false--12-29Q320190000200406100000000248000000227000000110000000033000000002000000000.902.640.952.801.001.0043200000004320000000311984300031198430000.002500.006500.011500.016500.01650.01950.02050.02250.02450.02450.026250.0290.02950.033750.0340.0350.03550.03550.036250.03700.03750.043750.04500.04500.04850.04950.05500.05850.05950.06730.0695440000000044000000004400000000440000000026000000140000009000000480000001040000007900000094000000500000005200000015500000034000000690000001100000000457519000488882000 0000200406 jnj:ZYTIGAMember us-gaap:NonUsMember jnj:PharmaceuticalMember jnj:OncologyMember 2018-12-31 2019-09-29UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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☑ | ☑ | | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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for the quarterly period ended SeptemberMarch 29, 20192020
or
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☐ | ☐ | | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to |
Commission file number 1-3215
Johnson && Johnson
(Exact name of registrant as specified in its charter)
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New Jersey | | 22-1024240 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
One Johnson && Johnson Plaza
New Brunswick, New Jersey08933
(Address of principal executive offices)
Registrant’sRegistrant’s telephone number, including area code (732) (732) 524-0400
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 ☐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 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☑☑ Yes ☐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“large accelerated filer,” “accelerated” “accelerated filer,” “smaller” “smaller reporting company,”” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
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| Large accelerated filer | ☑☑ | Accelerated filer | ☐☐ |
| Non-accelerated filer | ☐☐ | Smaller reporting company | ☐☐ |
| Emerging growth company | ☐☐ | | |
If an emerging growth company, indicated 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
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT
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Title of each class | Trading Symbol | Name of each exchange on which registered |
Common Stock, Par Value $1.00 | JNJ | New York Stock Exchange |
4.75% Notes Due November 2019 | JNJ | New York Stock Exchange |
0.250% Notes Due January 2022 | JNJ | New York Stock Exchange |
0.650% Notes Due May 2024 | JNJ | New York Stock Exchange |
5.50% Notes Due November 2024 | JNJ | New York Stock Exchange |
1.150% Notes Due November 2028 | JNJ | New York Stock Exchange |
1.650% Notes Due May 2035 | JNJ | New York Stock Exchange |
Indicate the number of shares outstanding of each of the issuer’sissuer’s classes of common stock, as of the latest practicable date.
On OctoberApril 22, 2019, 2,631,872,3992020, 2,634,594,535 shares of Common Stock, $1.00 par value, were outstanding.
JOHNSON && JOHNSON AND SUBSIDIARIES
TABLE OF CONTENTS
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q and Johnson && Johnson's other publicly available documents contain ““forward-looking statements”” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Management and representatives of Johnson && Johnson and its subsidiaries (the Company) also may from time to time make forward-looking statements. Forward-looking statements do not relate strictly to historical or current facts and reflect management’smanagement’s assumptions, views, plans, objectives and projections about the future. Forward-looking statements may be identified by the use of words such as “plans,” “expects,” “will,” “anticipates,” “estimates,”“plans,” “expects,” “will,” “anticipates,” “estimates,” and other words of similar meaning in conjunction with, among other things: discussions of future operations, expected operating results, financial performance; impact of planned acquisitions and dispositions; impact and timing of restructuring initiatives including associated cost savings and other benefits; the Company's strategy for growth; product development activities; regulatory approvals; market position and expenditures.
Because forward-looking statements are based on current beliefs, expectations and assumptions regarding future events, they are subject to uncertainties, risks and changes that are difficult to predict and many of which are outside of the Company's control. Investors should realize that if underlying assumptions prove inaccurate, or known or unknown risks or uncertainties materialize, the Company’sCompany’s actual results and financial condition could vary materially from expectations and projections expressed or implied in its forward-looking statements. Investors are therefore cautioned not to rely on these forward-looking statements. Risks and uncertainties include, but are not limited to:
Risks Related to Product Development, Market Success and Competition
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• | Challenges and uncertainties inherent in innovation and development of new and improved products and technologies on which the Company’s continued growth and success depend, including uncertainty of clinical outcomes, additional analysis of existing clinical data, obtaining regulatory approvals, health plan coverage and customer access, and initial and continued commercial success; |
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• | Challenges to the Company’s ability to obtain and protect adequate patent and other intellectual property rights for new and existing products and technologies in the United States and other important markets; |
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• | The impact of patent expirations, typically followed by the introduction of competing biosimilars and generics and resulting revenue and market share losses; |
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• | Increasingly aggressive and frequent challenges to the Company’s patents by competitors and others seeking to launch competing generic, biosimilar or other products and increased receptivity of courts, the United States Patent and Trademark Office and other decision makers to such challenges, potentially resulting in loss of market exclusivity and rapid decline in sales for the relevant product sooner than expected; |
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• | Competition in research and development of new and improved products, processes and technologies, which can result in product and process obsolescence; |
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• | Competition to reach agreement with third parties for collaboration, licensing, development and marketing agreements for products and technologies; |
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• | Competition based on cost-effectiveness, product performance, technological advances and patents attained by competitors; and |
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• | Allegations that the Company’s products infringe the patents and other intellectual property rights of third parties, which could adversely affect the Company’s ability to sell the products in question and require the payment of money damages and future royalties. |
Challenges and uncertainties inherent in innovation and development of new and improved products and technologies on which the Company’s continued growth and success depend, including uncertainty of clinical outcomes, additional analysis of existing clinical data, obtaining regulatory approvals, health plan coverage and customer access, and initial and continued commercial success;
Challenges to the Company’s ability to obtain and protect adequate patent and other intellectual property rights for new and existing products and technologies in the United States and other important markets;
The impact of patent expirations, typically followed by the introduction of competing biosimilars and generics and resulting revenue and market share losses;
Increasingly aggressive and frequent challenges to the Company’s patents by competitors and others seeking to launch competing generic, biosimilar or other products and increased receptivity of courts, the United States Patent and Trademark Office and other decision makers to such challenges, potentially resulting in loss of market exclusivity and rapid decline in sales for the relevant product sooner than expected;
Competition in research and development of new and improved products, processes and technologies, which can result in product and process obsolescence;
Competition to reach agreement with third parties for collaboration, licensing, development and marketing agreements for products and technologies;
Competition based on cost-effectiveness, product performance, technological advances and patents attained by competitors; and
Allegations that the Company’s products infringe the patents and other intellectual property rights of third parties, which could adversely affect the Company’s ability to sell the products in question and require the payment of money damages and future royalties.
Risks Related to Product Liability, Litigation and Regulatory Activity
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• | Product efficacy or safety concerns, whether or not based on scientific evidence, potentially resulting in product withdrawals, recalls, regulatory action on the part of the United States Food and Drug Administration (or international counterparts), declining sales, reputational damage, increased litigation expense and share price impact; |
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• | Impact, including declining sales and reputational damage, of significant litigation or government action adverse to the Company, including product liability claims and allegations related to pharmaceutical marketing practices and contracting strategies; |
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• | Impact of an adverse judgment or settlement and the adequacy of reserves related to legal proceedings, including patent litigation, product liability, personal injury claims, securities class actions, government investigations, employment and other legal proceedings; |
Product efficacy or safety concerns, whether or not based on scientific evidence, potentially resulting in product withdrawals, recalls, regulatory action on the part of the United States Food and Drug Administration (or international counterparts), declining sales, reputational damage, increased litigation expense and share price impact;
Impact, including declining sales and reputational damage, of significant litigation or government action adverse to the Company, including product liability claims and allegations related to pharmaceutical marketing practices and contracting strategies;
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• | Increased scrutiny of the health care industry by government agencies and state attorneys general resulting in investigations and prosecutions, which carry the risk of significant civil and criminal penalties, including, but not limited to, debarment from government business; |
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• | Failure to meet compliance obligations in the McNEIL-PPC, Inc. Consent Decree or any other compliance agreements with governments or government agencies, which could result in significant sanctions; |
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• | Potential changes to applicable laws and regulations affecting United States and international operations, including relating to: approval of new products; licensing and patent rights; sales and promotion of health care products; access to, and reimbursement and pricing for, health care products and services; environmental protection and sourcing of raw materials; |
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• | Compliance with local regulations and laws that may restrict the Company’s ability to manufacture or sell its products in relevant markets including, requirements to comply with medical device reporting regulations and other requirements such as the European Union's Medical Devices Regulation; |
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• | Changes in domestic and international tax laws and regulations, including changes related to The Tax Cuts and Jobs Act in the United States, the Federal Act on Tax Reform and AHV Financing in Switzerland, increasing audit scrutiny by tax authorities around the world and exposures to additional tax liabilities potentially in excess of existing reserves; and |
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• | Issuance of new or revised accounting standards by the Financial Accounting Standards Board and regulations by the Securities and Exchange Commission. |
Impact of an adverse judgment or settlement and the adequacy of reserves related to legal proceedings, including patent litigation, product liability, personal injury claims, securities class actions, government investigations, employment and other legal proceedings;
Increased scrutiny of the health care industry by government agencies and state attorneys general resulting in investigations and prosecutions, which carry the risk of significant civil and criminal penalties, including, but not limited to, debarment from government business;
Failure to meet compliance obligations in the McNEIL-PPC, Inc. Consent Decree or any other compliance agreements with governments or government agencies, which could result in significant sanctions;
Potential changes to applicable laws and regulations affecting United States and international operations, including relating to: approval of new products; licensing and patent rights; sales and promotion of health care products; access to, and reimbursement and pricing for, health care products and services; environmental protection and sourcing of raw materials;
Compliance with local regulations and laws that may restrict the Company’s ability to manufacture or sell its products in relevant markets including, requirements to comply with medical device reporting regulations and other requirements such as the European Union's Medical Devices Regulation;
Changes in domestic and international tax laws and regulations, including changes related to The Tax Cuts and Jobs Act in the United States, the Federal Act on Tax Reform and AHV Financing in Switzerland, increasing audit scrutiny by tax authorities around the world and exposures to additional tax liabilities potentially in excess of existing reserves; and
Issuance of new or revised accounting standards by the Financial Accounting Standards Board and regulations by the Securities and Exchange Commission.
Risks Related to the Company’sCompany’s Strategic Initiatives and Health CareHealthcare Market Trends
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• | Pricing pressures resulting from trends toward health care cost containment, including the continued consolidation among health care providers and other market participants, trends toward managed care, the shift toward governments increasingly becoming the primary payers of health care expenses, significant new entrants to the health care markets seeking to reduce costs and government pressure on companies to voluntarily reduce costs and price increases; |
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• | Restricted spending patterns of individual, institutional and governmental purchasers of health care products and services due to economic hardship and budgetary constraints; |
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• | Challenges to the Company’s ability to realize its strategy for growth including through externally sourced innovations, such as development collaborations, strategic acquisitions, licensing and marketing agreements, and the potential heightened costs of any such external arrangements due to competitive pressures; |
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• | The potential that the expected strategic benefits and opportunities from any planned or completed acquisition or divestiture by the Company may not be realized or may take longer to realize than expected; and |
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• | The potential that the expected benefits and opportunities related to past and ongoing restructuring actions may not be realized or may take longer to realize than expected. |
Pricing pressures resulting from trends toward health care cost containment, including the continued consolidation among health care providers and other market participants, trends toward managed care, the shift toward governments increasingly becoming the primary payers of health care expenses, significant new entrants to the health care markets seeking to reduce costs and government pressure on companies to voluntarily reduce costs and price increases;
Restricted spending patterns of individual, institutional and governmental purchasers of health care products and services due to economic hardship and budgetary constraints;
Challenges to the Company’s ability to realize its strategy for growth including through externally sourced innovations, such as development collaborations, strategic acquisitions, licensing and marketing agreements, and the potential heightened costs of any such external arrangements due to competitive pressures;
The potential that the expected strategic benefits and opportunities from any planned or completed acquisition or divestiture by the Company may not be realized or may take longer to realize than expected; and
The potential that the expected benefits and opportunities related to past and ongoing restructuring actions may not be realized or may take longer to realize than expected.
Risks Related to Economic Conditions, Financial Markets and Operating Internationally
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• | The risks associated with global operations, including the impact of global public health crises and pandemics, such as the outbreak of the novel coronavirus (COVID-19), on the Company and its customers and suppliers, including foreign governments in countries in which the Company operates. |
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• | Impact of inflation and fluctuations in interest rates and currency exchange rates and the potential effect of such fluctuations on revenues, expenses and resulting margins; |
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• | Potential changes in export/import and trade laws, regulations and policies of the United States and other countries, including any increased trade restrictions or tariffs and potential drug reimportation legislation; |
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• | The impact on international operations from financial instability in international economies, sovereign risk, possible imposition of governmental controls and restrictive economic policies, and unstable international governments and legal systems; |
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• | Changes to global climate, extreme weather and natural disasters that could affect demand for the Company's products and services, cause disruptions in manufacturing and distribution networks, alter the availability of goods and services within the supply chain, and affect the overall design and integrity of the Company's products and operations; |
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• | The impact of armed conflicts and terrorist attacks in the United States and other parts of the world including social and economic disruptions and instability of financial and other markets; and |
Market conditions and the possibility that the Company’s share repurchase program may be delayed, suspended or discontinued;
Impact of inflation and fluctuations in interest rates and currency exchange rates and the potential effect of such fluctuations on revenues, expenses and resulting margins;
Potential changes in export/import and trade laws, regulations and policies of the United States and other countries, including any increased trade restrictions or tariffs and potential drug reimportation legislation;
The impact on international operations from financial instability in international economies, sovereign risk, possible imposition of governmental controls and restrictive economic policies, and unstable international governments and legal systems;
Changes to global climate, extreme weather and natural disasters that could affect demand for the Company's products and services, cause disruptions in manufacturing and distribution networks, alter the availability of goods and services within the supply chain, and affect the overall design and integrity of the Company's products and operations; and
The impact of armed conflicts and terrorist attacks in the United States and other parts of the world including social and economic disruptions and instability of financial and other markets.
Risks Related to Supply Chain and Operations
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• | Difficulties and delays in manufacturing, internally through third party providers or otherwise within the supply chain, that may lead to voluntary or involuntary business interruptions or shutdowns, product shortages, withdrawals or suspensions of products from the market, and potential regulatory action; |
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• | Interruptions and breaches of the Company's information technology systems or those of the Company's vendors which, could result in reputational, competitive, operational or other business harm as well as financial costs and regulatory action; |
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• | Reliance on global supply chains and production and distribution processes that are complex and subject to increasing regulatory requirements that may adversely affect supply, sourcing and pricing of materials used in the Company’s products; and |
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• | The potential that the expected benefits and opportunities related to restructuring actions contemplated for the global supply chain, including the Company's transaction with Jabil Inc., may not be realized or may take longer to realize than expected, including due to any required approvals from applicable regulatory authorities. Disruptions associated with the announced global supply chain actions may adversely affect supply and sourcing of materials used in the Company's products. |
Difficulties and delays in manufacturing, internally through third party providers or otherwise within the supply chain, that may lead to voluntary or involuntary business interruptions or shutdowns, product shortages, withdrawals or suspensions of products from the market, and potential regulatory action;
Interruptions and breaches of the Company's information technology systems or those of the Company's vendors which, could result in reputational, competitive, operational or other business harm as well as financial costs and regulatory action;
Reliance on global supply chains and production and distribution processes that are complex and subject to increasing regulatory requirements that may adversely affect supply, sourcing and pricing of materials used in the Company’s products; and
The potential that the expected benefits and opportunities related to restructuring actions contemplated for the global supply chain may not be realized or may take longer to realize than expected, including due to any required approvals from applicable regulatory authorities. Disruptions associated with the announced global supply chain actions may adversely affect supply and sourcing of materials used in the Company's products.
Investors also should carefully read the Risk Factors described in Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2018,29, 2019, for a description of certain risks that could, among other things, cause the Company’sCompany’s actual results to differ materially from those expressed in its forward-looking statements. Investors should understand that it is not possible to predict or identify all such factors and should not consider the risks described above to be a complete statement of all potential risks and uncertainties. The Company does not undertake to publicly update any forward-looking statement that may be made from time to time, whether as a result of new information or future events or developments.
Part I —— FINANCIAL INFORMATION
Item 1 —— FINANCIAL STATEMENTS
JOHNSON && JOHNSON AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited; Dollars in Millions Except Share and Per Share Data)
| | | | September 29, 2019 | | December 30, 2018 | | March 29, 2020 | | December 29, 2019 |
ASSETS | ASSETS | ASSETS |
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 16,249 |
| | 18,107 |
| | $ | 15,530 |
| | 17,305 |
|
Marketable securities | | 1,696 |
| | 1,580 |
| | 2,494 |
| | 1,982 |
|
Accounts receivable, trade, less allowances for doubtful accounts $227 (2018, $248) | | 14,801 |
| | 14,098 |
| |
Accounts receivable, trade, less allowances for doubtful accounts and credit losses $234 (2019, $226) | | | 14,874 |
| | 14,481 |
|
Inventories (Note 2) | | 9,173 |
| | 8,599 |
| | 8,868 |
| | 9,020 |
|
Prepaid expenses and other | | 2,220 |
| | 2,699 |
| | 2,358 |
| | 2,392 |
|
Assets held for sale (Note 10) | | 194 |
| | 950 |
| | 102 |
| | 94 |
|
Total current assets | | 44,333 |
| | 46,033 |
| | 44,226 |
| | 45,274 |
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Property, plant and equipment at cost | | 42,625 |
| | 41,851 |
| | 43,247 |
| | 43,332 |
|
Less: accumulated depreciation | | (25,577 | ) | | (24,816 | ) | | (25,846 | ) | | (25,674 | ) |
Property, plant and equipment, net | | 17,048 |
| | 17,035 |
| | 17,401 |
| | 17,658 |
|
Intangible assets, net (Note 3) | | 47,846 |
| | 47,611 |
| | 47,338 |
| | 47,643 |
|
Goodwill (Note 3) | | 33,291 |
| | 30,453 |
| | 33,471 |
| | 33,639 |
|
Deferred taxes on income | | 7,696 |
| | 7,640 |
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Deferred taxes on income (Note 5) | | | 7,539 |
| | 7,819 |
|
Other assets | | 5,307 |
| | 4,182 |
| | 5,042 |
| | 5,695 |
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Total assets | | $ | 155,521 |
| | 152,954 |
| | $ | 155,017 |
| | 157,728 |
|
LIABILITIES AND SHAREHOLDERS’ EQUITY | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | LIABILITIES AND SHAREHOLDERS’ EQUITY |
Current liabilities: | | | | | | | | |
Loans and notes payable | | $ | 2,299 |
| | 2,796 |
| | $ | 2,190 |
| | 1,202 |
|
Accounts payable | | 7,491 |
| | 7,537 |
| | 7,411 |
| | 8,544 |
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Accrued liabilities | | 9,004 |
| | 7,601 |
| | 8,384 |
| | 9,715 |
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Accrued rebates, returns and promotions | | 10,977 |
| | 9,380 |
| | 11,608 |
| | 10,883 |
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Accrued compensation and employee related obligations | | 2,886 |
| | 3,098 |
| | 2,166 |
| | 3,354 |
|
Accrued taxes on income | | 2,505 |
| | 818 |
| |
Accrued taxes on income (Note 5) | | | 1,930 |
| | 2,266 |
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Total current liabilities | | 35,162 |
| | 31,230 |
| | 33,689 |
| | 35,964 |
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Long-term debt (Note 4) | | 26,919 |
| | 27,684 |
| | 25,393 |
| | 26,494 |
|
Deferred taxes on income | | 6,526 |
| | 7,506 |
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Employee related obligations | | 9,830 |
| | 9,951 |
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Long-term taxes payable | | 7,493 |
| | 8,242 |
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Deferred taxes on income (Note 5) | | | 5,766 |
| | 5,958 |
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Employee related obligations (Note 6) | | | 10,529 |
| | 10,663 |
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Long-term taxes payable (Note 5) | | | 7,402 |
| | 7,444 |
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Other liabilities | | 11,381 |
| | 8,589 |
| | 10,944 |
| | 11,734 |
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Total liabilities | | 97,311 |
| | 93,202 |
| | 93,723 |
| | 98,257 |
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Commitments and Contingencies (Note 11) | |
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|
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|
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Shareholders’ equity: | | | | | |
Common stock — par value $1.00 per share (authorized 4,320,000,000 shares; issued 3,119,843,000 shares) | | $ | 3,120 |
| | 3,120 |
| |
Shareholders’ equity: | | | | | |
Common stock — par value $1.00 per share (authorized 4,320,000,000 shares; issued 3,119,843,000 shares) | | | $ | 3,120 |
| | 3,120 |
|
Accumulated other comprehensive income (loss) (Note 7) | | (15,533 | ) | | (15,222 | ) | | (16,243 | ) | | (15,891 | ) |
Retained earnings | | 109,242 |
| | 106,216 |
| | 112,901 |
| | 110,659 |
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Less: common stock held in treasury, at cost (488,882,000 and 457,519,000 shares) | | 38,619 |
| | 34,362 |
| |
Total shareholders’ equity | | 58,210 |
| | 59,752 |
| |
Less: common stock held in treasury, at cost (487,451,000 and 487,336,000 shares) | | | 38,484 |
| | 38,417 |
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Total shareholders’ equity | | | 61,294 |
| | 59,471 |
|
Total liabilities and shareholders' equity | | $ | 155,521 |
| | 152,954 |
| | $ | 155,017 |
| | 157,728 |
|
See Notes to Consolidated Financial Statements
JOHNSON && JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited; Dollars && Shares in Millions Except Per Share Amounts)
| | | | Fiscal Third Quarter Ended | | Fiscal First Quarter Ended |
| | September 29, 2019 | | Percent to Sales | | September 30, 2018 | | Percent to Sales | | March 29, 2020 | | Percent to Sales | | March 31, 2019 | | Percent to Sales |
Sales to customers (Note 9) | | $ | 20,729 |
| | 100.0 | % | | $ | 20,348 |
| | 100.0 | % | | $ | 20,691 |
| | 100.0 | % | | $ | 20,021 |
| | 100.0 | % |
Cost of products sold | | 6,867 |
| | 33.1 |
| | 6,589 |
| | 32.4 |
| | 7,062 |
| | 34.1 |
| | 6,615 |
| | 33.0 |
|
Gross profit | | 13,862 |
| | 66.9 |
| | 13,759 |
| | 67.6 |
| | 13,629 |
| | 65.9 |
| | 13,406 |
| | 67.0 |
|
Selling, marketing and administrative expenses | | 5,374 |
| | 26.0 |
| | 5,543 |
| | 27.3 |
| | 5,203 |
| | 25.1 |
| | 5,219 |
| | 26.1 |
|
Research and development expense | | 2,599 |
| | 12.5 |
| | 2,508 |
| | 12.3 |
| | 2,580 |
| | 12.5 |
| | 2,858 |
| | 14.3 |
|
In-process research and development | | — |
| | — |
| | 1,126 |
| | 5.6 |
| | — |
| | — |
| | 890 |
| | 4.4 |
|
Interest income | | (89 | ) | | (0.4 | ) | | (175 | ) | | (0.9 | ) | | (67 | ) | | (0.3 | ) | | (99 | ) | | (0.5 | ) |
Interest expense, net of portion capitalized | | 48 |
| | 0.2 |
| | 243 |
| | 1.2 |
| | 25 |
| | 0.1 |
| | 102 |
| | 0.5 |
|
Other (income) expense, net | | 4,214 |
| | 20.3 |
| | 3 |
| | 0.0 |
| | (679 | ) | | (3.3 | ) | | (22 | ) | | (0.1 | ) |
Restructuring (Note 12) | | 69 |
| | 0.4 |
| | 88 |
| | 0.4 |
| | 58 |
| | 0.3 |
| | 36 |
| | 0.2 |
|
Earnings before provision for taxes on income | | 1,647 |
| | 7.9 |
| | 4,423 |
| | 21.7 |
| | 6,509 |
| | 31.5 |
| | 4,422 |
| | 22.1 |
|
Provision for (Benefit from) taxes on income (Note 5) | | (106 | ) | | (0.6 | ) | | 489 |
| | 2.4 |
| |
Provision for taxes on income (Note 5) | | | 713 |
| | 3.5 |
| | 673 |
| | 3.4 |
|
NET EARNINGS | | $ | 1,753 |
| | 8.5 | % | | $ | 3,934 |
| | 19.3 | % | | $ | 5,796 |
| | 28.0 | % | | $ | 3,749 |
| | 18.7 | % |
| | | | | | | | | | | | | | | | |
NET EARNINGS PER SHARE (Note 8) | | | | | | | | | | | | | | | | |
Basic | | $ | 0.67 |
| | | | $ | 1.47 |
| | | | $ | 2.20 |
| | | | $ | 1.41 |
| | |
Diluted | | $ | 0.66 |
| | | | $ | 1.44 |
| | | | $ | 2.17 |
| | | | $ | 1.39 |
| | |
| | | | | | | | | | | | | | | | |
AVG. SHARES OUTSTANDING | | | | | | | | | | | | | | | | |
Basic | | 2,635.2 |
| | | | 2,683.2 |
| | | | 2,633.7 |
| | | | 2,660.8 |
| | |
Diluted | | 2,669.9 |
| | | | 2,727.6 |
| | | | 2,671.0 |
| | | | 2,698.8 |
| | |
See Notes to Consolidated Financial Statements
JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited; Dollars & Shares in Millions Except Per Share Amounts)
|
| | | | | | | | | | | | | | |
| | | | | | | | |
| | Fiscal Nine Months Ended |
| | September 29, 2019 | | Percent to Sales | | September 30, 2018 | | Percent to Sales |
Sales to customers (Note 9) | | $ | 61,312 |
| | 100.0 | % | | $ | 61,187 |
| | 100.0 | % |
Cost of products sold | | 20,422 |
| | 33.3 |
| | 20,130 |
| | 32.9 |
|
Gross profit | | 40,890 |
| | 66.7 |
| | 41,057 |
| | 67.1 |
|
Selling, marketing and administrative expenses | | 16,139 |
| | 26.3 |
| | 16,549 |
| | 27.1 |
|
Research and development expense | | 8,123 |
| | 13.3 |
| | 7,551 |
| | 12.3 |
|
In-process research and development | | 890 |
| | 1.4 |
| | 1,126 |
| | 1.8 |
|
Interest income | | (276 | ) | | (0.5 | ) | | (415 | ) | | (0.6 | ) |
Interest expense, net of portion capitalized | | 233 |
| | 0.4 |
| | 755 |
| | 1.2 |
|
Other (income) expense, net | | 2,509 |
| | 4.1 |
| | 427 |
| | 0.7 |
|
Restructuring (Note 12) | | 162 |
| | 0.3 |
| | 187 |
| | 0.3 |
|
Earnings before provision for taxes on income | | 13,110 |
| | 21.4 |
| | 14,877 |
| | 24.3 |
|
Provision for taxes on income (Note 5) | | 2,001 |
| | 3.3 |
| | 2,622 |
| | 4.3 |
|
NET EARNINGS | | $ | 11,109 |
| | 18.1 | % | | $ | 12,255 |
| | 20.0 | % |
| | | | | | | | |
NET EARNINGS PER SHARE (Note 8) | | | | | | | | |
Basic | | $ | 4.19 |
| | | | $ | 4.57 |
| | |
Diluted | | $ | 4.13 |
| | | | $ | 4.49 |
| | |
| | | | | | | | |
AVG. SHARES OUTSTANDING | | | | | | | | |
Basic | | 2,649.5 |
| | | | 2,682.6 |
| | |
Diluted | | 2,688.1 |
| | | | 2,729.6 |
| | |
| | | | | | | | |
See Notes to Consolidated Financial Statements |
JOHNSON && JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited; Dollars in Millions)
| | | Fiscal Third Quarter Ended | | Fiscal Nine Months Ended | Fiscal First Quarter Ended | |
| September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | March 29, 2020 | | March 31, 2019 | |
Net earnings | $ | 1,753 |
| | 3,934 |
| | $ | 11,109 |
| | 12,255 |
| $ | 5,796 |
| | 3,749 |
| |
| | | | | | | | | | | |
Other comprehensive income (loss), net of tax | | | | | | | | | | | |
Foreign currency translation | (667 | ) | | (151 | ) | | (575 | ) | | (1,718 | ) | (1,519 | ) | | (258 | ) | |
| | | | | | | | | | | |
Securities: | | | | | | | | | | | |
Unrealized holding gain (loss) arising during period | — |
| | — |
| | 1 |
| | — |
| 2 |
| | — |
| |
Reclassifications to earnings | — |
| | (1 | ) | | — |
| | (1 | ) | — |
| | — |
| |
Net change | — |
| | (1 | ) | | 1 |
| | (1 | ) | 2 |
| | — |
| |
| | | | | | | | | | | |
Employee benefit plans: | | | | | | | | | | | |
Prior service cost amortization during period | (6 | ) | | (6 | ) | | (18 | ) | | (17 | ) | (6 | ) | | (7 | ) | |
Gain (loss) amortization during period | 142 |
| | 192 |
| | 460 |
| | 574 |
| 201 |
| | 176 |
| |
Net change | 136 |
| | 186 |
| | 442 |
| | 557 |
| 195 |
| | 169 |
| |
| | | | | | | | | | | |
Derivatives & hedges: | | | | | | | | |
Derivatives & hedges: | | | | | |
Unrealized gain (loss) arising during period | 1,922 |
| | 262 |
| | 1,706 |
| | 37 |
| 832 |
| | (302 | ) | |
Reclassifications to earnings | (1,955 | ) | | (166 | ) | | (1,885 | ) | | (91 | ) | 138 |
| | 96 |
| |
Net change | (33 | ) | | 96 |
| | (179 | ) | | (54 | ) | 970 |
| | (206 | ) | |
| | | | | | | | | | | |
Other comprehensive income (loss) | (564 | ) | | 130 |
| | (311 | ) | | (1,216 | ) | (352 | ) | | (295 | ) | |
| | | | | | | | | | | |
Comprehensive income | $ | 1,189 |
| | 4,064 |
| | $ | 10,798 |
| | 11,039 |
| $ | 5,444 |
| | 3,454 |
| |
| | | | | | | | | | | |
See Notes to Consolidated Financial Statements
|
|
The tax effects in other comprehensive income for the fiscal thirdfirst quarter were as follows for 20192020 and 2018,2019, respectively: Foreign Currency Translation: $94$46 million and $104$61 million; Securities: $1 million in 2020, Employee Benefit Plans: $34$56 million and $52$1 million; Derivatives && Hedges: $9$256 million and $26$55 million. |
|
The tax effects in other comprehensive income for the fiscal nine months were as follows for 2019 and 2018, respectively: Foreign Currency Translation: $50 million and $79 million; Employee Benefit Plans: $69 million and $155 million; Derivatives & Hedges: $48 million and $14 million. |
JOHNSON && JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
(Unaudited; Dollars in Millions)
Fiscal ThirdFirst Quarter Ended SeptemberMarch 29, 20192020
|
| | | | | | | | | | | | | | | |
| Total | | Retained Earnings | | Accumulated Other Comprehensive Income | | Common Stock Issued Amount | | Treasury Stock Amount |
Balance, June 30, 2019 | $ | 60,785 |
| | 109,809 |
| | (14,969 | ) | | 3,120 |
| | (37,175 | ) |
Net earnings | 1,753 |
| | 1,753 |
| | — |
| | — |
| | — |
|
Cash dividends paid ($0.95 per share) | (2,499 | ) | | (2,499 | ) | | — |
| | — |
| | — |
|
Employee compensation and stock option plans | 363 |
| | 179 |
| | — |
| | — |
| | 184 |
|
Repurchase of common stock | (1,628 | ) | | — |
| | — |
| | — |
| | (1,628 | ) |
Other comprehensive income (loss), net of tax | (564 | ) | | — |
| | (564 | ) | | — |
| | — |
|
Balance, September 29, 2019 | $ | 58,210 |
| | 109,242 |
| | (15,533 | ) | | 3,120 |
| | (38,619 | ) |
|
| | | | | | | | | | | | | | | |
| Total | | Retained Earnings | | Accumulated Other Comprehensive Income | | Common Stock Issued Amount | | Treasury Stock Amount |
Balance, December 29, 2019 | $ | 59,471 |
| | 110,659 |
| | (15,891 | ) | | 3,120 |
| | (38,417 | ) |
Net earnings | 5,796 |
| | 5,796 |
| | — |
| | — |
| | — |
|
Cash dividends paid ($0.95 per share) | (2,505 | ) | | (2,505 | ) | | — |
| | — |
| | — |
|
Employee compensation and stock option plans | 595 |
| | (1,049 | ) | | — |
| | — |
| | 1,644 |
|
Repurchase of common stock | (1,711 | ) | | — |
| | — |
| | — |
| | (1,711 | ) |
Other comprehensive income (loss), net of tax | (352 | ) | | — |
| | (352 | ) | | — |
| | — |
|
Balance, March 29, 2020 | $ | 61,294 |
| | 112,901 |
| | (16,243 | ) | | 3,120 |
| | (38,484 | ) |
Fiscal Nine Months Ended September 29, 2019
|
| | | | | | | | | | | | | | | |
| Total | | Retained Earnings | | Accumulated Other Comprehensive Income | | Common Stock Issued Amount | | Treasury Stock Amount |
Balance, December 30, 2018 | $ | 59,752 |
| | 106,216 |
| | (15,222 | ) | | 3,120 |
| | (34,362 | ) |
Net earnings | 11,109 |
| | 11,109 |
| | — |
| | — |
| | — |
|
Cash dividends paid ($2.80 per share) | (7,417 | ) | | (7,417 | ) | | — |
| | — |
| | — |
|
Employee compensation and stock option plans | 1,397 |
| | (666 | ) | | — |
| | — |
| | 2,063 |
|
Repurchase of common stock | (6,320 | ) | | — |
| | — |
| | — |
| | (6,320 | ) |
Other comprehensive income (loss), net of tax | (311 | ) | |
| | (311 | ) | | — |
| | — |
|
Balance, September 29, 2019 | $ | 58,210 |
| | 109,242 |
| | (15,533 | ) | | 3,120 |
| | (38,619 | ) |
Fiscal First Quarter EndedMarch 31, 2019
|
| | | | | | | | | | | | | | | |
| Total | | Retained Earnings | | Accumulated Other Comprehensive Income | | Common Stock Issued Amount | | Treasury Stock Amount |
Balance, December 30, 2018 | $ | 59,752 |
| | 106,216 |
| | (15,222 | ) | | 3,120 |
| | (34,362 | ) |
Net earnings | 3,749 |
| | 3,749 |
| | — |
| | — |
| | — |
|
Cash dividends paid ($0.90 per share) | (2,396 | ) | | (2,396 | ) | | — |
| | — |
| | — |
|
Employee compensation and stock option plans | 351 |
| | (919 | ) | | — |
| | — |
| | 1,270 |
|
Repurchase of common stock | (2,206 | ) | | — |
| | — |
| | — |
| | (2,206 | ) |
Other | — |
| | — |
| | — |
| | — |
| | — |
|
Other comprehensive income (loss), net of tax | (295 | ) | | — |
| | (295 | ) | | — |
| | — |
|
Balance, March 31, 2019 | $ | 58,955 |
| | 106,650 |
| | (15,517 | ) | | 3,120 |
| | (35,298 | ) |
| | | | | | | | | |
See Notes to Consolidated Financial Statements
JOHNSON & JOHNSON AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF EQUITY (cont.)
