorded.
The net impact realized for gain on sale and disposal of businesses included in the income statement for the nine months ended September 30, 2021 is $105 million.
During the third quarter of 2019, included $136the Company reserved approximately $7 million of cash taxes paidfor an expected change in purchase price for the sale of the Embraco compressor business
(2)Proceeds frombusiness. Adjustments to the sale of assets and business for the nine months ended September 30, 2019 includes $1,011 million of net cash proceeds received to date for the salefinal purchase price were finalized as of the Embraco compressor business
(3)For additional information regarding restricted cash, see Note 3third quarter 2020, with no resulting change to the Consolidated Condensed Financial Statements.final purchase price, and the reserve was released and recognized as a gain during the quarter.
(d) Corrective action recovery - In Q3 2020, the Company recorded a benefit of $13 million related to a vendor recovery in our ongoing EMEA-produced washer corrective action.
FORWARD-LOOKING PERSPECTIVE
On March 24, 2020, Whirlpool withdrew its previously announced 2020 guidance for net sales, GAAP and(e) Normalized tax rate adjustment - During the third quarter of 2021, the Company calculated ongoing (non-GAAP) earnings per share ongoing EBIT margin, regional industry outlook, cash provided by operating activitiesusing an adjusted tax rate of 25.0% to reconcile to our anticipated full-year effective tax rate between 24.0% and free cash flow due to uncertainty around26.0%, which excludes the business impactgain on sale and disposal of businesses. During the COVID-19 pandemic. Based on the strength of our third quarter performanceof 2020, the Company calculated ongoing earnings per share using an adjusted tax rate of 25.0%, to reconcile to our anticipated full-year 2020 effective tax between 23.0% and confidence in our business, we are reinstating guidance for 2020, as further provided below.25.0%.


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FORWARD-LOOKING PERSPECTIVE
Earnings per diluted share presented below are net of tax, while each adjustment is presented on a pre-tax basis. The aggregate income tax impact of the taxable components of each adjustment is presented in the income tax impact line item at our anticipated 20202021 full-year adjusted tax rate between 23%24.0% and 25%26.0%. We currently estimate earnings per diluted share for 20202021 to be within the following ranges:
2020
Current Outlook
Estimated earnings per diluted share, for the year ending December 31, 2020$14.90$15.40
  Including:
     Restructuring expense$(4.74)
     Corrective action recovery$0.20
     (Gain) loss on sale and disposal of businesses$0.10
     Expected gain on assets(1)
$1.80
     Expected impact from benefits transaction$(0.79)
     Income tax impact$0.83
(1)Real estate portfolio optimization expected in the fourth quarter of 2020.
2021
Current Outlook
Estimated earnings per diluted share, for the year ending December 31, 2021~$27.80
  Including:
     Restructuring expense$(0.86)
     Gain (loss) on previously held equity interest$0.49
     Gain (loss) on sale and disposal of businesses$1.71
     Income tax impact$(0.34)
     Normalized tax rate adjustment$0.54
Industry Demand
     North America10%+
     EMEA2% - 4%
     Latin America2% - 4%
     Asia6% - 8%
For the full-year 2020,2021, we continue to expect to generate cash from operating activities of approximately $1.2$1.95 billion and adjusted free cash flow of approximately $900 million,$1.70 billion, including restructuring cash outlays of approximately $260$175 million and capital expenditures of approximately $475$600 million.






46



The table below reconciles projected 20202021 cash provided by operating activities determined in accordance with GAAP to adjusted free cash flow, a non-GAAP measure. Management believes that adjusted free cash flow provides stockholders with a relevant measure of liquidity and a useful basis for assessing Whirlpool's ability to fund its activities and obligations. There are limitations to using non-GAAP financial measures, including the difficulty associated with comparing companies that use similarly named non-GAAP measures whose calculations may differ from our calculations. We define adjusted free cash flow as cash provided by operating activities less capital expenditures and including proceeds from the sale of assets/businesses, and changes in restricted cash. For additional information regarding non-GAAP financial measures, see the Non-GAAP Financial Measures section of this Management's Discussion and Analysis.
Millions of dollars20202021
Current Outlook
Cash provided by (used in) operating activities (1)
~$1,2401,950
Capital expenditures, proceeds from sale of assets/businesses and changes in restricted cash340(250)
FreeAdjusted free cash flow~$9001,700
(1)Financial guidance on a GAAP basis for cash provided by (used in) financing activities and cash provided by (used in) investing activities has not been provided because in order to prepare any such estimate or projection, the company would need to rely on market factors and certain other conditions and assumptions that are outside of its control.