(Unaudited; Dollars in Millions)
Fiscal Third Quarter Ended September 30, 2018
|
| | | | | | | | | | | | | | | |
| Total | | Retained Earnings | | Accumulated Other Comprehensive Income | | Common Stock Issued Amount | | Treasury Stock Amount |
Balance, July 1, 2018 | $ | 62,889 |
| | 106,123 |
| | (14,777 | ) | | 3,120 |
| | (31,577 | ) |
Cumulative Adjustment to retained earnings | — |
| | — |
| | — |
| | — |
| | — |
|
Net earnings | 3,934 |
| | 3,934 |
| | — |
| | — |
| | — |
|
Cash dividends paid ($0.90 per share) | (2,415 | ) | | (2,415 | ) | | — |
| | — |
| | — |
|
Employee compensation and stock option plans | 560 |
| | (24 | ) | | — |
| | — |
| | 584 |
|
Repurchase of common stock | (471 | ) | | — |
| | — |
| | — |
| | (471 | ) |
Other | (1 | ) | | (1 | ) | | — |
| | — |
| | — |
|
Other comprehensive income (loss), net of tax | 130 |
| | — |
| | 130 |
| | — |
| | — |
|
Balance, September 30, 2018 | $ | 64,626 |
| | 107,617 |
| | (14,647 | ) | | 3,120 |
| | (31,464 | ) |
| | | | | | | | | |
JOHNSON & JOHNSON AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; Dollars in Millions) |
| | | | | | | |
| | Fiscal Three Months Ended |
| | March 29, 2020 | | March 31, 2019 |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | |
Net earnings | | $ | 5,796 |
| | 3,749 |
|
Adjustments to reconcile net earnings to cash flows from operating activities: | | | | |
Depreciation and amortization of property and intangibles | | 1,747 |
| | 1,761 |
|
Stock based compensation | | 263 |
| | 258 |
|
Asset write-downs | | 11 |
| | 913 |
|
Contingent consideration reversal | | (983 | ) | | — |
|
Net gain on sale of assets/businesses | | — |
| | (72 | ) |
Deferred tax provision | | 54 |
| | (362 | ) |
Accounts receivable allowances and credit losses | | 22 |
| | (3 | ) |
Changes in assets and liabilities, net of effects from acquisitions and divestitures: | | | | |
(Increase) / Decrease in accounts receivable | | (812 | ) | | 157 |
|
Increase in inventories | | (159 | ) | | (369 | ) |
Decrease in accounts payable and accrued liabilities | | (2,523 | ) | | (1,833 | ) |
Decrease / (Increase) in other current and non-current assets | | 271 |
| | (488 | ) |
Decrease in other current and non-current liabilities | | (329 | ) | | (168 | ) |
| | | | |
NET CASH FLOWS FROM OPERATING ACTIVITIES | | 3,358 |
| | 3,543 |
|
| | | | |
CASH FLOWS FROM INVESTING ACTIVITIES | | | | |
Additions to property, plant and equipment | | (625 | ) | | (656 | ) |
Proceeds from the disposal of assets/businesses, net | | 17 |
| | 253 |
|
Acquisitions, net of cash acquired | | (939 | ) | | (1,683 | ) |
Purchases of investments | | (2,064 | ) | | (730 | ) |
Sales of investments | | 1,544 |
| | 1,495 |
|
Proceeds from credit support agreements, net | | 1,743 |
| | — |
|
Other | | (257 | ) | | (96 | ) |
| | | | |
NET CASH USED BY INVESTING ACTIVITIES | | (581 | ) | | (1,417 | ) |
| | | | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | |
Dividends to shareholders | | (2,505 | ) | | (2,396 | ) |
Repurchase of common stock | | (1,711 | ) | | (2,206 | ) |
Proceeds from short-term debt | | 10 |
| | 13 |
|
Repayment of short-term debt | | (18 | ) | | (16 | ) |
Repayment of long-term debt | | (11 | ) | | (1,002 | ) |
Proceeds from the exercise of stock options/employee withholding tax on stock awards, net | | 332 |
| | 94 |
|
Other | | (412 | ) | | (3 | ) |
| | | | |
NET CASH USED BY FINANCING ACTIVITIES | | (4,315 | ) | | (5,516 | ) |
| | | | |
Effect of exchange rate changes on cash and cash equivalents | | (237 | ) | | 17 |
|
Decrease in cash and cash equivalents | | (1,775 | ) | | (3,373 | ) |
Cash and Cash equivalents, beginning of period | | 17,305 |
| | 18,107 |
|
CASH AND CASH EQUIVALENTS, END OF PERIOD | | $ | 15,530 |
| | 14,734 |
|
| | | | |
Acquisitions | | | | |
Fair value of assets acquired | | $ | 1,136 |
| | 2,154 |
|
Fair value of liabilities assumed and noncontrolling interests | | (197 | ) | | (471 | ) |
Net cash paid for acquisitions | | $ | 939 |
| | 1,683 |
|
Fiscal Nine Months Ended September 30, 2018
|
| | | | | | | | | | | | | | | |
| Total | | Retained Earnings | | Accumulated Other Comprehensive Income | | Common Stock Issued Amount | | Treasury Stock Amount |
Balance, December 31, 2017 | $ | 60,160 |
| | 101,793 |
| | (13,199 | ) | | 3,120 |
| | (31,554 | ) |
Cumulative Adjustment to retained earnings | 1,264 |
| | 1,496 |
| | (232 | ) | | — |
| | — |
|
Net earnings | 12,255 |
| | 12,255 |
| | — |
| | — |
| | — |
|
Cash dividends paid ($2.64 per share) | (7,083 | ) | | (7,083 | ) | | — |
| | — |
| | — |
|
Employee compensation and stock option plans | 1,320 |
| | (830 | ) | | — |
| | — |
| | 2,150 |
|
Repurchase of common stock | (2,060 | ) | | — |
| | — |
| | — |
| | (2,060 | ) |
Other | (14 | ) | | (14 | ) | | — |
| | — |
| | — |
|
Other comprehensive income (loss), net of tax | (1,216 | ) | | — |
| | (1,216 | ) | | — |
| | — |
|
Balance, September 30, 2018 | $ | 64,626 |
| | 107,617 |
| | (14,647 | ) | | 3,120 |
| | (31,464 | ) |
| | | | | | | | | |
See Notes to Consolidated Financial Statements
JOHNSON & JOHNSON AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; Dollars in Millions) |
| | | | | | | |
| | Fiscal Nine Months Ended |
| | September 29, 2019 | | September 30, 2018 |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | |
Net earnings | | $ | 11,109 |
| | 12,255 |
|
Adjustments to reconcile net earnings to cash flows from operating activities: | | | | |
Depreciation and amortization of property and intangibles | | 5,193 |
| | 5,194 |
|
Stock based compensation | | 817 |
| | 822 |
|
Asset write-downs | | 1,019 |
| | 1,226 |
|
Net gain on sale of assets/businesses | | (2,125 | ) | | (443 | ) |
Deferred tax provision | | (2,126 | ) | | 53 |
|
Accounts receivable allowances | | (15 | ) | | (3 | ) |
Changes in assets and liabilities, net of effects from acquisitions and divestitures: | | | | |
Increase in accounts receivable | | (665 | ) | | (1,040 | ) |
Increase in inventories | | (424 | ) | | (777 | ) |
Increase in accounts payable and accrued liabilities | | 2,273 |
| | 731 |
|
Increase in other current and non-current assets | | (81 | ) | | (904 | ) |
Increase / (Decrease) in other current and non-current liabilities | | 2,043 |
| | (1,157 | ) |
| | | | |
NET CASH FLOWS FROM OPERATING ACTIVITIES | | 17,018 |
| | 15,957 |
|
| | | | |
CASH FLOWS FROM INVESTING ACTIVITIES | | | | |
Additions to property, plant and equipment | | (2,238 | ) | | (2,352 | ) |
Proceeds from the disposal of assets/businesses, net | | 3,103 |
| | 895 |
|
Acquisitions, net of cash acquired | | (5,562 | ) | | (897 | ) |
Purchases of investments | | (2,684 | ) | | (4,155 | ) |
Sales of investments | | 2,459 |
| | 1,162 |
|
Other | | 72 |
| | (48 | ) |
| | | | |
NET CASH USED BY INVESTING ACTIVITIES | | (4,850 | ) | | (5,395 | ) |
| | | | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | |
Dividends to shareholders | | (7,417 | ) | | (7,083 | ) |
Repurchase of common stock | | (6,320 | ) | | (2,060 | ) |
Proceeds from short-term debt | | 148 |
| | 40 |
|
Retirement of short-term debt | | (87 | ) | | (2,365 | ) |
Proceeds from long-term debt, net of issuance costs | | 1 |
| | 6 |
|
Retirement of long-term debt | | (1,008 | ) | | (910 | ) |
Proceeds from the exercise of stock options/employee withholding tax on stock awards, net | | 580 |
| | 480 |
|
Other | | 160 |
| | (229 | ) |
| | | | |
NET CASH USED BY FINANCING ACTIVITIES | | (13,943 | ) | | (12,121 | ) |
| | | | |
Effect of exchange rate changes on cash and cash equivalents | | (83 | ) | | (209 | ) |
Decrease in cash and cash equivalents | | (1,858 | ) | | (1,768 | ) |
Cash and Cash equivalents, beginning of period | | 18,107 |
| | 17,824 |
|
CASH AND CASH EQUIVALENTS, END OF PERIOD | | $ | 16,249 |
| | 16,056 |
|
| | | | |
Acquisitions | | | | |
Fair value of assets acquired | | $ | 6,861 |
| | 1,046 |
|
Fair value of liabilities assumed and noncontrolling interests | | (1,299 | ) | | (149 | ) |
Net cash paid for acquisitions | | $ | 5,562 |
| | 897 |
|
See Notes to Consolidated Financial Statements
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 —— The accompanying unaudited interim consolidated financial statements and related notes should be read in conjunction with the audited Consolidated Financial Statements of Johnson && Johnson and its subsidiaries (the Company) and related notes as contained in the Company’sCompany’s Annual Report on Form 10-K for the fiscal year ended December 30, 201829, 2019. The unaudited interim financial statements include all adjustments (consisting only of normal recurring adjustments) and accruals necessary in the judgment of management for a fair statement of the results for the periods presented.
Columns and rows within tables may not add due to rounding. Percentages have been calculated using actual, non-rounded figures.
Use of Estimates
The extent to which COVID-19 impacts the Company’s business and financial results will depend on numerous evolving factors including, but not limited to: the magnitude and duration of COVID-19, the extent to which it will impact worldwide macroeconomic conditions including interest rates, employment rates and health insurance coverage, the speed of the anticipated recovery, and governmental and business reactions to the pandemic. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the unknown future impacts COVID-19 as of March 29, 2020 and through the date of this report. The accounting matters assessed included, but were not limited to, the Company’s allowance for doubtful accounts and credit losses, inventory and related reserves and the carrying value of the goodwill and other long-lived assets. While there was not a material impact to the Company’s consolidated financial statements as of and for the quarter ended March 29, 2020, the Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to the Company’s consolidated financial statements in future reporting periods.
New Accounting Standards
The Company assesses the adoption impacts of recently issued accounting standards by the Financial Accounting Standards Board on the Company's financial statements and below describes the impacts from newly adopted standards, as well as material updates to previous assessments, if any, from the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2019.
Recently Adopted Accounting Standards
ASU 2016-02: Leases2018-18: Collaborative Arrangements
The Company adopted this standard as of the beginning of the fiscal year 2019, on a prospective basis. This update requires the recognition of lease assets and lease liabilities on the balance sheet for all lease obligations and disclosing key information about leasing arrangements. This update requires the recognition of lease assets and lease liabilities by lessees for arrangements that are classified as operating leases. The Company’s operating leases resulted in the recognition of additional assets and the corresponding liabilities on its Consolidated Balance Sheet, however it did not have a material impact on the consolidated financial statements.
The Company determines whether an arrangement is a lease at contract inception by establishing if the contract conveys the right to control the use of identified property, plant, or equipment for a period of time in exchange for consideration.
Right of Use (ROU) Assets and Lease Liabilities for operating leases are included in Other assets, Accrued liabilities, and Other liabilities on the consolidated balance sheet. The ROU Assets represent the right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Commitments under finance leases are not significant, and are included in Property, plant and equipment, Loans and notes payable, and Long-term debt on the consolidated balance sheet.
ROU Assets and Lease Liabilities are recognized at the lease commencement date based on the present value of all minimum lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments, when the implicit rate is not readily determinable. Lease terms may include options to extend or terminate the lease. These options are included in the lease term when it is reasonably certain that the Company will exercise that option. Operating lease expense is recognized on a straight-line basis over the lease term.
The Company has elected the following policy elections on adoption: use of portfolio approach on leases of assets under master service agreements, exclusion of short term leases on the balance sheet, and not separating lease and non-lease components.
The Company primarily has operating leases for space, vehicles, manufacturing equipment, and data processing equipment. Leases have remaining lease terms ranging from 1 year to 55 years, some of which could include options to extend the leases when they are reasonably certain.
As noted in the Company’s 2018 10-K, the approximate minimum rental payments required under operating leases that had initial or remaining non-cancelable lease terms in excess of one year at December 30, 2018 were:
(Dollars in Millions) |
| | | | | | | | | | | | |
2019 | | 2020 | | 2021 | | 2022 | | 2023 | | After 2023 | | Total |
$223 | | 188 | | 154 | | 116 | | 76 | | 139 | | 896 |
Commitments under finance leases are not significant.
Maturity of Lease Liabilities related to Operating Lease
The minimum rental payments required under operating leases that have initial or remaining non-cancellable lease terms in excess of one year as of September 29, 2019 are:
|
| | | |
(Dollars in Millions) | Operating Leases |
2019 (for the remainder of fiscal 2019) | $ | 82 |
|
2020 | 274 |
|
2021 | 218 |
|
2022 | 160 |
|
2023 | 106 |
|
After 2023 | 241 |
|
Total lease payments | 1,081 |
|
Less: Interest | 89 |
|
Present Value of lease liabilities | $ | 992 |
|
The Weighted Average Remaining Lease Term and discount rate:
Operating leases 5.8 years
Weighted Average Discount Rate 3%
For the fiscal third quarter and fiscal nine months ended September 29, 2019, the operating lease costs were $103 million and $227 million, respectively. Cash paid for amounts included in the measurement of lease liabilities were $86 million and $233 million for the fiscal third quarter and fiscal nine months of 2019, respectively. Other supplemental information related to these leases are as follows:
Supplemental balance sheet information (for the fiscal third quarter ended September 29, 2019):
|
| | | | |
(Dollars in Millions) | | |
Non-current operating lease right-of-use assets | | $ | 963 |
|
Current operating lease liabilities | | 266 |
|
Non-current Operating lease liabilities | | 726 |
|
Total operating lease liabilities | | $ | 992 |
|
| | |
ASU 2018-02: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income
This update allows a Company to elect to reclassify stranded tax effects resulting from the Tax Cuts and Job Act enacted in December 2017 from accumulated other comprehensive income to retained earnings. The Company has elected not to reclassify the income tax effects of this standard and therefore this standard will not impact the Company's consolidated financial statements.
ASU 2018-16: Derivatives and Hedging (Topic ASC 815)
This update adds the Overnight Index Swap (OIS) rate based on the Secured Overnight Financing Rate (SOFR) as an eligible benchmark interest rate permitted in the application of hedge accounting. The guidance was effective for the Company as of the fiscal fourth quarter of 2018, due to the previous adoption of ASU 2017-12. The impact of the adoption of this guidance did not have a material impact on the Company’s consolidated financial statements and related disclosures. The standard may have an impact in the future as the market for SOFR derivatives develops over time and if SOFR is used to hedge the Company’s financial instruments.
Recently Issued Accounting Standards
Not Adopted as of September 29, 2019
ASU 2018-18: Collaborative Arrangements
2020. This update clarifies the interaction between ASC 808, Collaborative Arrangements and ASC 606, Revenue from Contracts with Customers. The update clarifies that certain transactions between participants in a collaborative arrangement should be accounted for under ASC 606 when the counterparty is a customer. In addition, the update precludes an entity from presenting consideration from a transaction in a collaborative arrangement as revenue if the counterparty is not a customer for that transaction. This update will be effective for the Company for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. ASU 2018-18 should be applied retrospectively to the date of initial application of ASC 606 and early adoption is permitted. The adoption of this standard willdid not have a material impact on the Company’sCompany's consolidated financial statements.
ASU 2016-13:2016-13: Financial Instruments - Credit Losses
The Company adopted this standard as of the beginning of the fiscal year 2020. This update introduces the current expected credit loss (CECL) model, which will requirerequires an entity to measure credit losses for certain financial instruments and financial assets, including trade receivables. Under this update, on initial recognition and at each reporting period, an entity will beis required to recognize an allowance that reflects the entity’sentity’s current estimate of credit losses expected to be incurred over the life of the financial instrument. This update will be effective for the Company for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption is permitted. The adoption of this standard willdid not have a material impact on the Company’sCompany's consolidated financial statements.
Reclassification
Certain prior period amounts have been reclassified to conform to current year presentation.
NOTE 2 —— INVENTORIES
| | (Dollars in Millions) | | September 29, 2019 | | December 30, 2018 | | March 29, 2020 | | December 29, 2019 |
Raw materials and supplies | | $ | 1,094 |
| | 1,114 |
| | $ | 1,213 |
| | 1,117 |
|
Goods in process | | 2,000 |
| | 2,109 |
| | 2,252 |
| | 1,832 |
|
Finished goods | | 6,079 |
| | 5,376 |
| | 5,403 |
| | 6,071 |
|
Total inventories(1) | | $ | 9,173 |
| | 8,599 |
| | $ | 8,868 |
| | 9,020 |
|
(1)The balance as of September 29, 2019, does not includeSee Note 10 to the Consolidated Financial Statements for details on assets held for sale and the related to the strategic collaboration with Jabil Inc. of approximately $0.2 billion. The balance as of December 30, 2018, does not include the assets held for sale related to the divestiture of the Advanced Sterilization Products (ASP) business of approximately $0.2 billion and $0.3 billion related to the strategic collaboration with Jabil Inc.divestitures.
NOTE 3 —— INTANGIBLE ASSETS AND GOODWILL
Intangible assets that have finite useful lives are amortized over their estimated useful lives. The latest annual impairment assessment of goodwill and indefinite lived intangible assets was completed in the fiscal fourth quarter of 20182019. Future impairment tests for goodwill and indefinite lived intangible assets will be performed annually in the fiscal fourth quarter, or sooner, if warranted.
| | (Dollars in Millions) | | September 29, 2019 | | December 30, 2018 | | March 29, 2020 | | December 29, 2019 |
Intangible assets with definite lives: | | | | | | | | |
Patents and trademarks — gross | | $ | 36,114 |
| | 35,194 |
| |
Patents and trademarks — gross | | | $ | 36,214 |
| | 36,634 |
|
Less accumulated amortization | | 12,158 |
| | 9,784 |
| | 13,857 |
| | 13,154 |
|
Patents and trademarks — net | | 23,956 |
| | 25,410 |
| |
Customer relationships and other intangibles — gross | | 21,845 |
| | 21,334 |
| |
Patents and trademarks — net | | | 22,357 |
| | 23,480 |
|
Customer relationships and other intangibles — gross | | | 22,084 |
| | 22,056 |
|
Less accumulated amortization | | 9,120 |
| | 8,323 |
| | 9,728 |
| | 9,462 |
|
Customer relationships and other intangibles — net | | 12,725 |
| | 13,011 |
| |
Customer relationships and other intangibles — net* | | | 12,356 |
| | 12,594 |
|
Intangible assets with indefinite lives: | | | | | | | | |
Trademarks | | 6,875 |
| | 6,937 |
| | 6,829 |
| | 6,922 |
|
Purchased in-process research and development (1) | | 4,290 |
| | 2,253 |
| | 5,796 |
| | 4,647 |
|
Total intangible assets with indefinite lives | | 11,165 |
| | 9,190 |
| | 12,625 |
| | 11,569 |
|
Total intangible assets — net | | $ | 47,846 |
| | 47,611 |
| |
Total intangible assets — net | | | $ | 47,338 |
| | 47,643 |
|
*The majority is comprised of customer relationships
(1)In the fiscal first quarter of 2019, the Company recorded an IPR&D impairment charge of $0.9 billion for the remaining intangible asset value related to the development program of AL-8176, an investigational drug for the treatment of Respiratory Syncytial Virus (RSV) and human metapneumovirus (hMPV) acquired with the 2014 acquisition of Alios Biopharma Inc. The impairment charge was based on additional information, including clinical data, which became available and led to the Company's decision to abandon the development of AL-8176. A partial impairment charge of $0.8 billion was previously recorded in the fiscal third quarter of 2018 related to the development program of AL-8176. In the fiscal second quarter of 2019,2020, the Company completed the acquisition of Auris Health,bermekimab and certain related assets from XBiotech Inc. as well as the acquisition of all outstanding shares in Verb Surgical Inc. and recorded an in-process research and development intangible assetassets of $2.9 billion.$0.8 billion and $0.4 billion, respectively.
Goodwill as of SeptemberMarch 29, 20192020 was allocated by segment of business as follows:
| | (Dollars in Millions) | | Consumer | | Pharm | | Med Devices | | Total | | Consumer Health | | Pharmaceutical | | Medical Devices | | Total |
Goodwill at December 30, 2018 | | $ | 8,670 |
| | 9,063 |
| | 12,720 |
| | 30,453 |
| |
Goodwill at December 29, 2019 | | | $ | 9,736 |
| | 9,169 |
| | 14,734 |
| | 33,639 |
|
Goodwill, related to acquisitions | | 1,191 |
| | — |
| | 2,018 |
| | 3,209 |
| | — |
| | 1 |
| | 156 |
| | 157 |
|
Currency translation/Other | | (266 | ) | | (86 | ) | | (19 | ) | | (371 | ) | | (223 | ) | | (96 | ) | | (6 | ) | | (325 | ) |
Goodwill at September 29, 2019 | | $ | 9,595 |
| | 8,977 |
| | 14,719 |
| | 33,291 |
| |
Goodwill at March 29, 2020 | | | $ | 9,513 |
| | 9,074 |
| | 14,884 |
| | 33,471 |
|
The weighted average amortization period for patents and trademarks is 12 years. The weighted average amortization period for customer relationships and other intangible assets is 21 years. The amortization expense of amortizable intangible assets included in cost of products sold was $1.1$1.1 billion for each of the fiscal thirdfirst quarters ended SeptemberMarch 29, 20192020 and September 30, 2018. The amortization expense of amortizable intangible assets included in cost of products sold was $3.3 billion for each of the fiscal nine months ended September 29,March 31, 2019 and September 30, 2018. The estimated amortization expense for the five succeeding years approximates $4.4 billion, before tax, per year.. Intangible asset write-downs are included in Other (income) expense, net.
The estimated amortization expense for approved products, before tax, for the five succeeding years is approximately:
|
| | | | | | | | |
(Dollars in Millions) | | | | | | |
2020 | | 2021 | | 2022 | | 2023 | | 2024 |
$4,500 | | 4,300 | | 4,100 | | 4,100 | | 4,000 |
See Note 10 to the Consolidated Financial Statements for additional details related to acquisitions and divestitures.
NOTE 4 —— FAIR VALUE MEASUREMENTS
The Company uses forward foreign exchange contracts to manage its exposure to the variability of cash flows, primarily related to the foreign exchange rate changes of future intercompany product and third-party purchases of materials denominated in a foreign currency. The Company uses cross currency interest rate swaps to manage currency risk primarily related to borrowings.
Both types of derivatives are designated as cash flow hedges.
Additionally, the Company uses interest rate swaps as an instrument to manage interest rate risk related to fixed rate borrowings. These derivatives are designated as fair value hedges. The Company uses cross currency interest rate swaps and forward foreign exchange contracts designated as net investment hedges. Additionally, the Company uses forward foreign exchange contracts to offset its exposure to certain foreign currency assets and liabilities. These forward foreign exchange contracts are not designated as hedges, and therefore, changes in the fair values of these derivatives are recognized in earnings, thereby offsetting the current earnings effect of the related foreign currency assets and liabilities.
The Company early adopted ASU 2017-12: Targeted Improvements to Accounting for Hedge Activities effective as of the beginning of fiscal second quarter of 2018.
The Company does not enter into derivative financial instruments for trading or speculative purposes, or that contain credit risk related contingent features. The Company maintains credit support agreements (CSA) with certain derivative counterparties establishing collateral thresholds based on respective credit ratings and netting agreements. As of SeptemberMarch 29, 2019,2020, the total amount of cash collateral receivedheld by the Company under the credit support agreements (CSA) amounted to $68 million,$2.0 billion, net. On an ongoing basis, the Company monitors counter-party credit ratings. The Company considers credit non-performance risk to be low, because the Company primarily enters into agreements with commercial institutions that have at least an investment grade credit rating. Refer to the table on significant financial assets and liabilities measured at fair value contained in this footnote for receivables and payables with these commercial institutions. As of SeptemberMarch 29, 2019,2020, the Company had notional amounts outstanding for forward foreign exchange contracts, and cross currency interest rate swaps of $44.0 billion, and interest rate swaps of $47.3$20.1 billion $18.8 billion and $0.5 billion, respectively. As of December 30, 2018,29, 2019, the Company had notional amounts outstanding for forward foreign exchange contracts, and cross currency interest rate swaps of $45.3 billionand interest rate swaps of $41.1$20.1 billion $7.3 billion and $0.5 billion, respectively.
All derivative instruments are recorded on the balance sheet at fair value. Changes in the fair value of derivatives are recorded each period in current earnings or other comprehensive income, depending on whether the derivative is designated as part of a hedge transaction, and if so, the type of hedge transaction.
The designation as a cash flow hedge is made at the entrance date of the derivative contract. At inception, all derivatives are expected to be highly effective. Foreign exchange contracts designated as cash flow hedges are accounted for under the forward method and all gains/losses associated with these contracts will be recognized in the income statement when the hedged item impacts earnings. Changes in the fair value of these derivatives are recorded in accumulated other comprehensive income until the underlying transaction affects earnings and are then reclassified to earnings in the same account as the hedged transaction.
Gains and losses associated with interest rate swaps and changes in fair value of hedged debt attributable to changes in interest rates are recorded to interest expense in the period in which they occur. Gains and losses on net investment hedges are accounted for through the currency translation account within accumulated other comprehensive income. The portion excluded from effectiveness testing is recorded through interest (income) expense using the spot method. On an ongoing basis, the Company assesses whether each derivative continues to be highly effective in offsetting changes of hedged items. If and when a derivative is no longer expected to be highly effective, hedge accounting is discontinued.
The Company designated its Euro denominated notes issued in May 2016 with due dates ranging from 2022 to 2035 as a net investment hedge of the Company's investments in certain of its international subsidiaries that use the Euro as their functional currency in order to reduce the volatility caused by changes in exchange rates.
As of SeptemberMarch 29, 2019,2020, the balance of deferred net lossgain on derivatives included in accumulated other comprehensive income was $374$675 million after-tax. For additional information, see the Consolidated Statements of Comprehensive Income and Note 7. The Company expects that substantially all of the amounts related to forward foreign exchange contracts will be reclassified into earnings over the next 12 months as a result of transactions that are expected to occur over that period. The maximum length of
time over which the Company is hedging transaction exposure is 18 months, excluding interest rate contracts, net investment hedges and equity collar contracts. The amount ultimately realized in earnings may differ as foreign exchange rates change. Realized gains and losses are ultimately determined by actual exchange rates at maturity of the derivative.
The following table is a summary of the activity related to derivatives and hedges for the fiscal thirdfirst quarters ended in 20192020 and 20182019:, net of tax:
| | | September 29, 2019 | September 30, 2018 | March 29, 2020 | March 31, 2019 |
(Dollars in Millions) | Sales | Cost of Products Sold | R&D Expense | Interest (Income) Expense | Other (Income) Expense | Sales | Cost of Products Sold | R&D Expense | Interest (Income) Expense | Other (Income) Expense | Sales | Cost of Products Sold | R&D Expense | Interest (Income) Expense | Other (Income) Expense | Sales | Cost of Products Sold | R&D Expense | Interest (Income) Expense | Other (Income) Expense |
The effects of fair value, net investment and cash flow hedging: | | | | |
Gain (Loss) on fair value hedging relationship: | | | |
Interest rate swaps contracts: | | | |
Hedged items | $ | — |
| — |
| — |
| (3 | ) | — |
| — |
| — |
| — |
| (7 | ) | — |
| |
Derivatives designated as hedging instruments | — |
| — |
| — |
| 3 |
| — |
| — |
| — |
| — |
| 7 |
| — |
| |
| | | |
Gain (Loss) on net investment hedging relationship: | | | | |
Cross currency interest rate swaps contracts: | | | | |
Amount of gain or (loss) recognized in income on derivative amount excluded from effectiveness testing | — |
| — |
| — |
| 39 |
| — |
| — |
| — |
| — |
| 25 |
| — |
| — |
| — |
| — |
| 40 |
| — |
| — |
| — |
| — |
| 38 |
| — |
|
Amount of gain or (loss) recognized in AOCI | — |
| — |
| — |
| 39 |
| — |
| — |
| — |
| — |
| 25 |
| — |
| — |
| — |
| — |
| 40 |
| — |
| — |
| — |
| — |
| 38 |
| — |
|
| | | | |
Gain (Loss) on cash flow hedging relationship: | | | | |
Forward foreign exchange contracts: | | | | |
Amount of gain or (loss) reclassified from AOCI into income | (8 | ) | (77 | ) | 1,911 |
| — |
| 1 |
| 4 |
| 97 |
| 10 |
| — |
| (3 | ) | 9 |
| (173 | ) | (110 | ) | — |
| (2 | ) | (21 | ) | (35 | ) | (139 | ) | — |
| 6 |
|
| | | | |
Amount of gain or (loss) recognized in AOCI | (23 | ) | (197 | ) | 1,939 |
| — |
| 5 |
| 15 |
| 192 |
| (4 | ) | — |
| (1 | ) | 11 |
| 302 |
| (110 | ) | — |
| (36 | ) | (6 | ) | (296 | ) | (110 | ) | — |
| (13 | ) |
| | | | |
Cross currency interest rate swaps contracts: | | | | |
Amount of gain or (loss) reclassified from AOCI into income | — |
| — |
| — |
| 89 |
| — |
| — |
|
| — |
| 34 |
| — |
| — |
| — |
| — |
| 98 |
| — |
| — |
|
| — |
| 55 |
| — |
|
Amount of gain or (loss) recognized in AOCI | $ | — |
| — |
| — |
| 159 |
| — |
| — |
| — |
| — |
| 35 |
| — |
| $ | — |
| — |
| — |
| 625 |
| — |
| — |
| — |
| — |
| 59 |
| — |
|
| | | | |
The following table is a summarythe effect of the activity related to derivatives and hedgesnot designated as hedging instruments for the fiscal nine months ended infirst quarters 2020 and 2019:
2019 and 2018:
|
| | | | | | | | | |
| | | | Gain/(Loss) Recognized In Income on Derivative |
(Dollars in Millions) | | Location of Gain /(Loss) Recognized in Income on Derivative | | Fiscal First Quarter Ended |
Derivatives Not Designated as Hedging Instruments | | | | March 29, 2020 | | March 31, 2019 |
Foreign Exchange Contracts | | Other (income) expense | | $ | 89 |
| | (38 | ) |
|
| | | | | | | | | | | | | | | | | | | | | |
| September 29, 2019 | September 30, 2018 |
(Dollars in Millions) | Sales | Cost of Products Sold | R&D Expense | Interest (Income) Expense | Other (Income) Expense | Sales | Cost of Products Sold | R&D Expense | Interest (Income) Expense | Other (Income) Expense |
The effects of fair value, net investment and cash flow hedging: | | | | | | | | | | |
Gain (Loss) on fair value hedging relationship: | | | | | | | | | | |
Interest rate swaps contracts: | | | | | | | | | | |
Hedged items | $ | — |
| — |
| — |
| (2 | ) | — |
| — |
| — |
| — |
| 3 |
| — |
|
Derivatives designated as hedging instruments | — |
| — |
| — |
| 2 |
| — |
| — |
| — |
| — |
| (3 | ) | — |
|
| | | | | | | | | | |
Gain (Loss) on net investment hedging relationship: | | | | | | | | | | |
Cross currency interest rate swaps contracts: | | | | | | | | | | |
Amount of gain or (loss) recognized in income on derivative amount excluded from effectiveness testing | — |
| — |
| — |
| 117 |
| — |
| — |
| — |
| — |
| 27 |
| — |
|
Amount of gain or (loss) recognized in AOCI | — |
| — |
| — |
| 117 |
| — |
| — |
| — |
| — |
| 27 |
| — |
|
| | | | | | | | | | |
Gain (Loss) on cash flow hedging relationship: | | | | | | | | | | |
Forward foreign exchange contracts: | | | | | | | | | | |
Amount of gain or (loss) reclassified from AOCI into income | (43 | ) | (213 | ) | 1,808 |
| — |
| 9 |
| 50 |
| 175 |
| (242 | ) | — |
| (24 | ) |
| | | | | | | | | | |
Amount of gain or (loss) recognized in AOCI | (29 | ) | (543 | ) | 1,847 |
| — |
| 15 |
| (3 | ) | 138 |
| (220 | ) | — |
| (16 | ) |
| | | | | | | | | | |
Cross currency interest rate swaps contracts: | | | | | | | | | | |
Amount of gain or (loss) reclassified from AOCI into income | — |
| — |
| — |
| 207 |
| — |
| — |
| — |
| — |
| 106 |
| — |
|
Amount of gain or (loss) recognized in AOCI | $ | — |
| — |
| — |
| 299 |
| — |
| — |
| — |
| — |
| 111 |
| — |
|
| | | | | | | | | | |
As of September 29, 2019, and December 30, 2018, the following amounts were recorded on the Consolidated Balance Sheet related to cumulative basis adjustment for fair value hedges:
|
| | | | | | | | | | | | | |
Line item in the Consolidated Balance Sheet in which the hedged item is included | | Carrying Amount of the Hedged Liability
| | Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Liability |
(Dollars in Millions) | | September 29, 2019 | | December 30, 2018 | | September 29, 2019 | | December 30, 2018 |
Current Portion of Long-term Debt | | $ | 502 |
| | 494 |
| | (2 | ) | | 5 |
|
Long-term Debt | | — |
| | — |
| | — |
| | — |
|
|
| | | | | | | | | | | | | | |
The following table is the effect of derivatives not designated as hedging instrument for the fiscal third quarter and fiscal nine months ended in 2019 and 2018: |
| | | | Gain/(Loss) Recognized In Income on Derivative | Gain/(Loss) Recognized In Income on Derivative |
(Dollars in Millions) | | Location of Gain /(Loss) Recognized in Income on Derivative | | Fiscal Third Quarter Ended | Fiscal Nine Months Ended |
Derivatives Not Designated as Hedging Instruments | | | | September 29, 2019 | | September 30, 2018 | September 29, 2019 | | September 30, 2018 |
Foreign Exchange Contracts | | Other (income) expense | | $ | (13 | ) | | 49 |
| (101 | ) | | (23 | ) |
9
The following table is the effect of net investment hedges for the fiscal thirdfirst quarters ended in 20192020 and 20182019
| | | | Gain/(Loss) Recognized In Accumulated OCI | | Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income Into Income | | Gain/(Loss) Reclassified From Accumulated OCI Into Income | | Gain/(Loss) Recognized In Accumulated OCI | | Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income Into Income | | Gain/(Loss) Reclassified From Accumulated OCI Into Income |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | | March 29, 2020 | | March 31, 2019 | | March 29, 2020 | | March 31, 2019 |
Debt | | $ | 162 |
| | (50 | ) | | Other (income) expense | | — |
| | — |
| | $ | 46 |
| | 71 |
| | Interest (income) expense | | — |
| | — |
|
Cross Currency interest rate swaps | | $ | 152 |
| | (75 | ) | | Other (income) expense
| | — |
| | — |
| | $ | 827 |
| | 370 |
| | Interest (income) expense | | — |
| | — |
|
| | | | | | | | | | | | | | | | |
The following table is the effect of net investment hedges for the fiscal nine months ended in 2019 and 2018:
|
| | | | | | | | | | | | | | | |
| | Gain/(Loss) Recognized In Accumulated OCI | | Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income Into Income | | Gain/(Loss) Reclassified From Accumulated OCI Into Income |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | | | September 29, 2019 | | September 30, 2018 |
Debt | | $ | 176 |
| | 106 |
| | Other (income) expense
| | — |
| | — |
|
Cross Currency interest rate swaps | | $ | 465 |
| | (37 | ) | | Other (income) expense | | — |
| | — |
|
The Company holds equity investments with readily determinable fair values and equity investments without readily determinable fair values. The Company has elected to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.
The following table is a summary of the activity related to equity investments:
| | (Dollars in Millions) | | December 30, 2018 | | | | | | September 29, 2019 | | | | December 29, 2019 | | | | | | March 29, 2020 | | |
| | Carrying Value | | Changes in Fair Value Reflected in Net Income (1) | | Sales/ Purchases/Other (2) | | Carrying Value | | Non Current Other Assets | | Carrying Value | | Changes in Fair Value Reflected in Net Income (1) | | Sales/ Purchases/Other (2) | | Carrying Value | | Non Current Other Assets |
Equity Investments with readily determinable value | | $ | 511 |
| | 201 |
| | 151 |
| | 863 |
| | 863 |
| | $ | 1,148 |
| | (327 | ) | | 5 |
| | 826 |
| | 826 |
|
| | | | | | | | | | | | | | | | | | | | |
Equity Investments without readily determinable value | | $ | 681 |
| | (28 | ) | | 46 |
| | 699 |
| | 699 |
| | $ | 712 |
| | (33 | ) | | 15 |
| | 694 |
| | 694 |
|
(1) Recorded in Other Income/Expense
(2) Other includes impact of currency
For equity investments without readily determinable market values, $29$33 million of the decrease in the fair value reflected in net income were the result of impairments. There was a $1 million increase in the fair value reflected in net income due to changes in observable prices.
Fair value is the exit price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement determined using assumptions that market participants would use in pricing an asset or liability. In accordance with ASC 820, a three-level hierarchy was established to prioritize the inputs used in measuring fair value. The levels within the hierarchy are described below with Level 1 inputs having the highest priority and Level 3 inputs having the lowest.
The fair value of a derivative financial instrument (i.e., forward foreign exchange contracts, interest rate contracts) is the aggregation by currency of all future cash flows discounted to its present value at the prevailing market interest rates and subsequently converted to the U.S. Dollar at the current spot foreign exchange rate. The Company does not believe that fair values of these derivative instruments materially differ from the amounts that could be realized upon settlement or maturity, or that the changes in fair value will have a material effect on the Company’sCompany’s results of operations, cash flows or financial position. The Company also holds equity investments which are classified as Level 1 and debt securities which are classified as Level 2. The Company holds acquisition related contingent liabilities based upon certain regulatory and commercial events, which are classified as Level 3, whose values are determined using discounted cash flow methodologies or similar techniques for which the determination of fair value requires significant judgment or estimations.
The following three levels of inputs are used to measure fair value:
Level 1 —— Quoted prices in active markets for identical assets and liabilities.
Level 2 —— Significant other observable inputs.
Level 3 —— Significant unobservable inputs.
The Company’sCompany’s significant financial assets and liabilities measured at fair value as of SeptemberMarch 29, 20192020 and December 30, 201829, 2019 were as follows:
| | | | September 29, 2019 | | | | December 30, 2018 | | March 29, 2020 | | | | December 29, 2019 |
(Dollars in Millions) | | Level 1 | | Level 2 | | Level 3 | | Total | | Total(1) | | Level 1 | | Level 2 | | Level 3 | | Total | | Total(1) |
Derivatives designated as hedging instruments: | | | | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | |
Forward foreign exchange contracts | | $ | — |
| | 498 |
| | — |
| | 498 |
| | 501 |
| | $ | — |
| | 941 |
| | — |
| | 941 |
| | 209 |
|
Interest rate contracts (4)(3) | | — |
| | 681 |
| | — |
| | 681 |
| | 161 |
| | — |
| | 1,569 |
| | — |
| | 1,569 |
| | 693 |
|
Total | | — |
| | 1,179 |
| | — |
| | 1,179 |
| | 662 |
| | — |
| | 2,510 |
| | — |
| | 2,510 |
| | 902 |
|
Liabilities: | | | | | | | | | | | | | | | | | | | | |
Forward foreign exchange contracts | | — |
| | 635 |
| | — |
| | 635 |
| | 548 |
| | — |
| | 530 |
| | — |
| | 530 |
| | 426 |
|
Interest rate contracts (3)(4) | | — |
| | 410 |
| | — |
| | 410 |
| | 292 |
| |
Interest rate contracts (3) | | | — |
| | 247 |
| | — |
| | 247 |
| | 193 |
|
Total | | — |
| | 1,045 |
| | — |
| | 1,045 |
| | 840 |
| | — |
| | 777 |
| | — |
| | 777 |
| | 619 |
|
Derivatives not designated as hedging instruments: | | | | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | |
Forward foreign exchange contracts | | — |
| | 32 |
| | — |
| | 32 |
| | 32 |
| | — |
| | 120 |
| | — |
| | 120 |
| | 23 |
|
Liabilities: | | | | | | | | | | | | | | | | | | | | |
Forward foreign exchange contracts | | — |
| | 38 |
| | — |
| | 38 |
| | 32 |
| | — |
| | 106 |
| | — |
| | 106 |
| | 33 |
|
Other Investments: | | | | | | | | | | | | | | | | | | | | |
Equity investments (5)(4) | | 863 |
| | — |
| | — |
| | 863 |
| | 511 |
| | 826 |
| | — |
| | — |
| | 826 |
| | 1,148 |
|
Debt securities(6)(5) | | $ | — |
| | 4,327 |
| | — |
| | 4,327 |
| | 9,734 |
| | $ | — |
| | 5,673 |
| | — |
| | 5,673 |
| | 4,368 |
|
Other Liabilities | | | | | | | | | | | | | | | | | | | | |
Contingent consideration (7)(6) | | | | | | 1,596 |
| | 1,596 |
| | 335 |
| | | | | | 784 |
| | 784 |
| | 1,715 |
|
|
| | | | | | | |
Gross to Net Derivative Reconciliation | | March 29, 2020 | | December 29, 2019 |
(Dollars in Millions) | | | | |
Total Gross Assets | | $ | 2,630 |
| | 925 |
|
Credit Support Agreement (CSA) | | (2,530 | ) | | (841 | ) |
Total Net Asset | | 100 |
| | 84 |
|
| | | | |
Total Gross Liabilities | | 883 |
| | 652 |
|
Credit Support Agreement (CSA) | | (531 | ) | | (586 | ) |
Total Net Liabilities | | $ | 352 |
| | 66 |
|
| | | | |
|
| | | | | | | |
Gross to Net Derivative Reconciliation | | September 29, 2019 | | December 30, 2018 |
(Dollars in Millions) | | | | |
Total Gross Assets | | $ | 1,211 |
| | 694 |
|
Credit Support Agreement (CSA) | | (1,013 | ) | | (423 | ) |
Total Net Asset | | 198 |
| | 271 |
|
| | | | |
Total Gross Liabilities | | 1,083 |
| | 872 |
|
Credit Support Agreement (CSA) | | (945 | ) | | (605 | ) |
Total Net Liabilities | | $ | 138 |
| | 267 |
|
| | | | |
Summarized information about changes in liabilities for contingent consideration is as follows:
| | | | Nine months ended | | Fiscal first quarter ended |
| | September 29, 2019 |
| | September 30, 2018 |
| | March 29, 2020 | | March 31, 2019 |
(Dollars in Millions) | | | | | | | | |
Beginning Balance | | $ | 335 |
| | $ | 600 |
| | $ | 1,715 |
| | $ | 397 |
|
Changes in estimated fair value | | 129 |
| | (162 | ) | |
Changes in estimated fair value (7) | | | (977 | ) | | 32 |
|
Additions | | 1,132 |
| | 125 |
| | 106 |
| | 23 |
|
Payments | | — |
| | (160 | ) | | (60 | ) | | — |
|
Ending Balance | | $ | 1,596 |
| | $ | 403 |
| | $ | 784 |
| | $ | 452 |
|
| |
(1) | December 30, 20182019 assets and liabilities are all classified as Level 2 with the exception of equity investments of $511$1,148 million, which are classified as Level 1 and $335contingent consideration of $1,715 million, classified as Level 3. |
| |
(2) | Includes $1$1 million and $6 million of non-current other assets as of SeptemberMarch 29, 20192020 and December 30, 2018, respectively.29, 2019. |
| |
(3) | Includes $3 million of non-current other liabilities as of December 30, 2018.cross currency interest rate swaps and interest rate swaps. |
| |
(4) | Includes cross currency interest rate swaps and interest rate swaps.Classified as non-current other assets. |
| |
(5) | Classified as non-current other assets. The carrying amount of the equity investments were $863 millionwithin cash equivalents and $511 million as of September 29, 2019 and December 30, 2018, respectively.current marketable securities. |
| |
(6) | Classified within cash equivalentsIncludes $759 million and $1,631 million (primarily related to Auris Health), classified as non-current other liabilities as of March 29, 2020 and December 29, 2019, respectively. Includes $25 million and $84 million classified as current marketable securities.liabilities as of March 29, 2020 and December 29, 2019, respectively. |
| |
(7) | Includes $1,453 million (primarily related to Auris Health)Ongoing fair value adjustment amounts are primarily recorded in Research and $335 million, classified as non-current other liabilities as of September 29, 2019 and December 30, 2018, respectively. Includes $143 million classified as current liabilities as of September 29, 2019Development expense. |
During the fiscal first quarter of 2020, the Company recorded a contingent consideration reversal of $983 million related to the timing of certain developmental milestones associated with the Auris Health acquisition. The one-time reversal of the contingent consideration was recorded in Other income and expense. As of March 29, 2020 the estimated fair value of the remaining contingent consideration is $165 million. For additional details see Note 10 to the Consolidated Financial Statements.