The projections above are based on many estimates and are inherently subject to change based on future decisions made by management and the Board of Directors of Whirlpool, and significant economic, competitive and other uncertainties and contingencies.
OTHER MATTERS
For additional information regarding certain of our loss contingencies/litigation, see Note 7 and Note 13 to the Consolidated Condensed Financial Statements.
Grenfell Tower
On June 23, 2017, London's Metropolitan Police Service released Unfavorable outcomes in these proceedings could have a statement that it had identified a Hotpoint–branded refrigerator as the initial source of the Grenfell Tower fire in West London. U.K. authorities are conducting investigations, including regarding the cause and spread of the fire. The model in question was manufactured by Indesit Company between 2006 and 2009, prior to Whirlpool's acquisition of Indesit in 2014. We are fully cooperating with the investigating authorities. Whirlpool was named as a defendant in a product liability suit in Pennsylvania federal court related to this matter. The federal court dismissed the case with prejudice in September 2020. This ruling remains subject to further review. As these matters are ongoing, we cannot speculate on their eventual outcomes or potential impactmaterial adverse effect on our financial statements; accordingly, we have not recordedstatements in any significant charges in 2019 or 2020. Additional claims may be filed related to this incident.particular reporting period.

48


Antidumping and Safeguard Petitions
As previously reported, Whirlpool filed petitions in 2011 and 2015 alleging that Samsung, LG and Electrolux violated U.S. and international trade laws by dumping large residential washers into the U.S. Those petitions resulted in orders imposing antidumping duties on certain large residential washers imported from South Korea, Mexico, and China, and countervailing duties on certain large residential washers from South Korea. These orders could be subject to administrative reviews and possible appeals. In March 2019, the order covering certain large residential washers from Mexico was extended for an additional five years, while the order covering certain large residential washers from South Korea was revoked.
Whirlpool also filed a safeguard petition in May 2017 to address our concerns that Samsung and LG arewere evading U.S. trade laws by moving production from countries covered by antidumping orders. A safeguard remedy went into effect in February 2018, implementing tariffs on finished large residential washers and certain covered parts for three years. In January 2021, the remedy was extended for two years until February 2023. During the thirdfourth year of the remedy, beginning February 7, 2020,2021, the remedy imposes a 16%15% tariff on the first 1.2 million large residential washing machineswashers imported into the United States ("under tariff")(under tariff) and a 40%35% tariff on such imports in excess of 1.2 million, and also imposes a 40%35% tariff on washer tub, drum, and cabinet imports in excess of 90,000 units. In January110,000. Consistent with modifications to the order approved in 2020, the President modified the safeguard order to allocate the 1.2 million under tariff is allocated by quarter during the third year of remedy (300,000 washing machineslarge residential washers per quarter), beginning in February 2020. The President maintains discretion to modify the remedy.. We cannot speculate on the modification's impact in future