The Company's cash, cash equivalents and current marketable securities as of SeptemberMarch 29, 20192020 comprised:
| | (Dollars in Millions) | Carrying Amount | | Unrecognized Gain | | Estimated Fair Value | | Cash & Cash Equivalents | | Current Marketable Securities | Carrying Amount | | Unrecognized Gain | | Unrecognized Loss | | Estimated Fair Value | | Cash & Cash Equivalents | | Current Marketable Securities |
Cash | $ | 2,667 |
| | — |
| | 2,667 |
| | 2,667 |
| | | $ | 2,499 |
| | — |
| | — |
| | 2,499 |
| | 2,499 |
| | |
Other sovereign securities(1) | 709 |
| | — |
| | 709 |
| | 619 |
| | 90 |
| |
Non-U.S. sovereign securities(1) | | 90 |
| | — |
| | — |
| | 90 |
| | 90 |
| | — |
|
U.S. reverse repurchase agreements | 6,182 |
| | — |
| | 6,182 |
| | 6,182 |
| |
| 3,965 |
| | — |
| | — |
| | 3,965 |
| | 3,965 |
| | — |
|
Other reverse repurchase agreements | 241 |
| | — |
| | 241 |
| | 241 |
| | | 473 |
| | — |
| | — |
| | 473 |
| | 473 |
| | |
Corporate debt securities(1) | 1,647 |
| | — |
| | 1,647 |
| | 1,159 |
| | 488 |
| 2,135 |
| | 1 |
| | (1 | ) | | 2,135 |
| | 1,039 |
| | 1,096 |
|
Money market funds | 1,481 |
| | — |
| | 1,481 |
| | 1,481 |
| | | 2,424 |
| | — |
| | — |
| | 2,424 |
| | 2,424 |
| | |
Time deposits(1) | 691 |
| | — |
| | 691 |
| | 691 |
| | | 765 |
| | — |
| | — |
| | 765 |
| | 765 |
| | |
Subtotal | 13,618 |
| | — |
| | 13,618 |
| | 13,040 |
| | 578 |
| 12,351 |
| | 1 |
| | (1 | ) | | 12,351 |
| | 11,255 |
| | 1,096 |
|
| | | | | | | | | | | | | | | | | | | | |
| | | Unrealized Gain | | | | | | | | | Unrealized Gain | | Unrealized Loss | | | | | | |
Government securities | 4,050 |
| | 1 |
| | 4,051 |
| | 3,195 |
| | 856 |
| |
Other sovereign securities | 4 |
| | — |
| | 4 |
| | — |
| | 4 |
| |
U.S. Gov't securities | | 5,418 |
| | 4 |
| | — |
| | 5,422 |
| | 4,260 |
| | 1,162 |
|
Corporate debt securities | 272 |
| | — |
| | 272 |
| | 14 |
| | 258 |
| 253 |
| | — |
| | (2 | ) | | 251 |
| | 15 |
| | 236 |
|
Subtotal available for sale debt(2) | $ | 4,326 |
| | 1 |
| | 4,327 |
| | 3,209 |
| | 1,118 |
| $ | 5,671 |
| | 4 |
| | (2 | ) | | 5,673 |
| | 4,275 |
| | 1,398 |
|
Total cash, cash equivalents and current marketable securities | $ | 17,944 |
| | 1 |
| | 17,945 |
| | 16,249 |
| | 1,696 |
| $ | 18,022 |
| | 5 |
| | (3 | ) | | 18,024 |
| | 15,530 |
| | 2,494 |
|
(1) Held to maturity investments are reported at amortized cost and gains or losses are reported in earnings.
(2) Available for sale debt securities are reported at fair value with unrealized gains and losses reported net of taxes in other comprehensive income.
In the fiscal year ended December 30, 201829, 2019 the carrying amount was the same as the estimated fair value.
Fair value of government securities and obligations and corporate debt securities was estimated using quoted broker prices and significant other observable inputs.
The Company classifies all highly liquid investments with stated maturities of three months or less from date of purchase as cash equivalents and all highly liquid investments with stated maturities of greater than three months from the date of purchase as current marketable securities. Available for sale securities with stated maturities of greater than one year from the date of purchase are available to fund current operations and are classified as cash equivalents and current marketable securities.
The contractual maturities of the available for sale securities as of SeptemberMarch 29, 20192020 are as follows: | | (Dollars in Millions) | | Cost Basis | | Fair Value | | Cost Basis | | Fair Value |
Due within one year | | $ | 4,267 |
| | 4,268 |
| | $ | 5,632 |
| | 5,635 |
|
Due after one year through five years | | 59 |
| | 59 |
| | 39 |
| | 38 |
|
Due after five years through ten years | | — |
| | — |
| | — |
| | — |
|
Total debt securities | | $ | 4,326 |
| | 4,327 |
| | $ | 5,671 |
| | 5,673 |
|
Financial Instruments not measured at Fair Value:
The following financial liabilities are held at carrying amount on the consolidated balance sheet as of SeptemberMarch 29, 20192020: | | (Dollars in Millions) | | Carrying Amount | | Estimated Fair Value | | Carrying Amount | | Estimated Fair Value |
| | | | | | | | |
Financial Liabilities | | | | | | | | |
| | | | | | | | |
Current Debt | | $ | 2,299 |
| | 2,349 |
| | $ | 2,190 |
| | 2,234 |
|
| | | | | | | | |
Non-Current Debt | | | | | | | | |
1.950% Notes due 2020 | | 500 |
| | 501 |
| |
3.55% Notes due 2021 | | 449 |
| | 461 |
| | 449 |
| | 463 |
|
2.45% Notes due 2021 | | 349 |
| | 354 |
| | 350 |
| | 356 |
|
1.65% Notes due 2021 | | 999 |
| | 997 |
| |
0.250% Notes due 2022 (1B Euro 1.0958) | | 1,094 |
| | 1,108 |
| |
0.250% Notes due 2022 (1B Euro 1.0980) | | | 1,097 |
| | 1,096 |
|
2.25% Notes due 2022 | | 997 |
| | 1,011 |
| | 998 |
| | 1,019 |
|
6.73% Debentures due 2023 | | 250 |
| | 298 |
| | 250 |
| | 301 |
|
3.375% Notes due 2023 | | 804 |
| | 854 |
| | 804 |
| | 875 |
|
2.05% Notes due 2023 | | 498 |
| | 502 |
| | 499 |
| | 512 |
|
0.650% Notes due 2024 (750MM Euro 1.0958) | | 819 |
| | 850 |
| |
5.50% Notes due 2024 (500 MM GBP 1.2353) | | 613 |
| | 752 |
| |
0.650% Notes due 2024 (750MM Euro 1.0980) | | | 821 |
| | 826 |
|
5.50% Notes due 2024 (500 MM GBP 1.2023) | | | 597 |
| | 697 |
|
2.625% Notes due 2025 | | 748 |
| | 771 |
| | 748 |
| | 796 |
|
2.45% Notes due 2026 | | 1,992 |
| | 2,028 |
| | 1,993 |
| | 2,112 |
|
2.95% Notes due 2027 | | 996 |
| | 1,052 |
| | 997 |
| | 1,074 |
|
2.90% Notes due 2028 | | 1,494 |
| | 1,573 |
| | 1,494 |
| | 1,640 |
|
1.150% Notes due 2028 (750MM Euro 1.0958) | | 815 |
| | 887 |
| |
1.150% Notes due 2028 (750MM Euro 1.0980) | | | 817 |
| | 833 |
|
6.95% Notes due 2029 | | 297 |
| | 416 |
| | 297 |
| | 419 |
|
4.95% Debentures due 2033 | | 498 |
| | 627 |
| | 498 |
| | 661 |
|
4.375% Notes due 2033 | | 855 |
| | 1,021 |
| | 856 |
| | 1,099 |
|
1.650% Notes due 2035 (1.5B Euro 1.0958) | | 1,628 |
| | 1,916 |
| |
1.650% Notes due 2035 (1.5B Euro 1.0980) | | | 1,631 |
| | 1,699 |
|
3.55% Notes due 2036 | | 989 |
| | 1,082 |
| | 989 |
| | 1,172 |
|
5.95% Notes due 2037 | | 992 |
| | 1,394 |
| | 992 |
| | 1,477 |
|
3.625% Notes due 2037 | | 1,487 |
| | 1,656 |
| | 1,487 |
| | 1,719 |
|
3.40% Notes due 2038 | | 991 |
| | 1,073 |
| | 991 |
| | 1,144 |
|
5.85% Debentures due 2038 | | 696 |
| | 983 |
| | 696 |
| | 1,072 |
|
4.50% Debentures due 2040 | | 539 |
| | 668 |
| | 539 |
| | 689 |
|
4.85% Notes due 2041 | | 297 |
| | 387 |
| | 297 |
| | 432 |
|
4.50% Notes due 2043 | | 495 |
| | 629 |
| | 495 |
| | 696 |
|
3.70% Notes due 2046 | | 1,973 |
| | 2,232 |
| | 1,973 |
| | 2,406 |
|
3.75% Notes due 2047 | | 991 |
| | 1,124 |
| | 991 |
| | 1,230 |
|
3.50% Notes due 2048 | | 742 |
| | 817 |
| | 742 |
| | 890 |
|
Other | | 32 |
| | 33 |
| | 5 |
| | 5 |
|
Total Non-Current Debt | | $ | 26,919 |
| | 30,057 |
| | $ | 25,393 |
| | 29,410 |
|
The weighted average effective interest rate on non-current debt is 3.20%3.26%.
The excess of the estimated fair value over the carrying value of debt was $0.33.0 billion at December 30, 2018.29, 2019.
Fair value of the non-current debt was estimated using market prices, which were corroborated by quoted broker prices and significant other observable inputs.
NOTE 5 —— INCOME TAXES
The worldwide effective income tax rates for the fiscal nine monthsfirst quarters of 20192020 and 20182019 were 15.3% 11.0%and 17.6%15.2%, respectively. DuringIn the third fiscal quarter of 2019, Switzerland enacted the Federal Act on Tax Reform and AHV Financing (TRAF), which became effective on January 1, 2020. More information on the provisions of TRAF can be found in the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2019. During the first fiscal quarter of 2020, the final canton where the Company maintains significant operations enacted TRAF legislation and, accordingly, the Company recorded aan estimated deferred tax benefit of approximately $0.3 billion for the remeasurement of existing deferred tax liabilities offset by a related $0.2 billion increase in U.S. GILTI deferred taxes (or 1.3% net impact on the Q1 2020 effective tax rate). The Company is currently assessing and awaiting the approval for certain elective transition provisions in several cantons which include discussions with federal and cantonal tax authorities on the application of the new law. The Company has recorded the estimated impact of the transitional provisions based on the best available information for cantons where enactment has occurred, but the Company has not yet received final tax rulings in all cantons. Further, authoritative guidance from the enactment ofrelevant Swiss tax reform which reducedauthorities may be issued in the effective rate forfuture and additional revisions may be required in the fiscal nine monthsperiod they are issued.
In the first fiscal quarter of 2019 by 3.0%. This benefit was partially offset by2020, the Company increasing its unrecognized tax benefitreduced a contingent consideration liability inrelated to the current quarter which increased2019 Auris Health acquisition that benefited the overall effective tax rate by 1.9% (see Note 10 to the Consolidated Financial Statements for the fiscal nine months of 2019 by approximately 2.0%more details). Additionally, the Company had lessmore income in higher tax jurisdictions relative to lower tax jurisdictions as compared to the same period in 2018. This wasthe prior fiscal year, driven primarily driven by the impact of the agreement in principle to settle opioid litigation (see Note 11 to the Consolidated Financial Statements),one-time charges in the first fiscal third quarter of 2019 which was recordedrelated to the impairment of the Alios in-process research and development intangible asset taxed in the U.S., at an effective21.0% and additional tax rate of 23%.benefits received from stock based compensation that were either exercised or vested during the fiscal first quarter.
As of SeptemberMarch 29, 2019,2020, the Company had approximately $3.6$3.2 billion of liabilities from unrecognized tax benefits. The Company believes it is possible thatconducts business and files tax returns in numerous countries and currently has tax audits may be completed over the next twelve months by taxing authorities in some jurisdictions outsideprogress in a number of the United States. The Company is not able to provide a reasonably reliable estimate of the timing of any future tax payments relating to these uncertain tax positions.jurisdictions. With respect to the United States, the IRS has completed its audit for the tax years through 2009 and is currently auditing the tax years 2010 through 2012. The Company has reassessed its uncertain tax positions based on the best information available and therefore in the fiscal third quarter of 2019 has increased its unrecognized tax benefit liability by approximately $0.2 billion. The Company currently expects substantial completion of thethis audit and settlement of the related tax liabilities in the fiscal year 2020. As of March 29, 2020, the Company has classified unrecognized tax benefits and related interest of approximately $0.2 billion as a current liability on the “Accrued taxes on Income” line of the Consolidated Balance Sheet. This is the amount expected to be paid over the next nine months.12 months with respect to the IRS audit. During the first fiscal quarter of 2020, the Company made a payment of approximately $0.6 billion to the U.S. Treasury with respect to the 2010-2012 tax audit in anticipation of a final settlement later in the fiscal year 2020. The completion of this tax audit may result in additional adjustments to the Company’sCompany’s unrecognized tax benefit liabilityliability.
In other major jurisdictions where the Company conducts business, the years that remain open to tax audit go back to the year 2006. The Company believes it is possible that tax audits may have a material impact on the Company’s future operating results or cash flows in the period that the audit is substantially completed.
Swiss Tax Reform
On September 28, 2018 the Swiss Parliament approved the Federal Act on Tax Reform and AHV Financing (TRAF). On May 19, 2019 a public referendum was held in Switzerland that approved the federal reform proposals. In the fiscal third quarter of 2019, the Swiss Federal Council enacted TRAF. TRAF will become effective on January 1, 2020. The Federal transitional provisions of TRAF allow companies, under certain conditions, to adjust their tax basis adjustments to fair value (i.e., “step-up”) which is used for tax depreciation and amortization purposes resulting in a deductionbe completed over the transitional period. The adjustment to the Company’s asset tax basis will require review and approvalnext twelve months by the tax authorities.
TRAF also provides for parameters which enable the Swiss cantons to establish localized tax rates and regulations for companies. The new cantonal tax parameters include favorable tax benefits for patents and an additional research and development tax deduction. The cantonal transitional provisions of TRAF are also expected to allow companies to elect either 1) tax basis step-up similar to the Federal transition benefit or 2) alternative statutory tax rate for a period not to exceed 5 years. The Company currently has operations locatedtaxing authorities in various Swiss cantons and enactment may not be uniform in both the substantive naturesome jurisdictions outside of the legislation andUnited States. However, the Company is not able to provide a reasonably reliable estimate of the timing of enactment. The cantons are expected to implement new local legislation by January 1, 2020 or the new federal law will be directly applied.
The Company recorded a netany other future tax benefit of $0.4 billion related to this federal and certain cantonal enactments in the fiscal third quarter of 2019 consisting of the following provisions:
approximately $360 million tax expensepayments relating to the remeasurement of Swiss deferreduncertain tax assets and liabilities for the change in Federal and cantonal tax rates, where enactment occurred by September 29, 2019.positions.
a $1.2 billion deferred tax asset related to the estimated value of a Federal tax basis step-up of the Company’s Swiss subsidiaries’ assets.
approximately $450 million deferred tax expense relating to U.S. deferred tax liabilities relating to the Global Intangible Low-Taxed Income (GILTI) tax resulting from the remeasurement of the Swiss deferred tax assets and liabilities and the new deferred tax asset for the Federal step-up. See the 2018 Form 10-K for more discussion on the Company’s policy election to account for GILTI under the deferred method.
As of September 29, 2019, two cantons in which the Company operates have enacted legislation in response to the TRAF. The Company is currently assessing the elective cantonal transition provisions including discussions with local taxing authorities on the application of the new law. The Company has recorded an estimated impact of the transitional provisions based on the best available information for cantons where enactment has occurred. The estimated cantonal benefit that has been recorded is not material to the results of the Company. The amounts recorded in the current fiscal quarter do not include the impact of cantonal
law changes including the transitional provisions which have not yet been enacted. These enactments, which are expected to occur in the fiscal fourth quarter of 2019 or early 2020, may result in a material impact to the future results of the Company.
NOTE 6 —— PENSIONS AND OTHER BENEFIT PLANS
Components of Net Periodic Benefit Cost
Net periodic benefit costs for the Company’sCompany’s defined benefit retirement plans and other benefit plans for the fiscal thirdfirst quarters of 2020and the fiscal nine months of 2019 and 2018 include the following components:
|
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | Fiscal Third Quarter Ended | | Fiscal Nine Months Ended |
| | Retirement Plans | | Other Benefit Plans | | Retirement Plans | | Other Benefit Plans |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 |
Service cost | | $ | 275 |
| | 307 |
| | 68 |
| | 67 |
| | 828 |
| | 925 |
| | 205 |
| | 202 |
|
Interest cost | | 273 |
| | 247 |
| | 46 |
| | 37 |
| | 822 |
| | 748 |
| | 138 |
| | 112 |
|
Expected return on plan assets | | (578 | ) | | (550 | ) | | (2 | ) | | (1 | ) | | (1,742 | ) | | (1,664 | ) | | (5 | ) | | (5 | ) |
Amortization of prior service cost/(credit) | | 1 |
| | 1 |
| | (7 | ) | | (7 | ) | | 3 |
| | 2 |
| | (23 | ) | | (23 | ) |
Recognized actuarial losses | | 145 |
| | 213 |
| | 32 |
| | 31 |
| | 435 |
| | 641 |
| | 97 |
| | 92 |
|
Curtailments and settlements | | (4 | ) | | — |
| | — |
| | — |
| | 3 |
| | (2 | ) | | — |
| | — |
|
Net periodic benefit cost | | $ | 112 |
| | 218 |
| | 137 |
| | 127 |
| | 349 |
| | 650 |
| | 412 |
| | 378 |
|
| | | | | | | | | | | | | | | | |
15
|
| | | | | | | | | | | | | |
| | Retirement Plans | | Other Benefit Plans |
(Dollars in Millions) | | March 29, 2020 | | March 31, 2019 | | March 29, 2020 | | March 31, 2019 |
Service cost | | $ | 326 |
| | 276 |
| | 72 |
| | 68 |
|
Interest cost | | 240 |
| | 275 |
| | 33 |
| | 46 |
|
Expected return on plan assets | | (614 | ) | | (583 | ) | | (2 | ) | | (2 | ) |
Amortization of prior service cost/(credit) | | — |
| | 1 |
| | (8 | ) | | (8 | ) |
Recognized actuarial losses | | 223 |
| | 144 |
| | 36 |
| | 32 |
|
Curtailments and settlements | | 19 |
| | (1 | ) | | — |
| | — |
|
Net periodic benefit cost | | $ | 194 |
| | 112 |
| | 131 |
| | 136 |
|
| | | | | | | | |
The service cost component of net periodic benefit cost is presented in the same line items on the Consolidated Statement of Earnings where other employee compensation costs are reported. All other components of net periodic benefit cost are presented as part of Other (income) expense, net on the Consolidated Statement of Earnings.
Company Contributions
For the fiscal nine monthsfirst quarter ended SeptemberMarch 29, 2019,2020, the Company contributed $62$23 million and $95$9 million to its U.S. and international retirement plans, respectively. The Company plans to continue to fund its U.S. defined benefit plans to comply with the Pension Protection Act of 2006. International plans are funded in accordance with local regulations.
NOTE 7 —— ACCUMULATED OTHER COMPREHENSIVE INCOME
Components of other comprehensive income (loss) consist of the following:
| | | | | | | | | | | | | | | | | | | | | | |
| | Foreign | | Gain/(Loss) | | Employee | | Gain/(Loss) | | Total Accumulated | | Foreign | | Gain/(Loss) | | Employee | | Gain/(Loss) | | Total Accumulated |
| | Currency | | On | | Benefit | | On Derivatives | | Other Comprehensive | | Currency | | On | | Benefit | | On Derivatives | | Other Comprehensive |
(Dollars in Millions) | | Translation | | Securities | | Plans | | & Hedges | | Income (Loss) | | Translation | | Securities | | Plans | | & Hedges | | Income (Loss) |
December 30, 2018 | | $ | (8,869 | ) | | — |
| | (6,158 | ) | | (195 | ) | | (15,222 | ) | |
December 29, 2019 | | | $ | (8,705 | ) | | — |
| | (6,891 | ) | | (295 | ) | | (15,891 | ) |
Net change | | (575 | ) | | 1 |
| | 442 |
| | (179 | ) | | (311 | ) | | (1,519 | ) | | 2 |
| | 195 |
| | 970 |
| | (352 | ) |
September 29, 2019 | | $ | (9,444 | ) | | 1 |
| | (5,716 | ) | | (374 | ) | | (15,533 | ) | |
March 29, 2020 | | | $ | (10,224 | ) | | 2 |
| | (6,696 | ) | | 675 |
| | (16,243 | ) |
Amounts in accumulated other comprehensive income are presented net of the related tax impact. Foreign currency translation is not adjusted for income taxes where it relates to permanent investments in international subsidiaries. For additional details on comprehensive income see the Consolidated Statements of Comprehensive Income.
Details on reclassifications out of Accumulated Other Comprehensive Income:
Gain/(Loss) On Securities - reclassifications released to Other (income) expense, net.
Employee Benefit Plans - reclassifications are included in net periodic benefit cost. See Note 6 for additional details.
Gain/(Loss) On Derivatives && Hedges - reclassifications to earnings are recorded in the same account as the underlying transaction. See Note 4 for additional details.
NOTE 8 —— EARNINGS PER SHARE
The following is a reconciliation of basic net earnings per share to diluted net earnings per share for the fiscal thirdfirst quarters and the fiscal nine months ended SeptemberMarch 29, 20192020 and September 30, 2018March 31, 2019:
| | | | Fiscal Third Quarter Ended | | Fiscal Nine Months Ended | | Fiscal First Quarter Ended |
(Shares in Millions) | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | | March 29, 2020 | | March 31, 2019 |
Basic net earnings per share | | $ | 0.67 |
| | 1.47 |
| | 4.19 |
| | 4.57 |
| | $ | 2.20 |
| | 1.41 |
|
Average shares outstanding — basic | | 2,635.2 |
| | 2,683.2 |
| | 2,649.5 |
| | 2,682.6 |
| |
Average shares outstanding — basic | | | 2,633.7 |
| | 2,660.8 |
|
Potential shares exercisable under stock option plans | | 117.8 |
| | 140.3 |
| | 137.6 |
| | 140.9 |
| | 126.0 |
| | 136.7 |
|
Less: shares which could be repurchased under treasury stock method | | (83.8 | ) | | (96.7 | ) | | (99.7 | ) | | (94.7 | ) | | (89.4 | ) | | (99.4 | ) |
Convertible debt shares | | 0.7 |
| | 0.8 |
| | 0.7 |
| | 0.8 |
| | 0.7 |
| | 0.7 |
|
Average shares outstanding — diluted | | 2,669.9 |
| | 2,727.6 |
| | 2,688.1 |
| | 2,729.6 |
| |
Average shares outstanding — diluted | | | 2,671.0 |
| | 2,698.8 |
|
Diluted net earnings per share | | $ | 0.66 |
| | 1.44 |
| | 4.13 |
| | 4.49 |
| | $ | 2.17 |
| | 1.39 |
|
The diluted net earnings per share calculation for both the fiscal thirdfirst quarters ended SeptemberMarch 29, 20192020 and September 30, 2018March 31, 2019 included the dilutive effect of convertible debt that was offset by the related reduction in interest expense. The diluted net earnings per share calculation for the fiscal thirdfirst quarter ended SeptemberMarch 29, 20192020 excluded 1910 million shares related to stock options, as the exercise price of these options was greater than their average market value. The diluted net earnings per share calculation for the fiscal thirdfirst quarter ended September 30, 2018March 31, 2019 included all shares related to stock options, as there were 0 options or other instruments which were anti-dilutive.
The diluted net earnings per share calculation for both the fiscal nine months ended September 29, 2019 and September 30, 2018 included the dilutive effect17
NOTE 9 —— SEGMENTS OF BUSINESS AND GEOGRAPHIC AREAS
SALES BY SEGMENT OF BUSINESS
| | | | Fiscal Third Quarter Ended | | Fiscal Nine Months Ended | | Fiscal First Quarter Ended |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Percent Change | | September 29, 2019 | | September 30, 2018 | | Percent Change | | March 29, 2020 | | March 31, 2019 | | Percent Change |
| | | | | | | | | | | | | | | | | | |
CONSUMER | | | | | | | | | | | | | |
Consumer Health* | | | | | | | |
Baby Care | | | | | | | | | | | | | | | | | | |
U.S. | | $ | 91 |
| | 120 |
| | (24.1 | )% | | $ | 277 |
| | 306 |
| | (9.5 | )% | | $ | 92 |
| | 87 |
| | 6.7 | % |
International | | 326 |
| | 352 |
| | (7.3 | ) | | 977 |
| | 1,079 |
| | (9.5 | ) | | 269 |
| | 307 |
| | (12.4 | ) |
Worldwide | | 417 |
| | 472 |
| | (11.6 | ) | | 1,254 |
| | 1,385 |
| | (9.5 | ) | | 361 |
| | 394 |
| | (8.2 | ) |
Beauty | | | | | | | | | | | | | |
Skin Health/Beauty | | | | | | | |
U.S. | | 559 |
| | 543 |
| | 2.9 |
| | 1,810 |
| | 1,791 |
| | 1.1 |
| | 659 |
| | 588 |
| | 12.1 |
|
International | | 592 |
| | 535 |
| | 10.8 |
| | 1,633 |
| | 1,480 |
| | 10.4 |
| | 458 |
| | 502 |
| | (8.8 | ) |
Worldwide | | 1,151 |
| | 1,078 |
| | 6.8 |
| | 3,443 |
| | 3,271 |
| | 5.3 |
| | 1,117 |
| | 1,090 |
| | 2.5 |
|
Oral Care | | | | | | | | | | | | | | | | | | |
U.S. | | 156 |
| | 158 |
| | (1.1 | ) | | 462 |
| | 472 |
| | (2.1 | ) | | 176 |
| | 151 |
| | 16.2 |
|
International | | 223 |
| | 226 |
| | (1.6 | ) | | 673 |
| | 684 |
| | (1.7 | ) | | 219 |
| | 216 |
| | 1.5 |
|
Worldwide | | 379 |
| | 384 |
| | (1.4 | ) | | 1,135 |
| | 1,156 |
| | (1.8 | ) | | 395 |
| | 367 |
| | 7.6 |
|
OTC | | | | | | | | | | | | | | | | | | |
U.S. | | 477 |
| | 440 |
| | 8.4 |
| | 1,468 |
| | 1,359 |
| | 8.0 |
| | 689 |
| | 507 |
| | 35.9 |
|
International | | 621 |
| | 608 |
| | 2.2 |
| | 1,781 |
| | 1,827 |
| | (2.5 | ) | | 659 |
| | 580 |
| | 13.7 |
|
Worldwide | | 1,098 |
| | 1,048 |
| | 4.8 |
| | 3,249 |
| | 3,186 |
| | 2.0 |
| | 1,348 |
| | 1,087 |
| | 24.1 |
|
Women's Health | | | | | | | | | | | | | | | | | | |
U.S. | | 3 |
| | 3 |
| | (4.0 | ) | | 9 |
| | 10 |
| | (3.8 | ) | | 4 |
| | 3 |
| | 32.0 |
|
International | | 252 |
| | 266 |
| | (5.4 | ) | | 724 |
| | 782 |
| | (7.5 | ) | | 228 |
| | 222 |
| | 2.5 |
|
Worldwide | | 255 |
| | 269 |
| | (5.3 | ) | | 733 |
| | 792 |
| | (7.4 | ) | | 232 |
| | 225 |
| | 2.9 |
|
Wound Care/Other | | | | | | | | | | | | | | | | | | |
U.S. | | 109 |
| | 106 |
| | 1.9 |
| | 343 |
| | 344 |
| | (0.4 | ) | | 119 |
| | 102 |
| | 17.0 |
|
International | | 59 |
| | 58 |
| | 3.3 |
| | 173 |
| | 183 |
| | (5.0 | ) | | 52 |
| | 53 |
| | (1.2 | ) |
Worldwide | | 168 |
| | 164 |
| | 2.4 |
| | 516 |
| | 527 |
| | (2.0 | ) | | 171 |
| | 155 |
| | 10.7 |
|
TOTAL CONSUMER | | | | | | | | | | | | | |
TOTAL Consumer Health | | | | | | | |
U.S. | | 1,394 |
| | 1,370 |
| | 1.7 |
| | 4,369 |
| | 4,282 |
| | 2.0 |
| | 1,740 |
| | 1,438 |
| | 21.0 |
|
International | | 2,075 |
| | 2,045 |
| | 1.4 |
| | 5,962 |
| | 6,035 |
| | (1.2 | ) | | 1,885 |
| | 1,880 |
| | 0.3 |
|
Worldwide | | 3,469 |
| | 3,415 |
| | 1.6 |
| | 10,331 |
| | 10,317 |
| | 0.1 |
| | 3,625 |
| | 3,318 |
| | 9.2 |
|
* Previously referred to as Consumer | | | | | | | |
| | | | | | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | |
PHARMACEUTICAL | | | | | | | | | | | | |
Immunology | | | | | | | | | | | | |
U.S. | | 2,582 |
| | 2,400 |
| | 7.6 |
| | 7,124 |
| | 6,717 |
| | 6.1 |
|
International | | 1,129 |
| | 998 |
| | 13.2 |
| | 3,304 |
| | 3,061 |
| | 8.0 |
|
Worldwide | | 3,711 |
| | 3,398 |
| | 9.3 |
| | 10,428 |
| | 9,778 |
| | 6.7 |
|
REMICADE® | | | | | | | | | | | | |
U.S. | | 749 |
| | 987 |
| | (24.1 | ) | | 2,324 |
| | 2,821 |
| | (17.6 | ) |
U.S. Exports | | 88 |
| | 100 |
| | (12.0 | ) | | 226 |
| | 346 |
| | (34.7 | ) |
International | | 299 |
| | 292 |
| | 2.5 |
| | 795 |
| | 921 |
| | (13.7 | ) |
Worldwide | | 1,136 |
| | 1,379 |
| | (17.6 | ) | | 3,345 |
| | 4,088 |
| | (18.2 | ) |
SIMPONI / SIMPONI ARIA® | | | | | | | | | | | | |
U.S. | | 313 |
| | 281 |
| | 11.6 |
| | 857 |
| | 779 |
| | 10.0 |
|
International | | 273 |
| | 255 |
| | 7.3 |
| | 816 |
| | 823 |
| | (0.8 | ) |
Worldwide | | 586 |
| | 536 |
| | 9.6 |
| | 1,673 |
| | 1,602 |
| | 4.5 |
|
STELARA® | | | | | | | | | | | | |
U.S. | | 1,212 |
| | 889 |
| | 36.3 |
| | 3,152 |
| | 2,460 |
| | 28.1 |
|
International | | 487 |
| | 421 |
| | 15.7 |
| | 1,509 |
| | 1,252 |
| | 20.5 |
|
Worldwide | | 1,698 |
| | 1,310 |
| | 29.6 |
| | 4,661 |
| | 3,712 |
| | 25.6 |
|
TREMFYA® | | | | | | | | | | | | |
U.S. | | 221 |
| | 143 |
| | 54.3 | | 565 |
| | 311 |
| | 81.7% |
International | | 69 |
| | 28 |
| | * | | 177 |
| | 58 |
| | * |
Worldwide | | 290 |
| | 171 |
| | 69.0 | | 742 |
| | 369 |
| | * |
OTHER IMMUNOLOGY | | | | | | | | | | | | |
U.S. | | — |
| | — |
| | — | | — |
| | — |
| | — |
International | | 2 |
| | 2 |
| | (4.4) | | 8 |
| | 7 |
| | 13.7 |
Worldwide | | 2 |
| | 2 |
| | (4.4) | | 8 |
| | 7 |
| | 13.7 |
| | | | | | | | | | | | |
Infectious Diseases | | | | | | | | | | | | |
U.S. | | 418 |
| | 345 |
| | 21.2 |
| | 1,162 |
| | 1,006 |
| | 15.5 |
|
International | | 421 |
| | 478 |
| | (12.0 | ) | | 1,385 |
| | 1,496 |
| | (7.4 | ) |
Worldwide | | 839 |
| | 823 |
| | 1.9 |
| | 2,547 |
| | 2,502 |
| | 1.8 |
|
EDURANT® / rilpivirine | | | | | | | | | | | | |
U.S. | | 12 |
| | 13 |
| | (7.3 | ) | | 36 |
| | 42 |
| | (14.3 | ) |
International | | 206 |
| | 189 |
| | 9.0 |
| | 603 |
| | 581 |
| | 3.8 |
|
Worldwide | | 218 |
| | 202 |
| | 7.9 |
| | 639 |
| | 623 |
| | 2.6 |
|
PREZISTA® / PREZCOBIX® / REZOLSTA® / SYMTUZA® | | | | | | | | | | | | |
U.S. | | 373 |
| | 297 |
| | 25.4 |
| | 1,032 |
| | 847 |
| | 21.8 |
|
International | | 135 |
| | 193 |
| | (29.8 | ) | | 534 |
| | 613 |
| | (12.8 | ) |
Worldwide | | 508 |
| | 490 |
| | 3.7 |
| | 1,566 |
| | 1,460 |
| | 7.3 |
|
OTHER INFECTIOUS DISEASES | | | | | | | | | | | | |
U.S. | | 33 |
| | 35 |
| | (4.3 | ) | | 94 |
| | 117 |
| | (19.6 | ) |
International | | 80 |
| | 96 |
| | (17.4 | ) | | 248 |
| | 302 |
| | (18.2 | ) |
Worldwide | | 113 |
| | 131 |
| | (13.9 | ) | | 342 |
| | 419 |
| | (18.6 | ) |
| | | | | | | | | | | | |
18
|
| | | | | | | | | | |
PHARMACEUTICAL | | | | | | |
Immunology | | | | | | |
U.S. | | 2,410 |
| | 2,163 |
| | 11.4 |
|
International | | 1,228 |
| | 1,088 |
| | 12.8 |
|
Worldwide | | 3,638 |
| | 3,251 |
| | 11.9 |
|
REMICADE® | | | | | | |
U.S. | | 625 |
| | 774 |
| | (19.3 | ) |
U.S. Exports | | 110 |
| | 76 |
| | 44.3 |
|
International | | 256 |
| | 252 |
| | 1.5 |
|
Worldwide | | 990 |
| | 1,102 |
| | (10.2 | ) |
SIMPONI / SIMPONI ARIA® | | | | | | |
U.S. | | 272 |
| | 263 |
| | 3.4 |
|
International | | 258 |
| | 261 |
| | (1.2 | ) |
Worldwide | | 529 |
| | 524 |
| | 1.1 |
|
STELARA® | | | | | | |
U.S. | | 1,217 |
| | 882 |
| | 37.9 |
|
International | | 603 |
| | 523 |
| | 15.2 |
|
Worldwide | | 1,819 |
| | 1,405 |
| | 29.5 |
|
TREMFYA® | | | | | | |
U.S. | | 187 |
| | 168 |
| | 11.5 |
International | | 109 |
| | 49 |
| | * |
Worldwide | | 296 |
| | 217 |
| | 36.4 |
OTHER IMMUNOLOGY | | | | | | |
U.S. | | — |
| | — |
| | — |
International | | 3 |
| | 3 |
| | (6.9) |
Worldwide | | 3 |
| | 3 |
| | (6.9) |
| | | | | | |
Infectious Diseases | | | | | | |
U.S. | | 436 |
| | 357 |
| | 22.3 |
|
International | | 483 |
| | 489 |
| | (1.2 | ) |
Worldwide | | 920 |
| | 846 |
| | 8.7 |
|
EDURANT® / rilpivirine | | | | | | |
U.S. | | 12 |
| | 12 |
| | 0.6 |
|
International | | 212 |
| | 199 |
| | 6.4 |
|
Worldwide | | 224 |
| | 211 |
| | 6.1 |
|
PREZISTA® / PREZCOBIX® / REZOLSTA® / SYMTUZA® | | | | | | |
U.S. | | 396 |
| | 315 |
| | 25.5 |
|
International | | 184 |
| | 208 |
| | (11.6 | ) |
Worldwide | | 579 |
| | 523 |
| | 10.8 |
|
OTHER INFECTIOUS DISEASES | | | | | | |
U.S. | | 29 |
| | 30 |
| | (3.4 | ) |
International | | 87 |
| | 82 |
| | 6.7 |
|
Worldwide | | 116 |
| | 112 |
| | 4.0 |
|
| | | | | | |
|
| | | | | | | | | | | | | | | | | | | | |
Neuroscience | | | | | | | | | | | | |
U.S. | | 785 |
| | 651 |
| | 20.7 |
| | 2,172 |
| | 1,914 |
| | 13.5 |
|
International | | 810 |
| | 839 |
| | (3.5 | ) | | 2,590 |
| | 2,663 |
| | (2.7 | ) |
Worldwide | | 1,595 |
| | 1,490 |
| | 7.1 |
| | 4,762 |
| | 4,577 |
| | 4.0 |
|
CONCERTA® / methylphenidate | | | | | | | | | | | | |
U.S. | | 84 |
| | 57 |
| | 48.2 |
| | 196 |
| | 191 |
| | 2.9 |
|
International | | 109 |
| | 100 |
| | 9.4 |
| | 348 |
| | 322 |
| | 8.0 |
|
Worldwide | | 193 |
| | 157 |
| | 23.5 |
| | 544 |
| | 513 |
| | 6.1 |
|
INVEGA SUSTENNA® / XEPLION® / INVEGA TRINZA® / TREVICTA® | | | | | | | | | | | | |
U.S. | | 554 |
| | 468 |
| | 18.3 |
| | 1,543 |
| | 1,306 |
| | 18.1 |
|
International | | 297 |
| | 281 |
| | 5.9 |
| | 916 |
| | 859 |
| | 6.7 |
|
Worldwide | | 851 |
| | 749 |
| | 13.7 |
| | 2,459 |
| | 2,165 |
| | 13.6 |
|
RISPERDAL CONSTA® | | | | | | | | | | | | |
U.S. | | 79 |
| | 76 |
| | 4.9 |
| | 237 |
| | 238 |
| | (0.5 | ) |
International | | 89 |
| | 99 |
| | (10.5 | ) | | 292 |
| | 321 |
| | (9.1 | ) |
Worldwide | | 167 |
| | 175 |
| | (3.8 | ) | | 528 |
| | 559 |
| | (5.4 | ) |
OTHER NEUROSCIENCE | | | | | | | | | | | | |
U.S. | | 68 |
| | 50 |
| | 35.3 |
| | 196 |
| | 179 |
| | 9.7 |
|
International | | 316 |
| | 359 |
| | (12.5 | ) | | 1,035 |
| | 1,161 |
| | (10.9 | ) |
Worldwide | | 384 |
| | 409 |
| | (6.6 | ) | | 1,231 |
| | 1,340 |
| | (8.2 | ) |
| | | | | | | | | | | | |
Oncology | | | | | | | | | | | | |
U.S. | | 1,171 |
| | 1,250 |
| | (6.3 | ) | | 3,146 |
| | 3,268 |
| | (3.7 | ) |
International | | 1,590 |
| | 1,338 |
| | 18.8 |
| | 4,830 |
| | 4,087 |
| | 18.2 |
|
Worldwide | | 2,761 |
| | 2,588 |
| | 6.7 |
| | 7,976 |
| | 7,355 |
| | 8.4 |
|
DARZALEX® | | | | | | | | | | | | |
U.S. | | 402 |
| | 318 |
| | 26.1 |
| | 1,123 |
| | 880 |
| | 27.6 |
|
International | | 363 |
| | 180 |
| | * | | 1,045 |
| | 561 |
| | 86.2 |
|
Worldwide | | 765 |
| | 498 |
| | 53.5 |
| | 2,168 |
| | 1,441 |
| | 50.4 |
|
IMBRUVICA® | | | | | | | | | | | | |
U.S. | | 447 |
| | 334 |
| | 34.0 |
| | 1,163 |
| | 811 |
| | 43.5 |
|
International | | 475 |
| | 371 |
| | 27.6 |
| | 1,373 |
| | 1,101 |
| | 24.6 |
|
Worldwide | | 921 |
| | 705 |
| | 30.6 |
| | 2,536 |
| | 1,912 |
| | 32.6 |
|
VELCADE® | | | | | | | | | | | | |
U.S. | | — |
| | — |
| | — | | — |
| | — |
| | — |
International | | 149 |
| | 271 |
| | (44.8 | ) | | 636 |
| | 864 |
| | (26.3 | ) |
Worldwide | | 149 |
| | 271 |
| | (44.8 | ) | | 636 |
| | 864 |
| | (26.3 | ) |
ZYTIGA® / abiraterone acetate | | | | | | | | | | | | |
U.S. | | 233 |
| | 527 |
| | (55.8 | ) | | 616 |
| | 1,420 |
| | (56.6 | ) |
International | | 508 |
| | 431 |
| | 17.8 |
| | 1,502 |
| | 1,292 |
| | 16.2 |
|
Worldwide | | 741 |
| | 958 |
| | (22.7 | ) | | 2,118 |
| | 2,712 |
| | (21.9 | ) |
OTHER ONCOLOGY | | | | | | | | | | | | |
U.S. | | 91 |
| | 71 |
| | 26.7 | | 245 |
| | 157 |
| | 54.7 |
|
International | | 95 |
| | 85 |
| | 12.2 |
| | 274 |
| | 269 |
| | 2.1 |
|
Worldwide | | 186 |
| | 156 |
| | 18.8 |
| | 519 |
| | 426 |
| | 21.6 |
|
| | | | | | | | | | | | |
19
|
| | | | | | | | | | |
Neuroscience | | | | | | |
U.S. | | 748 |
| | 723 |
| | 3.3 |
|
International | | 910 |
| | 905 |
| | 0.5 |
|
Worldwide | | 1,658 |
| | 1,629 |
| | 1.8 |
|
CONCERTA® / methylphenidate | | | | | | |
U.S. | | 52 |
| | 97 |
| | (46.1 | ) |
International | | 118 |
| | 116 |
| | 1.5 |
|
Worldwide | | 171 |
| | 214 |
| | (20.1 | ) |
INVEGA SUSTENNA® / XEPLION® / INVEGA TRINZA® / TREVICTA® | | | | | | |
U.S. | | 544 |
| | 483 |
| | 12.6 |
|
International | | 339 |
| | 307 |
| | 10.3 |
|
Worldwide | | 883 |
| | 790 |
| | 11.7 |
|
RISPERDAL CONSTA® | | | | | | |
U.S. | | 76 |
| | 77 |
| | (0.3 | ) |
International | | 94 |
| | 102 |
| | (8.7 | ) |
Worldwide | | 170 |
| | 179 |
| | (5.1 | ) |
OTHER NEUROSCIENCE | | | | | | |
U.S. | | 75 |
| | 66 |
| | 12.5 |
|
International | | 360 |
| | 379 |
| | (5.1 | ) |
Worldwide | | 435 |
| | 446 |
| | (2.5 | ) |
| | | | | | |
Oncology | | | | | | |
U.S. | | 1,175 |
| | 962 |
| | 22.1 |
|
International | | 1,839 |
| | 1,556 |
| | 18.2 |
|
Worldwide | | 3,013 |
| | 2,518 |
| | 19.7 |
|
DARZALEX® | | | | | | |
U.S. | | 463 |
| | 352 |
| | 31.8 |
|
International | | 474 |
| | 277 |
| | 70.9 |
|
Worldwide | | 937 |
| | 629 |
| | 49.0 |
|
ERLEADA® | | | | | | |
U.S. | | 119 |
| | 58 |
| | * |
International | | 24 |
| | 3 |
| | * |
Worldwide | | 143 |
| | 61 |
| | * |
IMBRUVICA® | | | | | | |
U.S. | | 432 |
| | 349 |
| | 23.9 |
|
International | | 599 |
| | 435 |
| | 37.8 |
|
Worldwide | | 1,031 |
| | 784 |
| | 31.6 |
|
VELCADE® | | | | | | |
U.S. | | — |
| | — |
| | — |
International | | 108 |
| | 263 |
| | (59.0 | ) |
Worldwide | | 108 |
| | 263 |
| | (59.0 | ) |
ZYTIGA® / abiraterone acetate | | | | | | |
U.S. | | 139 |
| | 185 |
| | (25.2 | ) |
International | | 552 |
| | 494 |
| | 11.7 |
|
Worldwide | | 690 |
| | 679 |
| | 1.6 |
|
| | | | | | |
|
| | | | | | | | | | | | | | | | | | | | |
Pulmonary Hypertension | | | | | | | | | | | | |
U.S. | | 427 |
| | 425 |
| | 0.5 | | 1,296 |
| | 1,215 |
| | 6.6 |
|
International | | 227 |
| | 231 |
| | (1.6) | | 704 |
| | 691 |
| | 1.9 |
|
Worldwide | | 654 |
| | 656 |
| | (0.3) | | 2,000 |
| | 1,906 |
| | 4.9 |
|
OPSUMIT® | | | | | | | | | | | | |
U.S. | | 206 |
| | 182 |
| | 12.9 | | 581 |
| | 511 |
| | 13.7 |
|
International | | 140 |
| | 128 |
| | 10.1 | | 419 |
| | 381 |
| | 10.2 |
|
Worldwide | | 347 |
| | 310 |
| | 11.7 | | 1,001 |
| | 892 |
| | 12.2 |
|
TRACLEER® / bosentan | | | | | | | | | | | | |
U.S. | | 19 |
| | 69 |
| | (72.4) | | 121 |
| | 208 |
| | (41.8 | ) |
International | | 46 |
| | 70 |
| | (32.8) | | 164 |
| | 214 |
| | (23.3 | ) |
Worldwide | | 65 |
| | 139 |
| | (52.7) | | 285 |
| | 422 |
| | (32.4 | ) |
UPTRAVI® | | | | | | | | | | | | |
U.S. | | 185 |
| | 154 |
| | 20.2 | | 536 |
| | 433 |
| | 23.9 |
|
International | | 25 |
| | 17 |
| | 52.1 | | 75 |
| | 49 |
| | 52.8 |
|
Worldwide | | 210 |
| | 171 |
| | 23.4 | | 611 |
| | 482 |
| | 26.8 |
|
OTHER | | | | | | | | | | | | |
U.S. | | 17 |
| | 20 |
| | (10.1) | | 58 |
| | 63 |
| | (8.9 | ) |
International | | 15 |
| | 16 |
| | (15.4) | | 46 |
| | 47 |
| | (3.0 | ) |
Worldwide | | 31 |
| | 36 |
| | (12.6) | | 103 |
| | 110 |
| | (6.4 | ) |
| | | | | | | | | | | | |
Cardiovascular / Metabolism / Other | | | | | | | | | | | | |
U.S. | | 955 |
| | 1,026 |
| | (6.9 | ) | | 2,804 |
| | 3,230 |
| | (13.2 | ) |
International | | 360 |
| | 365 |
| | (1.3 | ) | | 1,131 |
| | 1,196 |
| | (5.4 | ) |
Worldwide | | 1,316 |
| | 1,391 |
| | (5.4 | ) | | 3,936 |
| | 4,426 |
| | (11.1 | ) |
XARELTO® | | | | | | | | | | | | |
U.S. | | 613 |
| | 612 |
| | 0.1 |
| | 1,704 |
| | 1,869 |
| | (8.9 | ) |
International | | — |
| | — |
| | — | | — |
| | — |
| | — |
Worldwide | | 613 |
| | 612 |
| | 0.1 |
| | 1,704 |
| | 1,869 |
| | (8.9 | ) |
INVOKANA® / INVOKAMET® | | | | | | | | | | | | |
U.S. | | 125 |
| | 150 |
| | (16.6 | ) | | 411 |
| | 523 |
| | (21.3 | ) |
International | | 55 |
| | 40 |
| | 33.9 |
| | 147 |
| | 130 |
| | 12.3 |
|
Worldwide | | 179 |
| | 190 |
| | (5.8 | ) | | 558 |
| | 653 |
| | (14.6 | ) |
PROCRIT® / EPREX® | | | | | | | | | | | | |
U.S. | | 126 |
| | 178 |
| | (29.6 | ) | | 387 |
| | 523 |
| | (26.1 | ) |
International | | 72 |
| | 77 |
| | (5.7 | ) | | 220 |
| | 244 |
| | (9.8 | ) |
Worldwide | | 198 |
| | 255 |
| | (22.4 | ) | | 607 |
| | 767 |
| | (20.9 | ) |
OTHER | | | | | | | | | | | | |
U.S. | | 91 |
| | 86 |
| | 8.1 |
| | 302 |
| | 315 |
| | (3.8 | ) |
International | | 234 |
| | 248 |
| | (5.7 | ) | | 765 |
| | 822 |
| | (6.9 | ) |
Worldwide | | 325 |
| | 334 |
| | (2.2 | ) | | 1,067 |
| | 1,137 |
| | (6.1 | ) |
| | | | | | | | | | | | |
TOTAL PHARMACEUTICAL | | | | | | | | | | | | |
U.S. | | 6,340 |
| | 6,097 |
| | 4.0 |
| | 17,705 |
| | 17,350 |
| | 2.0 |
|
International | | 4,537 |
| | 4,249 |
| | 6.8 |
| | 13,945 |
| | 13,194 |
| | 5.7 |
|
Worldwide | | 10,877 |
| | 10,346 |
| | 5.1 |
| | 31,650 |
| | 30,544 |
| | 3.6 |
|
| | | | | | | | | | | | |
20
|
| | | | | | | | | | |
OTHER ONCOLOGY | | | | | | |
U.S. | | 22 |
| | 18 |
| | 20.1 |
International | | 82 |
| | 84 |
| | (2.7) |
Worldwide | | 104 |
| | 102 |
| | 1.3 |
| | | | | | |
Pulmonary Hypertension | | | | | | |
U.S. | | 486 |
| | 430 |
| | 13.0 |
International | | 260 |
| | 226 |
| | 14.9 |
Worldwide | | 745 |
| | 656 |
| | 13.7 |
OPSUMIT® | | | | | | |
U.S. | | 229 |
| | 172 |
| | 33.0 |
International | | 160 |
| | 133 |
| | 20.2 |
Worldwide | | 389 |
| | 306 |
| | 27.4 |
UPTRAVI® | | | | | | |
U.S. | | 212 |
| | 176 |
| | 20.7 |
International | | 38 |
| | 22 |
| | 70.2 |
Worldwide | | 250 |
| | 198 |
| | 26.2 |
OTHER PULMONARY HYPERTENSION | | | | | | |
U.S. | | 44 |
| | 82 |
| | (45.9) |
International | | 62 |
| | 71 |
| | (12.4) |
Worldwide | | 106 |
| | 152 |
| | (30.4) |
| | | | | | |
Cardiovascular / Metabolism / Other | | | | | | |
U.S. | | 806 |
| | 947 |
| | (14.9 | ) |
International | | 354 |
| | 398 |
| | (11.0 | ) |
Worldwide | | 1,160 |
| | 1,345 |
| | (13.8 | ) |
XARELTO® | | | | | | |
U.S. | | 527 |
| | 542 |
| | (2.7 | ) |
International | | — |
| | — |
| | — |
Worldwide | | 527 |
| | 542 |
| | (2.7 | ) |
INVOKANA® / INVOKAMET® | | | | | | |
U.S. | | 117 |
| | 154 |
| | (23.6 | ) |
International | | 58 |
| | 49 |
| | 18.6 |
|
Worldwide | | 175 |
| | 202 |
| | (13.5 | ) |
PROCRIT® / EPREX® | | | | | | |
U.S. | | 76 |
| | 148 |
| | (48.5 | ) |
International | | 79 |
| | 78 |
| | 0.4 |
|
Worldwide | | 155 |
| | 226 |
| | (31.6 | ) |
OTHER | | | | | | |
U.S. | | 85 |
| | 104 |
| | (18.0 | ) |
International | | 217 |
| | 271 |
| | (19.7 | ) |
Worldwide | | 302 |
| | 374 |
| | (19.2 | ) |
| | | | | | |
TOTAL PHARMACEUTICAL | | | | | | |
U.S. | | 6,061 |
| | 5,582 |
| | 8.6 |
|
International | | 5,073 |
| | 4,662 |
| | 8.8 |
|
Worldwide | | 11,134 |
| | 10,244 |
| | 8.7 |
|
| | | | | | |
|
| | | | | | | | | | | | | | | | | | | | |
MEDICAL DEVICES | | | | | | | | | | | | |
Diabetes Care | | | | | | | | | | | | |
U.S. | | — |
| | 125 |
| | * | | — |
| | 371 |
| | * |
International | | — |
| | 190 |
| | * | | — |
| | 638 |
| | * |
Worldwide | | — |
| | 315 |
| | * | | — |
| | 1,009 |
| | * |
Interventional Solutions | | | | | | | | | | | | |
U.S. | | 357 |
| | 320 |
| | 11.5 |
| | 1,066 |
| | 947 |
| | 12.6 |
|
International | | 382 |
| | 333 |
| | 15.3 |
| | 1,156 |
| | 1,013 |
| | 14.2 |
|
Worldwide | | 741 |
| | 653 |
| | 13.4 |
| | 2,223 |
| | 1,960 |
| | 13.4 |
|
Orthopaedics | | | | | | | | | | | | |
U.S. | | 1,301 |
| | 1,284 |
| | 1.2 |
| | 3,950 |
| | 3,923 |
| | 0.7 |
|
International | | 837 |
| | 827 |
| | 1.2 |
| | 2,616 |
| | 2,700 |
| | (3.1 | ) |
Worldwide | | 2,138 |
| | 2,111 |
| | 1.2 |
| | 6,566 |
| | 6,623 |
| | (0.9 | ) |
HIPS | | | | | | | | | | | | |
U.S. | | 204 |
| | 201 |
| | 1.1 |
| | 633 |
| | 621 |
| | 1.8 |
|
International | | 133 |
| | 129 |
| | 2.7 |
| | 428 |
| | 432 |
| | (0.8 | ) |
Worldwide | | 336 |
| | 330 |
| | 1.7 |
| | 1,061 |
| | 1,053 |
| | 0.7 |
|
KNEES | | | | | | | | | | | | |
U.S. | | 209 |
| | 215 |
| | (2.7 | ) | | 650 |
| | 672 |
| | (3.3 | ) |
International | | 136 |
| | 126 |
| | 7.9 |
| | 435 |
| | 438 |
| | (0.6 | ) |
Worldwide | | 344 |
| | 341 |
| | 1.2 |
| | 1,085 |
| | 1,110 |
| | (2.2 | ) |
TRAUMA | | | | | | | | | | | | |
U.S. | | 415 |
| | 395 |
| | 5.1 |
| | 1,239 |
| | 1,196 |
| | 3.6 |
|
International | | 262 |
| | 259 |
| | 1.0 |
| | 795 |
| | 829 |
| | (4.1 | ) |
Worldwide | | 677 |
| | 654 |
| | 3.5 |
| | 2,034 |
| | 2,025 |
| | 0.4 |
|
SPINE & OTHER | | | | | | | | | | | | |
U.S. | | 472 |
| | 473 |
| | (0.2 | ) | | 1,427 |
| | 1,434 |
| | (0.5 | ) |
International | | 306 |
| | 313 |
| | (2.0 | ) | | 957 |
| | 1,001 |
| | (4.4 | ) |
Worldwide | | 778 |
| | 786 |
| | (0.9 | ) | | 2,384 |
| | 2,435 |
| | (2.1 | ) |
Surgery | | | | | | | | | | | | |
U.S. | | 940 |
| | 1,016 |
| | (7.4 | ) | | 2,867 |
| | 3,031 |
| | (5.4 | ) |
International | | 1,371 |
| | 1,360 |
| | 0.8 |
| | 4,192 |
| | 4,283 |
| | (2.1 | ) |
Worldwide | | 2,311 |
| | 2,376 |
| | (2.7 | ) | | 7,059 |
| | 7,314 |
| | (3.5 | ) |
ADVANCED | | | | | | | | | | | | |
U.S. | | 409 |
| | 421 |
| | (2.8 | ) | | 1,209 |
| | 1,216 |
| | (0.6 | ) |
International | | 602 |
| | 555 |
| | 8.3 |
| | 1,811 |
| | 1,731 |
| | 4.6 |
|
Worldwide | | 1,010 |
| | 976 |
| | 3.6 |
| | 3,019 |
| | 2,947 |
| | 2.4 |
|
GENERAL | | | | | | | | | | | | |
U.S. | | 443 |
| | 423 |
| | 4.7 |
| | 1,311 |
| | 1,282 |
| | 2.3 |
|
International | | 659 |
| | 657 |
| | 0.2 |
| | 1,998 |
| | 2,094 |
| | (4.6 | ) |
Worldwide | | 1,101 |
| | 1,080 |
| | 1.9 |
| | 3,309 |
| | 3,376 |
| | (2.0 | ) |
SPECIALTY | | | | | | | | | | | | |
U.S. | | 88 |
| | 172 |
| | (48.0 | ) | | 347 |
| | 533 |
| | (34.9 | ) |
International | | 110 |
| | 148 |
| | (25.0 | ) | | 383 |
| | 458 |
| | (16.2 | ) |
Worldwide | | 200 |
| | 320 |
| | (37.4 | ) | | 731 |
| | 991 |
| | (26.2 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
21
|
| | | | | | | | | | |
MEDICAL DEVICES | | | | | | |
Interventional Solutions | | | | | | |
U.S. | | 365 |
| | 343 |
| | 6.6 |
|
International | | 362 |
| | 389 |
| | (6.9 | ) |
Worldwide | | 727 |
| | 732 |
| | (0.6 | ) |
Orthopaedics | | | | | | |
U.S. | | 1,250 |
| | 1,318 |
| | (5.2 | ) |
International | | 788 |
| | 885 |
| | (11.0 | ) |
Worldwide | | 2,038 |
| | 2,204 |
| | (7.5 | ) |
HIPS | | | | | | |
U.S. | | 206 |
| | 213 |
| | (3.6 | ) |
International | | 132 |
| | 148 |
| | (11.2 | ) |
Worldwide | | 337 |
| | 361 |
| | (6.7 | ) |
KNEES | | | | | | |
U.S. | | 214 |
| | 223 |
| | (4.2 | ) |
International | | 130 |
| | 146 |
| | (11.4 | ) |
Worldwide | | 343 |
| | 369 |
| | (7.0 | ) |
TRAUMA | | | | | | |
U.S. | | 407 |
| | 417 |
| | (2.3 | ) |
International | | 247 |
| | 268 |
| | (8.0 | ) |
Worldwide | | 654 |
| | 685 |
| | (4.5 | ) |
SPINE, SPORTS & OTHER | | | | | | |
U.S. | | 423 |
| | 465 |
| | (8.9 | ) |
International | | 280 |
| | 323 |
| | (13.3 | ) |
Worldwide | | 703 |
| | 788 |
| | (10.7 | ) |
Surgery | | | | | | |
U.S. | | 844 |
| | 1,001 |
| | (15.7 | ) |
International | | 1,257 |
| | 1,394 |
| | (9.8 | ) |
Worldwide | | 2,100 |
| | 2,395 |
| | (12.3 | ) |
ADVANCED | | | | | | |
U.S. | | 381 |
| | 404 |
| | (5.7 | ) |
International | | 567 |
| | 576 |
| | (1.6 | ) |
Worldwide | | 948 |
| | 980 |
| | (3.3 | ) |
GENERAL | | | | | | |
U.S. | | 463 |
| | 597 |
| | (22.5 | ) |
International | | 690 |
| | 818 |
| | (15.7 | ) |
Worldwide | | 1,153 |
| | 1,414 |
| | (18.5 | ) |
Vision | | | | | | |
U.S. | | 439 |
| | 446 |
| | (1.6 | ) |
International | | 628 |
| | 682 |
| | (8.0 | ) |
Worldwide | | 1,067 |
| | 1,129 |
| | (5.5 | ) |
CONTACT LENSES / OTHER | | | | | | |
U.S. | | 346 |
| | 321 |
| | 7.7 |
|
International | | 467 |
| | 502 |
| | (7.0 | ) |
Worldwide | | 814 |
| | 824 |
| | (1.3 | ) |
SURGICAL | | | | | | |
U.S. | | 93 |
| | 125 |
| | (25.5 | ) |
|
| | | | | | | | | | | | | | | | | | | | |
Vision | | | | | | | | | | | | |
U.S. | | 459 |
| | 452 |
| | 1.4 |
| | 1,366 |
| | 1,351 |
| | 1.1 |
|
International | | 734 |
| | 680 |
| | 8.0 |
| | 2,117 |
| | 2,069 |
| | 2.3 |
|
Worldwide | | 1,193 |
| | 1,132 |
| | 5.4 |
| | 3,483 |
| | 3,420 |
| | 1.8 |
|
CONTACT LENSES / OTHER | | | | | | | | | | | | |
U.S. | | 339 |
| | 319 |
| | 6.2 |
| | 993 |
| | 948 |
| | 4.7 |
|
International | | 555 |
| | 516 |
| | 7.4 |
| | 1,566 |
| | 1,538 |