47


quarters, which will depend on Samsung and LG's U.S. production capabilities and import plans. On August 3, 2020, Whirlpool filed a petition with the International Trade Commission seeking an extension of the safeguard remedy.
U.S. TariffsRaw Materials and Global Economy
The current domestic and international political environment including existing and potential changeshave contributed to U.S. policies related to global trade and tariffs, have resulted in uncertainty surrounding the future state of the global economy. TheWe have experienced raw material inflation in certain prior years based on the impact of previously-announced U.S. tariffs increased raw material costs during 2019 and 2020. We expect these and other tariffsglobal macroeconomic factors. Due to impact materialmany factors beyond our control, we expect to continue to be impacted by the following factors: global shortage of certain components, other supply chain constraints and freight costscost inflation, all of which could continue in future quarters, whichquarters. This could require us to modify our current business practices, and could have a material adverse effect on our financial statements in any particular reporting period.
Brexit
In 2016, the UK held a referendum, the outcome of which was an expressed public desire to exit the European Union (“Brexit”), which has resulted in greater uncertainty related to the free movement of goods, services, people and capital between the UK and the EU. On January 31, 2020, the UK officially exited the European Union and entered into a transition period to negotiate the final terms of Brexit. Many potential future impacts of Brexit remain unclear and could adversely impact certain areas of our business, including, but not limited to, an increase in duties and delays in the delivery of products, and adverse impacts to our suppliers and financing institutions. In order to mitigate the risks associated with Brexit, we are preparing for potential adverse impacts by collaborating across Company functions and working with external partners to develop and revise the necessary contingency plans.

48


ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes to our exposures to market risk since December 31, 2019.2020.
ITEM 4.CONTROLS AND PROCEDURES
(a)Evaluation of disclosure controls and procedures
Prior to filing this report, we completed an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934) as of September 30, 2020.2021. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of September 30, 2020.2021.
(b)Changes in internal control over financial reporting
There were no changes in our internal control over financial reporting that occurred during the most recent quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

49


PART II. OTHER INFORMATION
ITEM 1.LEGAL PROCEEDINGS
Information with respect to legal proceedings can be found under the heading "Commitments and Contingencies" in Note 7 and “Other Income Tax Matters” in Note 13 to the Consolidated Condensed Financial Statements contained in Part I, Item 1 of this report.
ITEM 1A.RISK FACTORS
There have been no material changes in our risk factors from those disclosed in Part I, Item 1A to our Annual Report on Form 10-K for the fiscal year ended December 31, 2019,2020, other than as updated in our subsequent quarterly reports on Form 10–Q, including set forth below.
OPERATIONAL RISKS
The ability of suppliers to deliver parts, components and manufacturing equipment to our manufacturing facilities, and our ability to manufacture without disruption, could affect our global business performance.
We use a wide range of materials and components in the global production of our products, which come from numerous suppliers around the world. Because not all of our business arrangements provide for guaranteed supply and some key parts may be available only from a single supplier or a limited group of suppliers, we are subject to supply and pricing risk. In addition, certain proprietary component parts used in some of our products are provided by single-source unaffiliated third-party suppliers. We would be unable to obtain these proprietary components for an indeterminate period of time if these single-source suppliers were to cease or interrupt production or otherwise fail to supply these components to us, which could adversely affect our product sales and operating results. Our operations and those of our suppliers are subject to disruption for a variety of reasons, including COVID-19-related supplier plant shutdowns or slowdowns, transportation delays, work stoppages, labor relations, governmental regulatory and enforcement actions, intellectual property claims against suppliers, disputes with suppliers, distributors or transportation providers, financial conditionissues such as supplier bankruptcy, information technology failures, and results of operations have been and are expectedhazards such as fire, earthquakes, flooding, or other natural disasters. For example, we expect to continue to be adversely affectedimpacted by the ongoing COVID-19 outbreak.

We are closely monitoring the impact of the global COVID-19 pandemic on all aspects of our operations and regions, including the effect on our consumers, employees, trade customers, suppliers and distribution channels. The pandemic has created significant business disruption and economic uncertainty which has adversely impacted our manufacturing operations,following supply chain distribution channelsissues, due to factors largely beyond our control: a global shortage of certain components, a strain on raw materials and demandcost inflation, all of which could escalate in future quarters. Insurance for our products.There remains significant uncertainty regarding the severitycertain disruptions may not be available, affordable or adequate. The effects of climate change, including extreme weather events, long-term changes in temperature levels and duration of the pandemic and its impact on our business, including the severity of a “second wave” or other additional periods of increases or spikeswater availability may exacerbate these risks. Such disruption has in the number of COVID-19 cases in areas in which we operate. The adverse impact of the pandemic is expected to continue and may materially affect our financial statements in future periods.

The impacts of the pandemic include, but are not limited to, the following:
Production shutdowns and slowdowns, in individual or collective groups of factories in impacted countries, which havepast and could in the future result in increased costs and decreased efficiency, and which have and could impactinterrupt our ability to respond to rapid changes in demand;
Lack of availability of component materials in our supply chain and an increase in raw material and component costs;
Recent and potential future reductions in trade customer sales volume, potential trade customer financial restructuring or insolvency, and increases in accounts receivable balances with our trade customer base;
Potential future impairment in value of our tangible or intangible assets could be recorded as a result of weaker economic conditions;
Significantmanufacture certain products. Any significant disruption of global financial markets, which could have a negative impact on our ability to access capital in the future, and which has, together with operational impacts noted above, necessitated certain recent liquidity creation and preservation actions as a precautionary measure;
Fluctuations in forecasted earnings before tax and corresponding volatility in our effective tax rate;
Uncertainty with respect to the application of recently enacted economic stimulus legislation in the U.S. and abroad, including uncertainty regarding impacts to our current global tax positions and future tax planning;
Operational risk, including but not limited to data privacy and cybersecurity incidents, as a result of extended salaried workforce remote work arrangements, and operational delays as a result of recent and potential future salaried employee furlough and collective vacation actions in certain countries, and restrictions on employee travel;
Operational disruption if key employees terminate their employment or become ill, as well as diversion of our management team's attention from non-COVID-19 related matters;
Potential investigations, legal claims or litigation against us for actions we have taken or may take, or decisions we have made or may make, as a consequence of the pandemic; and

50


Potential delays in resolving pending legal matters as a result of court, administrative and other closures and delays in many of our regions.

Our existing insurance coverages may not respond to some of these impacts. In addition, we cannot predict the impact that COVID-19 will have on our trade customers, suppliers, consumers, and each of their financial conditions; however, any material effect on these parties could adversely impact us. The impact of COVID-19 may also exacerbate other risks discussed in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2019, any of which could have a material adverse effectimpact on our financial statements.
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
On July 25, 2017, our Board of Directors authorized a share repurchase program of up to $2 billion. As of September 30, 2021, there were no remaining funds available under this program. On April 19, 2021, our Board of Directors authorized an additional share repurchase program of up to $2 billion,. which has no expiration date. At September 30, 2021, there were approximately $1.9 billion in remaining funds authorized under this program. During the nine months ended September 30, 2020,2021, we repurchased 902,000approximately 3.0 million shares under thisthese share repurchase programprograms at an aggregate price of approximately $121$641 million all of which repurchases occurred in the first quarter of 2020. At September 30, 2020, there were approximately $531 million in remaining funds authorized under this program.

50


The following table summarizes repurchases of Whirlpool's common stock in the three months ended September 30, 2020:2021:
Period (Millions of dollars, except number and price per share)Total Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares that May Yet Be Purchased Under the Plans
July 1, 2020 through July 31, 2020— $— — $531 
August 1, 2020 through August 31, 2020— — — 531 
September 1, 2020 through September 30, 2020— — — 531 
     Total— — 
Period (Millions of dollars, except number and price per share)Total Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares that May Yet Be Purchased Under the Plans
July 1, 2021 through July 31, 2021191,356 $219.46 191,356 $2,289 
August 1, 2021 through August 31, 2021680,567 225.52 680,567 2,136 
September 1, 2021 through September 30, 20211,115,456 220.30 1,115,456 1,890 
     Total1,987,379 $222.01 1,987,379 
Share repurchases are made from time to time on the open market as conditions warrant. Given the level of uncertainty surrounding the COVID-19 pandemic, beginning with the second quarter of 2020 we temporarily suspended our share repurchase program to protect liquidity. The program doesprograms do not obligate us to repurchase any of our shares and it hashave no expiration date.
ITEM 3.DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4.MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5.OTHER INFORMATION
None.

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ITEM 6.EXHIBITS
Exhibit 31.1
Exhibit 31.2
Exhibit 32.1
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
Exhibit 104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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SIGNATURES
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.
WHIRLPOOL CORPORATION
(Registrant)
By:/s/ JAMES W. PETERS
Name:James W. Peters
Title:Executive Vice President
and Chief Financial Officer
Date:October 22, 20202021

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