| | 1.8 |
|
Worldwide | | 893 |
| | 835 |
| | 7.0 |
| | 2,559 |
| | 2,486 |
| | 2.9 |
|
SURGICAL | | | | | | | | | | | | |
U.S. | | 120 |
| | 133 |
| | (10.0 | ) | | 373 |
| | 403 |
| | (7.4 | ) |
International | | 180 |
| | 164 |
| | 9.9 |
| | 551 |
| | 531 |
| | 3.7 |
|
Worldwide | | 299 |
| | 297 |
| | 0.9 |
| | 923 |
| | 934 |
| | (1.1 | ) |
| | | | | | | | | | | | |
TOTAL MEDICAL DEVICES | | | | | | | | | | | | |
U.S. | | 3,057 |
| | 3,197 |
| | (4.4 | ) | | 9,249 |
| | 9,623 |
| | (3.9 | ) |
International | | 3,326 |
| | 3,390 |
| | (1.9 | ) | | 10,082 |
| | 10,703 |
| | (5.8 | ) |
Worldwide | | 6,383 |
| | 6,587 |
| | (3.1 | ) | | 19,331 |
| | 20,326 |
| | (4.9 | ) |
| | | | | | | | | | | | |
WORLDWIDE | | | | | | | | | | | | |
U.S. | | 10,791 |
| | 10,664 |
| | 1.2 |
| | 31,323 |
| | 31,255 |
| | 0.2 |
|
International | | 9,938 |
| | 9,684 |
| | 2.6 |
| | 29,989 |
| | 29,932 |
| | 0.2 |
|
Worldwide | | $ | 20,729 |
| | 20,348 |
| | 1.9 | % | | $ | 61,312 |
| | 61,187 |
| | 0.2 | % |
22
|
| | | | | | | | | | |
International | | 160 |
| | 180 |
| | (11.0 | ) |
Worldwide | | 253 |
| | 305 |
| | (16.9 | ) |
| | | | | | |
TOTAL MEDICAL DEVICES | | | | | | |
U.S. | | 2,898 |
| | 3,109 |
| | (6.8 | ) |
International | | 3,034 |
| | 3,350 |
| | (9.4 | ) |
Worldwide | | 5,932 |
| | 6,459 |
| | (8.2 | ) |
| | | | | | |
WORLDWIDE | | | | | | |
U.S. | | 10,699 |
| | 10,129 |
| | 5.6 |
|
International | | 9,992 |
| | 9,892 |
| | 1.0 |
|
Worldwide | | $ | 20,691 |
| | 20,021 |
| | 3.3 | % |
*Percentage greater than 100% or not meaningful
EARNINGS BEFORE PROVISION FOR TAXES BY SEGMENT | | | | Fiscal Third Quarter Ended | | Fiscal Nine Months Ended | | Fiscal First Quarter Ended |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Percent Change | | September 29, 2019 | | September 30, 2018 | | Percent Change | | March 29, 2020 | | March 31, 2019 | | Percent Change |
Consumer (1) | | $ | 653 |
| | 510 |
| | 28.0 | % | | $ | 1,800 |
| | 1,887 |
| | (4.6 | )% | |
Consumer Health (1) | | | $ | 770 |
| | 741 |
| | 3.9 | % |
Pharmaceutical(2) | | (222 | ) | | 2,876 |
| | * | | 5,786 |
| | 10,193 |
| | (43.2 | ) | | 3,834 |
| | 2,331 |
| | 64.5 |
|
Medical Devices(3) | | 1,392 |
| | 1,267 |
| | 9.9 |
| | 6,078 |
| | 3,642 |
| | 66.9 |
| | 2,025 |
| | 1,497 |
| | 35.3 |
|
Segment earnings before provision for taxes | | 1,823 |
| | 4,653 |
| | (60.8 | ) | | 13,664 |
| | 15,722 |
| | (13.1 | ) | | 6,629 |
| | 4,569 |
| | 45.1 |
|
Less: Expense not allocated to segments (4) | | 176 |
| | 230 |
| | |
| | 554 |
| | 845 |
| | |
| | 120 |
| | 147 |
| | |
|
Worldwide income before tax | | $ | 1,647 |
| | 4,423 |
| | (62.8 | )% | | $ | 13,110 |
| | 14,877 |
| | (11.9 | )% | | $ | 6,509 |
| | 4,422 |
| | 47.2 | % |
*Percentage greater than 100% or not meaningful
(1) Includes a gain of $0.3$0.3 billion related to the Company's previously held equity investment in Ci:z Holdings Co., Ltd. (Dr. Ci: Labo)(DR. CI: LABO) in the fiscal nine monthsfirst quarter of 2019. Includes amortization expense of $0.1 billion in both the fiscal first quarters of 2020 and 2019, respectively.
(2) Includes an in-process research and development expense of $0.9 billion related to the Alios asset in the fiscal first quarter of 2019. Includes litigation expense of $0.2$0.1 billion and restructuring charge of $0.1$0.3 billion in the fiscal nine months of 2019. Includes a gain of $0.3 billion from the divestiture of NIZORAL® in the fiscal nine months of 2018. Includes amortization expense of $0.1 billion in both the fiscal thirdfirst quarter of 20192020 and 2018 and $0.3 billion and $0.2 billion in the fiscal nine months of 2019 and 2018, respectively.
(2) Includes litigation expense of $4.0 billion and $4.3 billion primarily related to the agreement in principle to settle opioid litigation in the fiscal third quarter and fiscal nine months of 2019, respectively. Includes an unrealized loss on securities of $0.1$0.3 billion in the fiscal thirdfirst quarter of 2019. Includes2020 and an unrealized gain on securities of $0.2$0.1 billion an in-process research and development expense in the fiscal first quarter of $0.9 billion related to2019. Additionally, the Alios asset,fiscal first quarter of 2019 includes a research and development expense of $0.3$0.3 billion for an upfront payment related to argenx, Actelion acquisition related costs of $0.1 billion and restructuring charge of $0.1 billion in the fiscal nine months of 2019. Includes an in-process research and development charge of $1.1 billion related to the Alios and XO1 assets and the corresponding XO1 contingent liability reversal of $0.2 billion in the fiscal third quarter and fiscal nine months of 2018. Includes Actelion acquisition related costs of $0.2 billion in the fiscal nine months of 2018 and a gain of $0.1 billion from the divestiture of PANCREASE® in the fiscal nine months of 2018.argenx. Includes amortization expense of $0.8$0.8 billion and $0.7 billion in both the fiscal thirdfirst quarters of 2020 and $2.4 billion and $2.3 billion in the fiscal nine months of 2019 and 2018, respectively.2019.
(3) Includes a gaincontingent consideration reversal of $2.0$1.0 billion from the divestiture of the ASP businessin the fiscal nine monthsfirst quarter of 2020 related to the timing of certain developmental milestones associated with the Auris Health acquisition. Includes litigation expense of $0.1 billion in the fiscal first quarter of 2019. Includes a restructuring related charge of $0.1$0.1 billion and $0.2 billion in the fiscal third quarters of 2019 and 2018, respectively and $0.2 billion and $0.4 billion in the fiscal nine months of 2019 and 2018, respectively. Includes litigation expense of $0.3 billion and $0.7 billion in the fiscal nine months of 2019 and 2018, respectively. Includes amortization expense of $0.2$0.2 billion and $0.3 billion in both the fiscal thirdfirst quarters of 20192020 and 2018, respectively and $0.7 billion and $0.8 billion in the fiscal nine months of 2019 and 2018, respectively.2019.
(4) Amounts not allocated to segments include interest income/expense and general corporate income/expense.
SALES BY GEOGRAPHIC AREA
| | | | Fiscal Third Quarter Ended | | Fiscal Nine Months Ended | | Fiscal First Quarter Ended |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Percent Change | | September 29, 2019 | | September 30, 2018 | | Percent Change | | March 29, 2020 | | March 31, 2019 | | Percent Change |
United States | | $ | 10,791 |
| | 10,664 |
| | 1.2 | % | | $ | 31,323 |
| | 31,255 |
| | 0.2 | % | | $ | 10,699 |
| | 10,129 |
| | 5.6 | % |
Europe | | 4,461 |
| | 4,416 |
| | 1.0 |
| | 13,803 |
| | 14,023 |
| | (1.6 | ) | | 4,827 |
| | 4,609 |
| | 4.7 |
|
Western Hemisphere, excluding U.S. | | 1,488 |
| | 1,550 |
| | (4.0 | ) | | 4,446 |
| | 4,657 |
| | (4.5 | ) | | 1,502 |
| | 1,503 |
| | (0.1 | ) |
Asia-Pacific, Africa | | 3,989 |
| | 3,718 |
| | 7.3 |
| | 11,740 |
| | 11,252 |
| | 4.3 |
| | 3,663 |
| | 3,780 |
| | (3.1 | ) |
Total | | $ | 20,729 |
| | 20,348 |
| | 1.9 | % | | $ | 61,312 |
| | 61,187 |
| | 0.2 | % | | $ | 20,691 |
| | 20,021 |
| | 3.3 | % |
NOTE 10—10— BUSINESS COMBINATIONS AND DIVESTITURES
On September 27, 2019,During the fiscal first quarter of 2020, the Company acquiredcompleted the acquisition of all rights to the investigational compound bermekimab, which has multiple dermatological indications, along with certain employees from XBiotech Inc., for a purchase price of $0.8 billion. The fair value of the acquisition was allocated primarily to non-amortizable intangible assets, primarily IPR&D, for $0.8 billion. XBiotech may be eligible to receive additional payments upon the receipt of certain commercialization authorizations. The transaction was accounted for as a business combination and included in the Pharmaceutical segment. Additionally, the Company completed the acquisition of all outstanding shares in Verb Surgical Inc., a company with world-class robotics and data science capabilities, including those shares previously held by Verily.
The transaction was accounted for as a business combination and included in the Medical Devices segment. The fair value of the acquisition was allocated primarily to non-amortizable intangible assets, primarily IPR&D, for $0.4 billion, goodwill for $0.2 billion, other assets of JointPoint,$0.2 billion and liabilities assumed of $0.3 billion. The fair value of the Company's previously held equity investment in Verb Surgical Inc., a privately held company, with navigation software to enable a more digitally-oriented procedure in hips. was $0.4 billion.
On April 1, 2019, the Company completed the acquisition of Auris Health, Inc. for approximately $3.4$3.4 billion, net of cash acquired. Additional contingent payments of up to $2.35$2.35 billion, in the aggregate, may be payable upon reaching certain predetermined milestones. Auris Health was a privately held developer of robotic technologies, initially focused in lung cancer, with an FDA-cleared platform currently used in bronchoscopic diagnostic and therapeutic procedures. The Company treated this transaction as a business combination and included it in the Medical Devices segment. The fair value of the acquisition was allocated primarily to amortizable and non-amortizable intangible assets, primarily IPR&D,&D, for $3.0$3.0 billion, goodwill for $2.0$2.0 billion, marketable securities of $0.2$0.2 billion and liabilities assumed of $1.8$1.8 billion, which includes the fair value of the contingent payments mentioned above, subject to any subsequent valuation adjustments within the measurement period. TheAs of
March 29, 2020, there were no valuation adjustments to the assets acquired but during the fiscal first quarter of 2020, the Company recorded Other income of $1.0 billion for the reversal of the contingent consideration related to the timing of certain developmental and commercial milestones, which are not expected to be met based on the Company’s current timelines. As of March 29, 2020, the fair value of the remaining contingent consideration was $1.1 billion. A probabilityis $0.2 billion. Further, the Company re-assessed the current value of success factor ranging from 55% to 95% was usedthe Auris IPR&D assets in connection with the modified development timeline and determined the fair value calculation to reflect inherent regulatory and commercial risk ofstill exceeds the contingent payments and IPR&D. The discount rate applied was approximately 10%. The goodwill is primarily attributable to synergies expected to arise from the business acquisition and is not expected to be deductible for tax purposes.carrying value.
On April 1,January 17, 2019, the Company completed the divestiture of its ASP business to Fortive Corporation for an aggregate value of approximately $2.8 billion, consisting of $2.7 billion of cash proceeds and $0.1 billion of retained net receivables. The Company recognized a pre-tax gain recorded in Other (income) expense, net, of approximately $2.0 billion.
On October 23, 2018, the Company entered into an agreement to acquire Ci:z Holdings Co., Ltd., (Dr. Ci:Labo)acquired DR. CI:LABO, a Japanese company focused on the marketing, development and distribution of a broad range of dermocosmetic, cosmetic and skincare products for a total purchase price of approximately ¥230¥230 billion, which equates to approximately $2.1$2.1 billion, using the exchange rate of 109.06 Japanese Yen to each U.S. Dollar on January 16, 2019. The acquisition was completed on January 17, 2019, through a series of transactions that included an all-cash tender offer to acquire the publicly held shares not already held by the Company for ¥5,900 per share. The Company previously held a 20% ownership in Ci:z Holdings Co., Ltd. As of June 2019, the Company became the legal owner of Ci:z Holdings with the completion of the tender offer procedure in Japan. The acquired company was then delisted from the Tokyo Stock Exchange. Additionally, in the fiscal first quarter of 2019, the Company recognized a pre-tax gain recorded in Other (income) expense, net, of approximately $0.3$0.3 billion related to the Company's previously held equity investment in Ci:z Holdings Co., Ltd.DR. CI:LABO.
The Company treated this transaction as a business combination and included it in the Consumer Health segment. The allocationDuring the fiscal first quarter of 2020, the Company finalized the purchase price included in the current period balance sheet is based on the best estimate of management and is preliminary and subject to change.allocation. At SeptemberMarch 29, 2019,2020, the fair value of the acquisition was allocated primarily to amortizable intangible assets for $1.5$1.5 billion, goodwill for $1.2$1.2 billion and liabilities assumed of $0.4$0.4 billion subject to any subsequent valuation adjustments
within the measurement period.. The adjustments made since the date of acquisition were $0.1$0.1 billion to intangible assets, accrued liabilities, deferred taxes on income and property, plant and equipment with the offset to goodwill. The amortizable intangible assets were comprised of brand/trademarks and customer relationships with a weighted average life of 15.3 years.years. The goodwill is primarily attributable to synergies expected to arise from the business acquisition and is not expected to be deductible for tax purposes.
During the fiscal third quarter of 2018, the Company accepted a binding offer to form a strategic collaboration with Jabil Inc., one of the world’sworld’s leading manufacturing services providers for health care products and technology products. The Company is expanding a 12-year relationship with Jabil Inc. to produce a range of products within the Ethicon Endo-Surgery and DePuy Synthes businesses. This transaction includes the transfer of certain employees and manufacturing sites. Several manufacturing sites were transferred to Jabil in the fiscal nine months of 2019 and theThe majority of the transfers will bewere completed by year endin 2019 with a minor amount remaining in 2020. As of SeptemberMarch 29, 2019,2020, the assets held for sale on the Consolidated Balance Sheet were $0.2$0.1 billion of inventory.inventory and property, plant and equipment, net. For additional details on the global supply chain restructuring see Note 12 to the Consolidated Financial Statements.
During the fiscal third quarter24
During the fiscal second quarter of 2018, the Company completed the acquisition BeneVir Biopharm, Inc. (BeneVir), a privately-held, biopharmaceutical company specializing in the development of oncolytic immunotherapies.
Additionally, during the fiscal second quarter of 2018, the Company completed the divestitures of NIZORAL®, PANCREASE® and VALCHLOR® products.
NOTE 11 —— LEGAL PROCEEDINGS
Johnson && Johnson and certain of its subsidiaries are involved in various lawsuits and claims regarding product liability; intellectual property; commercial; supplier indemnification and other matters; governmental investigations; and other legal proceedings that arise from time to time in the ordinary course of their business. Due to the ongoing impacts of the COVID-19 pandemic, certain trials have been rescheduled or delayed. The Company continues to monitor its legal proceedings as the situation develops.
The Company records accruals for loss contingencies associated with these legal matters when it is probable that a liability will be incurred, and the amount of the loss can be reasonably estimated. As of SeptemberMarch 29, 2019,2020, the Company has determined that the liabilities associated with certain litigation matters are probable and can be reasonably estimated. The Company has accrued for these matters and will continue to monitor each related legal issue and adjust accruals as might be warranted based on new information and further developments in accordance with ASC 450-20-25. For these and other litigation and regulatory matters discussed below for which a loss is probable or reasonably possible, the Company is unable to estimate the possible loss or range of loss beyond the amounts already accrued. Amounts accrued for legal contingencies often result from a complex series of judgments about future events and uncertainties that rely heavily on estimates and assumptions including timing of related payments. The ability to make such estimates and judgments can be affected by various factors including, among other things, whether damages sought in the proceedings are unsubstantiated or indeterminate; scientific and legal discovery has not commenced or is not complete; proceedings are in early stages; matters present legal uncertainties; there are significant facts in dispute; procedural or jurisdictional issues; the uncertainty and unpredictability of the number of potential claims; or there are numerous parties involved. To the extent adverse verdicts have been rendered against the Company, the Company does not record an accrual until a loss is determined to be probable and can be reasonably estimated.
In the Company's opinion, based on its examination of these matters, its experience to date and discussions with counsel, the ultimate outcome of legal proceedings, net of liabilities accrued in the Company's balance sheet, is not expected to have a material adverse effect on the Company's financial position. However, the resolution of, or increase in accruals for, one or more of these matters in any reporting period may have a material adverse effect on the Company's results of operations and cash flows for that period.
PRODUCT LIABILITY
Johnson && Johnson and certain of its subsidiaries are involved in numerous product liability claims and lawsuits involving multiple products. Claimants in these cases seek substantial compensatory and, where available, punitive damages. While the Company believes it has substantial defenses, it is not feasible to predict the ultimate outcome of litigation. From time to time, even if it has substantial defenses, the Company considers isolated settlements based on a variety of circumstances. The Company has established accruals for product liability claims and lawsuits in compliance with ASC 450-20 based on currently available information, which in some cases may be limited. The Company accrues an estimate of the legal defense costs needed
to defend each matter when those costs are probable and can be reasonably estimated. For certain of these matters, the Company has accrued additional amounts such as estimated costs associated with settlements, damages and other losses. To the extent adverse verdicts have been rendered against the Company, the Company does not record an accrual until a loss is determined to be probable and can be reasonably estimated. Product liability accruals can represent projected product liability for thousands of claims around the world, each in different litigation environments and with different fact patterns. Changes to the accruals may be required in the future as additional information becomes available.
The most significant of these cases include: the DePuy ASR™ASR™ XL Acetabular System and DePuy ASR™ASR™ Hip Resurfacing System; the PINNACLE®® Acetabular Cup System; pelvic meshes; RISPERDAL®®; XARELTO®®; body powders containing talc, primarily JOHNSONS®® Baby Powder; INVOKANA®®; and ETHICON PHYSIOMESH®® Flexible Composite Mesh. As of SeptemberMarch 29, 2019,2020, in the United States there were approximately 1,400940 plaintiffs with direct claims in pending lawsuits regarding injuries allegedly due to the DePuy ASR™ASR™ XL Acetabular System and DePuy ASR™ASR™ Hip Resurfacing System; 10,5009,500 with respect to the PINNACLE®® Acetabular Cup System; 19,80016,500 with respect to pelvic meshes; 13,60010,900 with respect to RISPERDAL®®; 30,70024,600 with respect to XARELTO®®; 16,80019,400 with respect to body powders containing talc; 700300 with respect to INVOKANA®®; and 3,1003,500 with respect to ETHICON PHYSIOMESH®® Flexible Composite Mesh.
In August 2010, DePuy Orthopaedics, Inc. (DePuy) announced a worldwide voluntary recall of its ASR™™ XL Acetabular System and DePuy ASR™™ Hip Resurfacing System used in hip replacement surgery. Claims for personal injury have been made against DePuy and Johnson && Johnson. The number of pending lawsuits is expected to fluctuate as certain lawsuits are settled or dismissed and additional lawsuits are filed. Cases filed in federal courts in the United States have been organized as a multi-district litigation in the United States District Court for the Northern District of Ohio. Litigation has also been filed in countries outside of the United States, primarily in the United Kingdom, Canada, Australia, Ireland, Germany, India and Italy. In
November 2013, DePuy reached an agreement with a Court-appointed committee of lawyers representing ASR Hip System plaintiffs to establish a program to settle claims with eligible ASR Hip patients in the United States who had surgery to replace their ASR Hips, known as revision surgery, as of August 31, 2013. DePuy reached additional agreements in February 2015 and March 2017, which further extended the settlement program to include ASR Hip patients who had revision surgeries after August 31, 2013 and prior to February 15, 2017. This settlement program has resolved more than 10,000 claims, therefore bringing to resolution significant ASR Hip litigation activity in the United States. However, lawsuits in the United States remain, and the settlement program does not address litigation outside of the United States. In Australia, a class action settlement was reached that resolved the claims of the majority of ASR Hip patients in that country. In Canada, the Company has reached agreements to settle two pending class actions which have been approved by the QuéQuébec Superior Court and the Supreme Court of British Columbia. The British Columbia order is currently the subject of an appeal.the Company's appeal to broaden the scope of participants. The Company continues to receive information with respect to potential additional costs associated with this recall on a worldwide basis. The Company has established accruals for the costs associated with the United States settlement program and DePuy ASR™™ Hip-related product liability litigation.
Claims for personal injury have also been made against DePuy Orthopaedics, Inc. and Johnson && Johnson (collectively, DePuy) relating to the PINNACLE®® Acetabular Cup System used in hip replacement surgery. Product liability lawsuits continue to be filed, and the Company continues to receive information with respect to potential costs and the anticipated number of cases. Cases filed in federal courts in the United States have been organized as a multi-district litigation in the United States District Court for the Northern District of Texas. Litigation has also been filed in some state courts and in countries outside of the United States. Several adverse verdicts have been rendered against DePuy, one of which was reversed on appeal and remanded for retrial. During the first quarter of 2019, DePuy established a United States settlement program to resolve these cases. As part of the settlement program, adverse verdicts have been settled. The Company has established an accrual for product liability litigation associated with the PINNACLE®® Acetabular Cup System and the related settlement program.
Claims for personal injury have been made against Ethicon, Inc. (Ethicon) and Johnson && Johnson arising out of Ethicon's pelvic mesh devices used to treat stress urinary incontinence and pelvic organ prolapse. The Company continues to receive information with respect to potential costs and additional cases. Cases filed in federal courts in the United States had been organized as a multi-district litigation (MDL) in the United States District Court for the Southern District of West Virginia. The MDL Court is remanding cases for trial to the jurisdictions where the case was originally filed and additional pelvic mesh lawsuits have been filed, and remain, outside of the MDL. The Company has settled or otherwise resolved a majority of the United States cases and the estimated costs associated with these settlements and the remaining cases are reflected in the Company's accruals. In addition, class actions and individual personal injury cases or claims have been commenced in various countries outside of the United States, including claims and cases in the United Kingdom, the Netherlands and Belgium, and class actions in Israel, Australia and Canada, seeking damages for alleged injury resulting from Ethicon's pelvic mesh devices.
In November 2019, the Federal Court of Australia issued a trialjudgment regarding its findings with respect to liability in relation to the three Lead Applicants and generally in relation to the design, manufacture, pre and post-market assessments and testing, and supply and promotion of the devices in Australia used to treat stress urinary incontinence and pelvic organ prolapse. In March 2020, the Court entered damages awards to the three Lead Applicants. With respect to other group members, there will be an individual case assessment process which will require proof of use and causally related loss. The class action issues has been completed andactions in Canada are expected to be discontinued in 2020 as a result of a settlement of a group of cases, subject to court approval of the parties are awaiting a decision.discontinuance. The Company has established accruals with respect to product liability litigation associated with Ethicon's pelvic mesh products.
Following a June 2016 worldwide market withdrawal of ETHICON PHYSIOMESH®® Flexible Composite Mesh, claims for personal injury have been made against Ethicon, Inc. and Johnson && Johnson alleging personal injury arising out of the use of this hernia mesh device. Cases filed in federal courts in the United States have been organized as a multi-district litigation (MDL) in the United States District Court for the Northern District of Georgia. A multi-county litigation (MCL) has also been formed in New Jersey state court and assigned to Atlantic County for cases pending in New Jersey. In addition to the matters in the MDL and MCL, there are additional lawsuits pending in the United States District Court for the Southern District of Ohio, which are part of the MDL for polypropylene mesh devices manufactured by C.R. Bard, Inc., and lawsuits pending outside the United States.
Along with ETHICON PHYSIOMESH®® lawsuits, there were a number of filings related to the PROCEED®® Mesh and PROCEED®® Ventral Patch products. In March 2019, the New Jersey Supreme Court entered an order consolidating all PROCEED®® and PROCEED®® Ventral Patch cases as an MCL in Atlantic County Superior Court. Additional cases have been filed in various federal and state courts in the US, and in jurisdictions outside the US. The Company continues to receive information with respect to potential costs and the anticipated number of cases. The Company has established accruals with respect to product liability litigation associated with ETHICON PHYSIOMESH®® Flexible Composite Mesh, PROCEED®® Mesh
and PROCEED®® Ventral Patch products. In September 2019, plaintiffs’ attorney filed an application with the New Jersey Supreme Court seeking centralized management of 107 PROLENE™ Polypropylene Hernia System cases. The New Jersey Supreme Court granted plaintiffs application in January 2020 and those will be transferred to an MCL in Atlantic County Superior Court.
Claims for personal injury have been made against Janssen Pharmaceuticals, Inc. and Johnson && Johnson arising out of the use of RISPERDAL®®, and related compounds, indicated for the treatment of schizophrenia, acute manic or mixed episodes associated with bipolar I disorder and irritability associated with autism, and related compounds.autism. Lawsuits have been primarily filed in state courts in Pennsylvania, California, and Missouri. Other actions are pending in various courts in the United States and Canada. Product liability lawsuits continue to be filed, and the Company continues to receive information with respect to potential costs and the anticipated number of cases. The Company has successfully defended a number of these cases but there have been verdicts against the Company, including a recent verdict in October 2019 of $8$8 billion of punitive damages related to one single plaintiff.plaintiff which was subsequently reduced in January 2020 to $6.8 million by the trial judge. The Company believes it has strong grounds to overturn this verdict.will appeal the final judgment. The Company has settled or otherwise resolved many of the United States cases and the costs associated with these settlements are reflected in the Company's accruals.
Claims for personal injury arising out of the use of XARELTO®®, an oral anticoagulant, have been made against Janssen Pharmaceuticals, Inc. (JPI); Johnson & Johnson;& Johnson (J&J); and JPI'sJPI’s collaboration partner for XARELTO®®, Bayer AG and certain of its affiliates. Cases filed in federal courts in the United States have been organized as a multi-district litigation in the United States District Court for the Eastern District of Louisiana. In addition, cases have been filed in state courts across the United States. Many of these cases have been consolidated into a state mass tort litigation in Philadelphia, Pennsylvania and in a coordinated proceeding in Los Angeles, California. Class action lawsuits also have been filed in Canada. In March 2019, the CompanyJPI and J&J announced an agreement in principle to the settle the XARELTO®® cases in the United States; suchthe settlement agreement was finalized and executed in May 2019, establishing an ongoingthe settlement became final in December 2019, and the settlement was funded in January 2020. This resolved the majority of cases pending in the United States settlement program.States. The Company has established accruals for theits costs associated with the United States settlement program and XARELTO®® related product liability litigation.
Personal injury claims alleging that talc causes cancer have been made against Johnson && Johnson Consumer Inc. and Johnson && Johnson arising out of the use of body powders containing talc, primarily JOHNSON’SJOHNSON’S®® Baby Powder. The number of pending product liability lawsuits continues to increase, and the Company continues to receive information with respect to potential costs and the anticipated number of cases. Lawsuits have been primarily filed in state courts in Missouri, New Jersey and California, as well as outside the United States. Cases filed in federal courts in the United States have been organized as a multi-district litigation in the United States District Court for the District of New Jersey. In the multi-district litigation, the parties have moved to exclude experts, known as Daubert motions. The Court held Daubert hearings in mid-July 2019 and a final round of briefing has beenwas submitted to the Court. The parties are awaiting a decision.In April 2020, the Court issued rulings which limit the scope of testimony, including some theories and testing methods, for certain plaintiff expert witnesses and denied the attempt to limit the scope of testimony of certain of the Company’s witnesses. The Company has successfully defended a number of these cases but there have been verdicts against the Company, including a verdict in July 2018 of $4.7 billion.$4.7 billion. The Company believes that it has strong grounds on appeal to overturn these verdicts. The Company has established an accrual primarily for defense costs only in connection with product liability litigation associated with body powders containing talc.
In February 2019, the Company’sCompany’s talc supplier, Imerys Talc America, Inc. and two of its affiliates, Imerys Talc Vermont, Inc. and Imerys Talc Canada, Inc. (collectively, Imerys) filed a voluntary chapter 11 petition commencing a reorganization under the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (Imerys Bankruptcy). The Imerys Bankruptcy relates to Imerys’ potential liability on account of Imerys’s sales of talc, includingfor personal injury from exposure to the Company for the Company’s body powders.talcum powder sold by Imerys (Talc Claims). In its bankruptcy filing, Imerys noted certain claims it allegedalleges it hadhas against the Company for indemnification and rights to joint insurance proceeds. Based on such claims as well as indemnity and insurance claims the Company has against Imerys, the Company petitioned the United States District Court for the District of Delaware to establish
federal jurisdiction of the state court talc lawsuits under the “related to” jurisdictional provisions of the Bankruptcy Code. The Company's petition was denied and the state court talc lawsuits that have been removed to federal court on such basis have been remanded. The Company previously proposed to resolve Imerys' (and the Company’s) obligations arising out of the Talc Claims by agreeing to assume the defense of litigation of all Talc Claims involving the Company's products, waiving the Company’s indemnification claims against Imerys, and lifting the automatic stay to enable the Talc Claims to proceed outside the bankruptcy forum with the Company agreeing to settle or pay any judgment against Imerys. In addition, the Company has objected to Imerys’ fourth request to extend the time during which the debtor has the exclusive right to file a Chapter 11 plan.
In February 2018, a securities class action lawsuit was filed against Johnson && Johnson and certain named officers in the United States District Court for the District of New Jersey, alleging that Johnson && Johnson violated the federal securities laws by failing to adequately disclose the alleged asbestos contamination in body powders containing talc, primarily JOHNSON'S®® Baby Powder,
and that purchasers of Johnson & Johnson’s& Johnson’s shares suffered losses as a result. Plaintiffs are seeking damages. TheIn April 2019, the Company has filed amoved to dismiss the complaint and briefing on the motion was complete as of August 2019. In December 2019, the Court denied, in part, the motion to dismiss and awaitsdismiss. In March 2020, Defendants answered the Court’s schedule for oral argument. complaint.
In October 2018, a shareholder derivative lawsuit was filed against Johnson && Johnson as the nominal defendant and its current directors as defendants in the United States District Court for the District of New Jersey, alleging a breach of fiduciary duties related to the alleged asbestos contamination in body powders containing talc, primarily JOHNSON’SJOHNSON’S®® Baby Powder, and that Johnson && Johnson has suffered damages as a result of those alleged breaches. In June 2019, the shareholder filed an additional complaint initiating a summary proceeding in New Jersey state court for a books and records inspection. In August 2019, Johnson & Johnson responded to the books and records complaint and filed a cross motion to dismiss. In September 2019, Plaintiff replied and the Court heard oral argument. The Court has not yet ruled in the books and records action. In September 2019, the United States District Court for the District of New Jersey granted defendants’defendants’ motion to dismiss the shareholder derivative lawsuit, and dismissed the complaint without prejudice. In October 2019, the shareholder filed a notice of appeal with the United States Court of Appeals for the Third Circuit. In January 2020, the shareholder voluntarily dismissed his appeal, with prejudice. Four additional shareholder derivative lawsuits have been filed in New Jersey making similar allegations against the Company and its current directors and certain officers. In February 2020, these four cases were consolidated into a single action under the caption In re Johnson & Johnson Talc Stockholder Derivative Litigation, and the shareholders have until May 2020 to file a consolidated complaint or identify a previously filed complaint as the operative complaint.
In January 2019, two ERISA class action lawsuits were filed by participants in the Johnson && Johnson Savings Plan against Johnson && Johnson, its Pension and Benefits Committee, and certain named officers in the United States District Court for the District of New Jersey, alleging that the defendants breached their fiduciary duties by offering Johnson && Johnson stock as a Johnson && Johnson Savings Plan investment option when it was imprudent to do so because of failures to disclose alleged asbestos contamination in body powders containing talc, primarily JOHNSON’SJOHNSON’S® ®Baby Powder. Plaintiffs are seeking damages and injunctive relief. Defendants have filed a motion to dismiss. In April 2020, the Court granted the motion to dismiss but granted leave to amend.
A lawsuit is pending in the United States District Court for the Central District of California alleging violations of Proposition 65, California’s Unfair Competition Law and False Advertising Law. In June 2019, plaintiffs filed a motion for voluntary dismissal of this Proposition 65 action and the Company opposed such motion to the extent it would allow plaintiffs’ counsel to refile such claims with new plaintiffs. The Court granted plaintiff’s motion conditioned upon payment of attorneys’ fees and costs. Another lawsuit alleging violations of Proposition 65, California’s Consumer Legal Remedies Act, was filed in the Superior Court of California for the County of San Diego.Diego alleging violations of California’s Consumer Legal Remedies Act relating to JOHNSON’S® Baby Powder. In that lawsuit, the plaintiffs allege that Johnson & Johnson violated the CLRA by failing to provide required Proposition 65 warnings. In July 2019, Johnson & Johnsonthe Company filed a notice of removal to the United States District Court for the Southern District of California. In August 2019,California and plaintiffs filed ana second amended complaint inshortly thereafter. In October 2019, the Southern DistrictCompany moved to dismiss the second amended complaint for failure to state a claim upon which relief may be granted. In response to those motions, plaintiffs filed a third amended complaint. In December 2019, the Company moved to dismiss the third amended complaint for failure to state a claim upon which relief may be granted. In April 2020, the Court granted the motion to dismiss but granted leave to amend.
In January 2020, the Abtahi Law Group filed an action under Proposition 65 against Johnson & Johnson and Johnson & Johnson Consumer Inc. as well as a number of other alleged talcum powder manufacturers and distributors, including one California company. In that action, the parties stipulated to having any responsive pleading filed in October 2019.plaintiff alleges contamination of talcum powder products with unsafe levels of arsenic, hexavalent chromium and lead. The plaintiff seeks civil penalties and injunctive relief.
In addition, the Company has received preliminary inquiries and subpoenas to produce documents regarding these matters from Senator Murray, a member of the Senate Committee on Health, Education, Labor and Pensions, the Department of Justice, the Securities and Exchange Commission and the U.S. Congressional Subcommittee on Economic and Consumer Policy. The Company is cooperating with these government inquiries and continues to produce documents in response.
Claims for personal injury have been made against a number of Johnson && Johnson companies, including Janssen Pharmaceuticals, Inc. and Johnson && Johnson, arising out of the use of INVOKANA®®, a prescription medication indicated to improve glycemic control in adults with Type 2 diabetes. Lawsuits filed in federal courts in the United States have been organized as a multi-district litigation in the United States District Court for the District of New Jersey. Cases have also been filed in various state courts including Pennsylvania, Louisiana and Utah.courts. Class action lawsuits have been filed in Canada. Product liability lawsuits continue to be filed, and the Company continues to receive information with respect to potential costs and the anticipated number of cases. The Company has settled or otherwise resolved many of the cases and claims in the United States and the costs associated with these settlements are reflected in the Company's accruals.
INTELLECTUAL PROPERTY
Certain subsidiaries of Johnson && Johnson are subject, from time to time, to legal proceedings and claims related to patent, trademark and other intellectual property matters arising out of their businesses. Many of these matters involve challenges to the coverage and/or validity of the patents on various products and allegations that certain of the Company’sCompany’s products infringe the patents of third parties. Although these subsidiaries believe that they have substantial defenses to these challenges and allegations with respect to all significant patents, there can be no assurance as to the outcome of these matters. A loss in any of these cases could adversely affect the ability of these subsidiaries to sell their products, result in loss of sales due to loss of market exclusivity, require the payment of past damages and future royalties, and may result in a non-cash impairment charge for any associated intangible asset. The most significant of these matters are described below.
Medical Devices
In June 2009, Rembrandt Vision Technologies, L.P. (Rembrandt) filed a patent infringement lawsuit against Johnson & Johnson Vision Care, Inc. (JJVCI) in the United States District Court for the Eastern District of Texas alleging that JJVCI's manufacture
and sale of its ACUVUE® ADVANCE and ACUVUE OASYS® Hydrogel Contact Lenses infringed Rembrandt’s United States Patent No. 5,712,327 and seeking monetary relief. The case was transferred to the United States District Court for the Middle District of Florida, where a trial in May 2012 resulted in a verdict of non-infringement that was subsequently upheld on appeal. In July 2014, Rembrandt sought a new trial based on alleged new evidence, which the district court denied. In April 2016, the Court of Appeals overturned that ruling and remanded the case to the district court for a new trial. A new trial was held in August 2017, and the jury returned a verdict of non-infringement in favor of JJVCI. Rembrandt has appealed the verdict to the United States Court of Appeals for the Federal Circuit (CAFC). In February 2019, the CAFC affirmed the judgment in favor of JJVCI.
In March 2013, Medinol Ltd. (Medinol) filed a patent infringement lawsuit against Cordis Corporation (Cordis) and Johnson && Johnson in the United States District Court for the Southern District of New York alleging that Cordis’sCordis’s sales of the CYPHER™™ and CYPHER SELECT™™ stents made in the United States since 2005 willfully infringed four of Medinol's patents directed to the geometry of articulated stents. Although Johnson && Johnson has since sold Cordis, it has retained liability for this case. After the trial in January 2014, the district court dismissed the case, finding Medinol unreasonably delayed bringing its claims (the laches defense). In September 2014, the district court denied a motion by Medinol to vacate the judgment and grant it a new trial. Medinol appealed the decision to the United States Court of Appeals for the Federal Circuit. In March 2017, the United States Supreme Court held that the laches defense is not available in patent cases. In April 2018, the United States Court of Appeals for the Federal Circuit remanded the case back to the district court to reconsider Medinol’sMedinol’s motion for a new trial. In March 2019, the district court denied Medinol’sMedinol’s motion for a new trial. In April 2019, Medinol filedappealed, and the appellate court will conduct a notice of appeal.hearing in June 2020.
In November 2016, MedIdea, L.L.C. (MedIdea) filed a patent infringement lawsuit against DePuy Orthopaedics, Inc. in the United States District Court for the Northern District of Illinois alleging infringement by the ATTUNE®® Knee System. In April 2017, MedIdea filed an amended complaint adding DePuy Synthes Products, Inc. and DePuy Synthes Sales, Inc. as named defendants (collectively, DePuy). MedIdea alleges infringement of United States Patent Nos. 6,558,426 (’426)(’426); 8,273,132 (’132)(’132); 8,721,730 (’730)(’730) and 9,492,280 (’280)(’280) relating to posterior stabilized knee systems. Specifically, MedIdea alleges that the SOFCAMTM Contact feature of the ATTUNE®® posterior stabilized knee products infringes the patents-in-suit. MedIdea is seeking monetary damages and injunctive relief. In June 2017, the case was transferred to the United States District Court for the District of Massachusetts. A claim construction hearing was held in October 2018, and a claim construction order was issued in November 2018. In December 2018, MedIdea stipulated to non-infringement of the ’132, ’730’132, ’730 and ’280’280 patents, based on the district court’scourt’s claim construction and reserving its right to appeal that construction, leaving only the ’426’426 patent at issue before the district court. In January 2019, the district court stayed the case pending a decision in the Inter Partes Review proceeding on the ’426’426 patent (see below). In December 2017, DePuy Synthes Products, Inc. filed a petition for Inter Partes Review with the United States Patent and Trademark Office (USPTO), seeking to invalidate the two claims of the ’426’426 patent asserted in the district court litigation, and in June 2018, the USPTO instituted review of those claims. A hearing was held in March 2019, andand in April 2019, the USPTO issued its decision upholding the validity of the patent. In May 2019, DePuy filed a motion for summary judgment of non-infringement of the claims of the ’426’426 patent. In November 2019, judgment was entered in favor of DePuy. In December 2019, MedIdea filed a notice of appeal.
In December 2016, Ethicon Endo-Surgery, Inc. and Ethicon Endo-Surgery, LLC (now known as Ethicon LLC) sued Covidien, Inc. in the United States District Court for the District of Massachusetts seeking a declaration that United States Patent Nos. 6,585,735 (the ’735’735 patent); 7,118,587; 7,473,253; 8,070,748 and 8,241,284 (the ’284’284 patent), are either invalid or not infringed by Ethicon’sEthicon’s ENSEAL®® X1 Large Jaw Tissue Sealer product. In April 2017, Covidien LP, Covidien Sales LLC, and Covidien AG (collectively, Covidien) answered and counterclaimed, denying the allegations, asserting willful infringement of the ’735’735 patent, the ’284’284 patent and United States Patent Nos. 8,323,310 (the ’310’310 patent); 9,084,608; 9,241,759 (the ’759’759 patent) and 9,113,882, and seeking damages and an injunction. Covidien filed a motion for preliminary injunction, which was denied in October 2017. The parties have entered joint stipulations such that only the ’310’310 patent and the ’759’759 patent remain in dispute. Trial beganA bench trial concluded in September 2019 and is expected to concludeMarch 2020. In April 2020, the district court issued a decision in Ethicon’s favor, finding that the first quarter of 2020.ENSEAL® X1 device does not infringe any asserted claim.
In December 2016, Dr. Ford Albritton sued Acclarent, Inc. (Acclarent) in United States District Court for the Northern District of Texas alleging that Acclarent’sAcclarent’s RELIEVA®® Spin and RELIEVEA SpinPlus®® products infringe U.S. Patent No. 9,011,412 (the ’412’412 patent). Dr. Albritton also alleges breach of contract, fraud and that he is the true owner of Acclarent’sAcclarent’s U.S. Patent No. 8,414,473. In December 2016, Acclarent filed a petition for Inter Partes Review (IPR) with the United States Patent and Trademark Office (USPTO) challenging the validity of the ’412’412 patent. The USPTO instituted the IPR in July 2017. In July
2018, the USPTO ruled in favor of Albritton in the IPR, finding that Acclarent had not met its burden of proof that the challenged claims were invalid. In October 2019, the Court of Appeals affirmed the USPTO’sUSPTO’s Patent Trial and Appeal Board. In June 2019, the parties filed cross motions for summary judgment in the district court and the parties are awaiting a decision.court. The district court denied most motions for summary judgment, and trial will go forward on all of Dr. Albritton’s claims. The trial is scheduled for Aprilto begin in September 2020.
In November 2017, Board of Regents, The University of Texas System and Tissuegen,TissueGen, Inc. (collectively, UT) filed a lawsuit in the United States District Court for the Western District of Texas against Ethicon, Inc. and Ethicon US, LLC alleging the manufacture and sale of VICRYL®® Plus Antibacterial Sutures, MONOCRYL®® Plus Antibacterial Sutures, PDS®® Plus Antibacterial Sutures, STRATAFIX®® POSPDS®® Antibacterial Sutures and STRATAFIX®® MONOCRYL®® Plus Antibacterial Sutures infringe plaintiffs’plaintiffs’ United States Patent Nos. 6,596,296 and 7,033,603 (the ’603’603 patent) directed to implantable polymer drug releasing biodegradable fibers containing a therapeutic agent. UT is seeking damages and an injunction. In December 2018, Ethicon filed petitions with the USPTO, seeking Inter Partes Review (IPR) of both asserted patents. Those petitions have been stayed by the USPTO pending a decision by the U.S. Supreme Court in an unrelated case. The stay has been lifted and the USPTO’s institution decision is expected in June 2020. UT dismissed the ’603’603 patent from the suit. Trialsuit and no longer accuses PDS® Plus Antibacterial Sutures or STRATAFIX® PDS® Plus Antibacterial Sutures of infringement. The district court trial is scheduled for June 2020.
In August 2018, Intuitive Surgical, Inc. and Intuitive Surgical Operations, Inc. (“Intuitive”(“Intuitive”) filed a patent infringement suit against Auris Health, Inc. (“Auris”(“Auris”) in United States District Court for the District of Delaware. In the suit, Intuitive alleges willful infringement of U.S. Patent Nos. 6,246,200 (’200(’200 patent); 6,491,701 (’701(’701 patent); 6,522,906 (’906(’906 patent); 6,800,056 (’056(’056 patent); 8,142,447 (’447(’447 patent); 8,620,473 (’473(’473 patent); 8,801,601 (’601(’601 patent); and 9,452,276 (’276(’276 patent) based on Auris’ Monarch™Auris’ Monarch™ Platform. Auris filed Petitions for Inter Partes Review with the USPTO regarding the ’200, ’056, ’601 ’701, ’447, ’276’200, ’056, ’601 ’701, ’447, ’276 and ’906’906 patents. Intuitive subsequently dropped the ’200 and ’701 patents from the suit. In December 2019, the USPTO instituted review of the ’601 patent and denied review of the ’056 patent. In February and March 2020, the USPTO instituted review of the ’200, ’447, ’701 and ’906 patents and denied review of the ’276 patent. The district court trial is scheduled to begin in January 2021.
In August 2019, RSB Spine LLC (“(“RSB Spine”Spine”) filed a patent infringement suit against DePuy Synthes, Inc. in United States District Court for the District of Delaware. In October 2019, RSB Spine amended the complaint to change the named defendants to DePuy Synthes Sales, Inc. and DePuy Synthes Products, Inc. In the suit, RSB Spine alleges willful infringement of United States Patent Nos. 6,984,234 and 9,713, 537 by one or more of the following products: Zero-P-VA™ZERO-P-VA™ Spacer, Zero-PZERO-P®® Spacer, Zero- P NaturalZERO-P NATURAL™ Plate, SynfixSYNFIX®® LR Spacer and SynfixSYNFIX®® Evolution System. RSB Spine seeks monetary damages and injunctive relief.
Pharmaceutical
In August 2016, Sandoz Ltd and Hexal AG (collectively, Sandoz) filed a lawsuit inNovember 2019, the English High Court against G.D. Searle LLC, a Pfizer company (Searle) and Janssen Sciences Ireland UC (JSI) alleging that Searle’s supplementary protection certificate SPC/GB07/038 (SPC), which is exclusively licensed to JSI, is invalid and should be revoked. Janssen-Cilag Limited sells PREZISTA® (darunavir) in the United Kingdom pursuant to this license. In October 2016, Searle and JSI counterclaimed against Sandozsuit was consolidated for threatened infringement of the SPC based on statements of its plans to launch generic darunavir in the United Kingdom. Sandoz admitted that its generic darunavir product would infringe the SPC if it is found valid. Searle and JSI are seeking an order enjoining Sandoz from marketing its generic darunavir before the expiration of the SPC. Following a trial in April 2017, the court entered a decision holding that the SPC is valid and granting a final injunction. Sandoz has appealed the court’s decision and the injunction is stayed pending the appeal. In January 2018, the court referred the issue on appeal to the Court of Justice for the European Union (CJEU) and stayed the proceedings pending the CJEU’s ruling on the issue.
In April 2018, Acerta Pharma B.V., AstraZeneca UK Ltd and AstraZeneca Pharmaceuticals LP filed apre-trial purposes with other patent infringement lawsuitsuits brought by RSB Spine in the United States District Court for the District of Delaware against PharmacyclicsLife Spine, Inc., Medacta USA, Inc., Precision Spine, Inc., and Xtant Medical Holdings, Inc.
In March 2020, Osteoplastics, LLC filed a patent infringement suit against DePuy Synthes, Inc., DePuy Synthes Products, Inc., Medical Device Business Services, Inc., and AbbvieSynthes, Inc. (collectively, Abbvie), alleging thatin the manufactureUnited States District Court for the District of Delaware. In the suit, Osteoplastics alleges willful infringement of U.S. Patent Nos. 8,781,557; 9,929,920; 9,330,206; 9,626,756; 9,672,617; 9,672,302; and sale of IMBRUVICA9,275,191 based on the PROPLAN CMF®® Virtual Surgical Planning Services and the TruMatch® infringesCMF Personalize Solutions. In April 2020, Osteoplastics filed an amended complaint to substitute U.S. Patent No. 7,459,554. Janssen Biotech, Inc., which commercializes IMBRUVICA® jointly with Abbvie, intervened in the action in November 2018. A trial is scheduled to begin in January 2021.9, 292,920 for U.S. Patent No. 9,929,920. Osteoplastics seeks monetary damages and injunctive relief.
Pharmaceutical
REMICADE®® Related Cases
In August 2014, Celltrion Healthcare Co. Ltd. and Celltrion Inc. (collectively, Celltrion) filed an application with the United States Food and Drug Administration (FDA) for approval to make and sell its own infliximab biosimilar. In March 2015, Janssen Biotech, Inc. (JBI) filed a lawsuit in the United States District Court for the District of Massachusetts against Celltrion and Hospira Healthcare Corporation (Hospira), which has exclusive marketing rights for Celltrion’sCelltrion’s infliximab biosimilar in the United States, seeking, among other things, a declaratory judgment that their biosimilar product infringes or potentially infringes several JBI patents, including United States Patent No. 6,284,471 relating to REMICADE®® (infliximab) (the ’471’471 patent) and United States Patent No. 7,598,083 (the ’083’083 patent) directed to the cell culture media used to make Celltrion’sCelltrion’s biosimilar. In August 2016, the district court granted both Celltrion’sCelltrion’s and Hospira’sHospira’s motions for summary judgment of invalidity of the ’471’471 patent. JBI appealed those decisions to the United States Court of Appeals for the Federal Circuit. In January 2018, the Federal Circuit dismissed the appeal as moot based on its affirmance of a decision by the USPTO’sUSPTO’s Patent Trial and Appeal Board affirming invalidity of the ’471’471 patent.
In June 2016, JBI filed two additional patent infringement lawsuits asserting the ’083’083 patent, one against Celltrion and Hospira in the United States District Court for the District of Massachusetts and the other against HyClone Laboratories, Inc., the manufacturer of the cell culture media that Celltrion uses to make its biosimilar product, in the United States District Court for the District of Utah. JBI seeks monetary damages and other relief. In October 2017, the district court in the Massachusetts action denied Celltrion and Hospira’s motion to dismiss for lack of standing. In July 2018, the district court in the Massachusetts action granted Celltrion’sCelltrion’s motion for summary judgment of non-infringement and entered an order dismissing the ’083’083 lawsuit against Celltrion and Hospira. JBI appealed to the United States Court of Appeals for the Federal Circuit. The litigationCircuit, and Celltrion and Hospira cross-appealed on the standing issue. In November 2019, the United States District Court for the District of Utah administratively closed the case against HyClone in Utah is stayed pendingHyClone. In March 2020, the outcomeUnited States Court of Appeals for the Federal Circuit affirmed the decision of the Massachusetts actions.United States District Court for the District of Massachusetts.
The FDA approved the first infliximab biosimilar for sale in the United States in 2016, and a number of such products have been launched.
Litigation Against Filers of Abbreviated New Drug Applications (ANDAs)
The following summarizes lawsuits pending against generic companies that have filed Abbreviated New Drug Applications (ANDAs) with the FDA or undertaken similar regulatory processes outside of the United States, seeking to market generic forms of products sold by various subsidiaries of Johnson && Johnson prior to expiration of the applicable patents covering those products. These ANDAs typically include allegations of non-infringement and invalidity of the applicable patents. In the event the subsidiaries are not successful in an action, or the automatic statutory stay of the ANDAs expires before the United States District Court rulings are obtained, the third-party companies involved would have the ability, upon approval of the FDA, to introduce generic versions of their products to the market, resulting in the potential for substantial market share and revenue losses for the applicable products, and which may result in a non-cash impairment charge in any associated intangible asset. In addition, from time to time, subsidiaries may settle these types of actions and such settlements can involve the introduction of generic versions of the products at issue to the market prior to the expiration of the relevant patents. The Inter Partes Review (IPR) process with the United States Patent and Trademark Office (USPTO), created under the 2011 America Invents Act, is also being used at times by generic companies in conjunction with ANDAs and lawsuits, to challenge the applicable patents.
ZYTIGA®®
In July 2015, Janssen Biotech, Inc., Janssen Oncology, Inc. and Janssen Research & Development, LLC (collectively, Janssen) and BTG International Ltd. (BTG) initiated a patent infringement lawsuit (the main action) in the United States District Court for the District of New Jersey against a number of generic companies (and certain of their affiliates and/or suppliers) who filed ANDAs seeking approval to market a generic version of ZYTIGA® 250mg before the expiration of United States Patent No. 8,822,438 (the ’438 patent). The generic companies include Amneal Pharmaceuticals, LLC and Amneal Pharmaceuticals of New York, LLC (collectively, Amneal); Apotex Inc. and Apotex Corp. (collectively, Apotex); Citron Pharma LLC (Citron); Dr. Reddy’s Laboratories, Ltd. and Dr. Reddy’s Laboratories, Inc. (collectively, Dr. Reddy’s); Mylan Pharmaceuticals Inc. and Mylan Inc. (collectively, Mylan); Par Pharmaceuticals, Inc. and Par Pharmaceutical Companies, Inc. (collectively, Par); Teva Pharmaceuticals USA, Inc. (Teva); Wockhardt Bio A.G.; Wockhardt USA LLC and Wockhardt Ltd. (collectively, Wockhardt); West-Ward Pharmaceutical Corp. (West-Ward) and Hikma Pharmaceuticals, LLC (Hikma).
Janssen and BTG also initiated patent infringement lawsuits in the United States District Court for the District of New Jersey against Amerigen Pharmaceuticals Limited (Amerigen) in May 2016, and Glenmark Pharmaceuticals, Inc. (Glenmark) in June 2016, each of whom filed an ANDA seeking approval to market its generic version of ZYTIGA® before the expiration of the ’438 patent. These lawsuits were consolidated with the main action.
In August 2015, Janssen and BTG filed an additional jurisdictional protective lawsuit against the Mylan defendants in the United States District Court for the Northern District of West Virginia, which has been stayed.
In August 2017, Janssen and BTG initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Teva, who filed an ANDA seeking approval to market a generic version of ZYTIGA® 500mg before the expiration of the ’438 patent. This lawsuit has been consolidated with the main action.
In December 2017, Janssen and BTG entered into a settlement agreement with Glenmark.
In February 2018, Janssen and BTG filed a patent infringement lawsuit against MSN Pharmaceuticals, Inc. and MSN Laboratories Private Limited (collectively, MSN) in United States District Court for the District of New Jersey based on its ANDA seeking approval for a generic version of ZYTIGA® prior to the expiration of the ’438 patent. In February 2019, the action was stayed pending the outcome of the main action.
In April 2018, Janssen and BTG entered into a settlement agreement with Apotex.
In October 2018, the United States District Court for the District of New Jersey issued a ruling invalidating all asserted claims of the ’438 patent. The court held that the patent claims would be infringed if the patent were valid. Janssen appealed the court’s decision.
In November 2018, Janssen and BTG initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Qilu Pharmaceutical Co., Ltd. and Qilu Pharma, Inc. (collectively, Qilu), who filed an ANDA seeking approval to market a generic version of ZYTIGA® before the expiration of the ’438 patent. Janssen is seeking an order enjoining Qilu from marketing its generic version of ZYTIGA® before the expiration of the ’438 patent.
In November 2018, the United States Court of Appeals for the Federal Circuit denied Janssen’s request for an injunction pending appeal. As a result, several generic versions of ZYTIGA® have entered the market.
Several generic companies including Amerigen, Argentum Pharmaceuticals LLC (Argentum), Mylan, Wockhardt, Actavis, Amneal, Dr. Reddy’s, Sun, Teva, West-Ward and Hikma filed Petitions for Inter Partes Review (IPR) with the USPTO, seeking to invalidate the ’438 patent. In January 2018, the USPTO issued decisions finding the ’438 patent claims unpatentable, and Janssen requested rehearing. In December 2018, the USPTO denied Janssen’s request for rehearing of the IPR decisions. Janssen filed an appeal, which was consolidated with the above-mentioned appeal of the decision of the United States District Court for the District of New Jersey. In May 2019, the Federal Circuit issued a decision affirming the USPTO's decision in the Wockhardt IPR that the ’438 patent claims are unpatentable and dismissed the remaining appeals as moot. Subsequently, Janssen dismissed its lawsuits against MSN and Qilu.
In November 2017, Janssen initiated a Notice of Application under Section 6 of the Patented Medicines (Notice of Compliance) Regulations against Apotex Inc. (Apotex) and the Minister of Health in Canada in response to Apotex’sApotex’s filing of an Abbreviated New Drug Submission (ANDS) seeking approval to market a generic version of ZYTIGA®® before the expiration of Canadian Patent No. 2,661,422.2,661,422 (the ’422 patent). The Final Hearingfinal hearing concluded in May 2019. In October 2019, the court issued an order prohibiting the Canadian Minister of Health from approving Apotex’s ANDS until the expiration of the ’422 patent. In November 2019, Apotex filed an appeal.
In January 2019, Janssen initiated a NoticeStatement of ApplicationClaim under Section 6 of the Patented Medicines (Notice of Compliance) Regulations against Apotex and the Minister of Health in Canada in response to Apotex’sApotex’s filing of an Abbreviated New Drug Submission (ANDS) seeking approval to market a film-coated generic version of ZYTIGA®® before the expiration of Canadian Patent No. 2,661,422(the ’422 patent). In’422 patent. The final hearing is scheduled to begin in October 2019, the Court issued an Order prohibiting the Canadian Minister of Health from approving Apotex’s ANDS until the expiration of the ’422 patent.2020.
In January 2019, Janssen initiated a NoticeStatement of ApplicationClaim under Section 6 of the Patented Medicines (Notice of Compliance) Regulations against Pharmascience Inc. (Pharmascience) and the Minister of Health in Canada in response to Pharmascience’sPharmascience’s filing of an Abbreviated New Drug Submission (ANDS) seeking approval to market a generic version of ZYTIGA®® 250 mg, before the expiration of Canadian Patent No. 2,661,422.the ’422 patent. The Final Hearingfinal hearing is scheduled to begin in October 2020.
In JanuaryNovember 2019, Janssen initiated a NoticeStatement of ApplicationClaim under Section 6 of the Patented Medicines (Notice of Compliance) Regulations against Sandoz Canada Inc. (Sandoz)Pharmascience and the Minister of Health in Canada in response to Sandoz’sPharmascience’s filing of an Abbreviated New Drug Submission (ANDS)ANDS seeking approval to market a generic version of ZYTIGA® ®, 500 mg, before the expiration of Canadian Patent No. 2,661,422. In July 2019, the parties entered into a settlement agreement.’422 patent. The final hearing is scheduled to begin in October 2020.
In June 2019, Janssen initiated a NoticeStatement of ApplicationClaim under Section 6 of the Patented Medicines (Notice of Compliance) Regulations against Dr. Reddy's Laboratories Ltd. and Dr. Reddy's Laboratories, Inc. (collectively, DRL) and the Minister of Health in Canada in response to Apotex’sApotex’s filing of an Abbreviated New Drug Submission (ANDS) seeking approval to market a generic version of ZYTIGA®® before the expiration of Canadian Patent No. 2,661,422.the ’422 patent. The Final Hearingfinal hearing is scheduled to begin in October 2020.
In each of these Canadian actions, Janssen is seeking an order prohibitingenjoining the Ministerdefendants from marketing their generic versions of Health from issuing a Notice of Compliance with respect to the defendants’ ANDSsZYTIGA® before the expiration of Janssen’sthe ’422 patent.
XARELTO®®
BeginningBeginning in October 2015, Janssen Pharmaceuticals, Inc. (JPI) and Bayer Pharma AG and Bayer Intellectual Property GmbH (collectively, Bayer) filed patent infringement lawsuits in the United States District Court for the District of Delaware against a number of generic companies who filed ANDAs seeking approval to market generic versions of XARELTO®® before expiration of Bayer’sBayer’s United States Patent Nos. 7,157,456, 7,585,860 and 7,592,339 relating to XARELTO®®. JPI is the exclusive sublicensee of the asserted patents. The following generic companies arewere named defendants: Aurobindo Pharma Limited and
Aurobindo Pharma USA, Inc. (collectively, Aurobindo); Breckenridge Pharmaceutical, Inc. (Breckenridge); InvaGen Pharmaceuticals Inc. (InvaGen); Micro Labs USA Inc. and Micro Labs Ltd (collectively, Micro); Mylan Pharmaceuticals Inc. (Mylan); Prinston Pharmaceuticals, Inc.; Sigmapharm Laboratories, LLC (Sigmapharm); Torrent Pharmaceuticals, Limited and Torrent Pharma Inc. (collectively, Torrent). The trial concluded in April 2018. In July 2018 the district court entered judgment against Mylan and Sigmapharm, holding that the asserted compound patent is valid and infringed. In September 2018, the district court entered judgment against the remaining defendants. None of the defendants appealed the judgment.
Beginning in April 2017, JPI and Bayer Intellectual Property GmbH and Bayer AG (collectively, Bayer AG) filed patent infringement lawsuits in the United States District Court for the District of Delaware against a number of generic companies who filed ANDAs seeking approval to market generic versions of XARELTO®® before expiration of Bayer AG’sAG’s United States Patent No. 9,539,218 (’218)(’218) relating to XARELTO®®. JPI is the exclusive sublicensee of the asserted patent. The following generic companies are named defendants: Alembic Pharmaceuticals Limited, Alembic Global Holding SA and Alembic Pharmaceuticals, Inc. (Alembic); Aurobindo; Breckenridge; InvaGen; Lupin Limited and Lupin Pharmaceuticals, Inc. (collectively, Lupin); Micro; Mylan; Sigmapharm; Taro Pharmaceutical Industries Ltd. and Taro Pharmaceuticals U.S.A., Inc. (collectively, Taro) and Torrent. Lupin counterclaimed for declaratory judgment of noninfringement and invalidity of United States Patent No. 9,415,053, but Lupin dismissed its counterclaims after it was provided a covenant not to sue on that patent. Aurobindo, Taro, Torrent, Micro, Breckenridge, InvaGen, Sigmapharm, Lupin and Alembic have agreed to have their cases stayed and to be bound by the outcome of any final judgment rendered against any of the other defendants. The ’218’218 cases have been consolidated for discovery and trial. The trial began in April 2019 and closing arguments were heard in June 2019.
In December 2018, JPI and Bayer AG filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Teva Pharmaceuticals USA, Inc. and Teva Pharmaceutical Industries Ltd. (collectively, Teva) who filed an ANDA seeking approval to market a generic version of XARELTO®® before expiration of Bayer AG’s ’218AG’s ’218 patent. The case against Teva has been consolidated with the other ’218’218 cases for all purposes, and Teva has agreed to have its case stayed and to be bound by the outcome of any final judgment rendered against any of the other defendants.
In May 2018, Mylan filed a Petition for Inter Partes Review with the USPTO, seeking to invalidate the ’218 patent. In December 2018, the USPTO issued a decision denying institution of Mylan’s Petition for Inter Partes Review.
In May 2019,March 2020, JPI and Bayer filed suit against Macleods Pharmaceuticals Ltd.entered into settlement agreements with each of Alembic and Macleods Pharma USA, Inc. (collectively, Macleods) alleging infringementLupin. In April 2020, JPI and Bayer entered into settlement agreements with each of the ’218 patent. The case against Macleods has been consolidated with the other ’218 cases for all purposes,Aurobindo and Macleods has agreed to have its case stayed and to be bound by the outcome of any final judgment rendered against any of the other defendants.Teva.
The consolidated ’218’218 cases involving Alembic, Aurobindo, Breckenridge, InvaGen Lupin, Macleods, Micro, Mylan, Sigmapharm,and Taro Teva, and Torrent have been stayed.
In June 2019, JPI and Bayer filed suit against Accord Healthcare Inc., Accord Healthcare Ltd., and Intas Pharmaceuticals Ltd. (collectively, Accord) alleging infringement of the ’218 patent.
In August 2019, JPI and Bayer filed suit against Sunshine Lake Pharma Co., Ltd. and HEC Pharm USA Inc. alleging infringement of the ’218 patent.
In each of these lawsuits, JPI is seeking an order enjoining the defendants from marketing their generic versions of XARELTO®® before the expiration of the relevant patents.
PREZISTA®®
In May 2018,January 2020, Janssen Products, L.P. and Janssen Sciences Ireland UCUnlimited Company (collectively, Janssen) initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Dr. Reddys Laboratories,Zydus Pharmaceuticals (USA), Inc., Dr. Reddys Laboratories, Ltd., Laurus Labs, and Cadila Healthcare Ltd. and Pharmaq, Inc. (collectively, DRL)Zydus), who filed an ANDA seeking approval to market a generic versionsversion of PREZISTA®® before the expiration of United States Patent Nos. 8,518,987; 7,126,015;7,700,645, 8,518,987, 7,126,015 and 7,595,408. In February 2019, the parties entered into a settlement agreement.
In December 2018, Janssen initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Amneal Pharmaceuticals, LLC, Amneal Pharmaceuticals Company GmbH, Amneal Pharmaceuticals of New York, LLC, Amneal Pharmaceuticals Pvt Ltd., and Raks Pharma Pvt. Ltd. (collectively, Amneal), who filedis seeking an ANDA seeking approval to marketorder enjoining Zydus from marketing its generic versionsversion of PREZISTA®® before the expiration of United States Patent Nos. 8,518,987; 7,126,015; and 7,595,408. the relevant patents.
In April 2019,2020, Janssen initiated a Statement of Claim under Section 6 of the parties entered intoPatented Medicines (Notice of Compliance) Regulations against Marcan Pharmaceuticals Inc. (Marcan) and the Minister of Health in Canada in response to Marcan’s filing of an ANDS seeking approval to market a settlement agreement.generic version of Prezista before the expiration of Canadian Patent No. 2,485,834
(the ’834 patent). Janssen is seeking an order enjoining Marcan from marketing its generic version of PREZISTA® before the expiration of the ’834 patent.
INVOKANA®®/INVOKAMET®®/INVOKAMET XR®®
Beginning in July 2017, Janssen Pharmaceuticals, Inc., Janssen Research && Development, LLC, Cilag GmbH International and Janssen Pharmaceutica NV (collectively, Janssen) and Mitsubishi Tanabe Pharma Corporation (MTPC) filed patent infringement lawsuits in the United States District Court for the District of New Jersey the United States District Court for the District of Colorado and the United States District Court for the District of Delaware against a number of generic companies who filed ANDAs seeking approval to market generic versions of INVOKANA®®, INVOKAMET® and/or INVOKAMET® ® XR before expiration of MTPC’sMTPC’s United States Patent Nos. 7,943,582 (the ’582’582 patent) and/or 8,513,202 (the ’202’202 patent) relating to INVOKANA®®, INVOKAMET® andand/or INVOKAMET®®. XR. Janssen is the exclusive licensee of the asserted patents. The following generic companies arewere named as defendants: Apotex Inc. and Apotex Corp. (Apotex); Aurobindo Pharma USA Inc. (Aurobindo); Macleods Pharmaceuticals Ltd. and Macleods Pharma USA, Inc.; InvaGen Pharmaceuticals, Inc. (InvaGen); Prinston Pharmaceuticals Inc.; Dr. Reddy’sReddy’s Laboratories, Inc. and Dr. Reddy’sReddy’s Laboratories Ltd;Ltd (DRL); Hetero USA, Inc., Hetero Labs Limited Unit-VUnit V and Hetero Labs Limited; MSN Laboratories Private Ltd. and MSN Pharmaceuticals, Inc. (MSN); Laurus Labs Ltd.; Indoco Remedies Ltd.; Zydus Pharmaceuticals (USA) Inc. (Zydus); Sandoz, Inc. (Sandoz); Teva Pharmaceuticals USA, Inc.; and Lupin Ltd. and Lupin Pharmaceuticals, Inc. (Lupin). These cases were consolidated into one action (Polymorph Main Action), which is scheduled for trial starting in June 2020. In February 2020, the lawsuit against Macleods and DRL was dismissed.
Beginning in July 2017, Janssen and MTPC filed patent infringement lawsuits in the United States District Court for the District of New Jersey and the United States District Court for the Districtagainst a number of Colorado against Sandoz and InvaGen,generic companies who filed ANDAs seeking approval to market generic versions of INVOKANA®®, INVOKAMET® and/or INVOKAMET®® XR before expiration of MTPC’sMTPC’s United States Patent No. 7,943,788 (the ’788’788 patent), 8,222,219 (the ’219 patent) and/or 8,785,403 (the ’403 patent) relating to INVOKANA® and INVOKAMET® and against Zydus, who filed ANDAs seeking approval to market generic versions of INVOKANA® and INVOKAMET® before expiration of the ’788 patent, MTPC's United States Patent No. 8,222,219 relating to INVOKANA® and INVOKAMET® and MTPC’s United States Patent No. 8,785,403 relating to INVOKAMET®®, and against Aurobindo, who filed an ANDA seeking approval to market a generic version of INVOKANAINVOKAMET®® and/or INVOKAMET® before expiration of the ’788 patent and the ’219 patent relating to INVOKANA®.XR Janssen is the exclusive licensee of the asserted patents. In October 2017, the Colorado lawsuitsThe following generic companies were named as defendants: Sandoz, Zydus and Aurobindo. These cases were consolidated into one action (Compound Main Action), which was scheduled for trial in May 2020 but is being rescheduled. The lawsuit against Sandoz were dismissed. In December 2017, the Delaware lawsuits against Apotex and Teva were dismissed.was dismissed in February 2020.
In April 2018, Janssen and MTPC filed a patent infringement lawsuit in the United States District Court for the District of New Jersey against Prinston, who filed an ANDA seeking approval to market a generic version of INVOKANA® before expiration of the ’788 patent relating to INVOKANA®.
In February 2019, Janssen and MTPC filed a patent infringement lawsuit in the United States District Court for the District of New Jersey against Lupin, who filed an ANDA seeking approval to market a generic version of INVOKAMET XR® before expiration of the ’582 patent and ’202 patent relating to INVOKAMET XR®.
In June 2019, Janssen and MTPC entered into a settlement agreement with Prinston and InvaGen.
In July 2019, Janssen and MTPC filed a patent infringement lawsuit in the United States District Court for the District of New Jersey against MSN, who filed an ANDA seeking approval to market a generic version of INVOKAMET XR®® before expiration of the ’582’582 patent and ’202’202 patent relating to INVOKAMET XR®®. In October 2019, Janssen and MTPC initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against MSN, who filed ANDAs seeking approval to market generic versions of INVOKANA® and INVOKAMET XR® before expiration of the ’788 patent. In October 2019, Janssen and MTPC initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against DRL, who filed an ANDA seeking approval to market a generic version of INVOKAMET® before expiration of the ’788 patent. In March 2020, Janssen and MTPC initiated patent infringement lawsuits in the United States District Court for the District of New Jersey against Aurobindo, who filed an ANDA seeking approval to market a generic version of INVOKAMET XR® before expiration of the ’788 patent, ’219 patent, ’403 patent, ’582 patent, and ’202 patent. These lawsuits have not been consolidated with the Main Actions.
In July 2019, Janssen and MTPC entered into a settlement agreement with Hetero.Indoco in March 2020.
In August 2019, Janssen and MTPC entered into a settlement agreement with Apotex and Teva.
A trial on the ’582 and ’202 patents is scheduled to begin in April 2020, and a trial on the ’788, ’219 and ’403 patents is scheduled to begin in May 2020.
In each of these lawsuits, Janssen and MTPC are seeking an order enjoining the defendants from marketing their generic versions of INVOKANA®®, INVOKAMET®® and/or, INVOKAMET XR®® before the expiration of the relevant patents.
OPSUMIT®®
In January 2018, Actelion Pharmaceuticals Ltd (Actelion) initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Zydus Pharmaceuticals (USA) Inc. (Zydus) and Amneal Pharmaceuticals LLC (Amneal), each of whom filed an ANDA seeking approval to market a generic version of OPSUMIT®® before the expiration of United States Patent No. 7,094,781.7,094,781 (the ’781 patent). In the lawsuit, Actelion is seeking an order enjoining Zydus and Amneal from marketing
generic versions of OPSUMIT®® before the expiration of the patent. Amneal and Zydus have stipulated to infringement. In February 2020, Actelion and Amneal entered into a settlement agreement. The trial against Zydus is scheduled to commence in October 2020.
In July 2019, Actelion Pharmaceuticals Ltd. filed suit against Aurobindo Pharma USA Inc. and Aurobindo Pharma Limited (Aurobindo). Aurobindo filed an ANDA seeking approval to market a generic version of OPSUMIT®® before the expiration of
the ’781’781 patent. Actelion is seeking an order enjoining Defendants from marketing a generic version of OPSUMIT®® before the expiration of the ’781’781 patent. Trial against Aurobindo is scheduled to commence in July 2021.
INVEGA SUSTENNA®®
In January 2018, Janssen Pharmaceutica NV and Janssen Pharmaceuticals, Inc. (collectively, Janssen) initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Teva Pharmaceuticals USA, Inc. (Teva), who filed an ANDA seeking approval to market a generic version of INVEGA SUSTENNA®® before the expiration of United States Patent No. 9,439,906.9,439,906 (the ’906 patent). Trial was scheduled to begin in June 2020 but is being rescheduled.
In August 2019, Janssen Pharmaceutica NV and Janssen Pharmaceuticals, Inc. (collectively, Janssen) initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Mylan Laboratories Limited (Mylan), who filed an ANDA seeking approval to market a generic version of INVEGA SUSTENNA®® before the expiration of the ’906 patent. In February 2020, Mylan filed a Petition for Inter Partes Review with the USPTO seeking to invalidate the ’906 patent.
In eachDecember 2019, Janssen Pharmaceutica NV and Janssen Pharmaceuticals, Inc. (collectively, Janssen) initiated a patent infringement lawsuit in the United States District Courts for the Districts of these lawsuits, Janssen isNew Jersey and Delaware against Pharmascience Inc., Mallincrodt PLC and Specgx LLC (collectively, Pharmascience), who filed an ANDA seeking an order enjoining the defendant from marketingapproval to market a generic version of INVEGA SUSTENNA®® before the expiration of the ’906 patent.
In February 2018, Janssen Inc. and Janssen Pharmaceutica NV (collectively, Janssen) initiated a NoticesStatement of ApplicationClaim under Section 6 of the Patented Medicines (Notice of Compliance) Regulations against Teva Canada Limited (Teva) and the Minister of Health in response to Teva's filing of an Abbreviated New Drug Submission (ANDS) seeking approval to market a generic version of INVEGA SUSTENNA®® before the expiration of Canadian Patent Nos. 2,309,629 (the ’629 patent) and 2,655,335 (the ’335 patent). Janssen subsequently discontinued the portion of the lawsuit relating to the ’629 patent. The final hearing took place in February 2020. In April 2020, the Canadian Federal Court issued a Draft CONFIDENTIAL Judgment and Reasons (Draft Judgment) declaring that Teva’s generic version of INVEGA SUSTENNA®, if approved, would infringe claims of the ’335 patent and that the claims of the ’335 patent are not invalid for obviousness. The Draft Judgment will be made final after the parties have made submissions on the redaction of any confidential information.
In April 2020, Janssen Inc. and Janssen Pharmaceutica NV (together, Janssen) initiated a Statement of Claim under Section 6 of the Patented Medicines (Notice of Compliance) Regulations against Pharmascience Inc. (Pharmascience) and the Minister of Health in response to Pharmascience's filing of an Abbreviated New Drug Submission (ANDS) seeking approval to market a generic version of INVEGA SUSTENNA® before the expiration of Canadian Patent No. 2,655,335.
In each of these lawsuits, Janssen is seeking an order prohibitingenjoining the Ministerdefendant from marketing a generic version of Health from issuing a Notice of Compliance with respect to Teva’s ANDSINVEGA SUSTENNA® before the expiration of these patents. The Final Hearing is scheduled to begin in February 2020.the patent.
IMBRUVICA®®
Beginning in January 2018, Pharmacyclics LLC (Pharmacyclics) and Janssen Biotech, Inc. (JBI) filed patent infringement lawsuits in the United States District Court for the District of Delaware against a number of generic companies who filed ANDAs seeking approval to market generic versions of IMBRUVICA®® 140 mg capsules before expiration of Pharmacyclics’Pharmacyclics’ United States Patent Nos. 8,008,309, 7,514,444, 8,697,711, 8,735,403, 8,957,079, 9,181,257, 8,754,091, 8,497,277, 8,925,015, 8,476,284, 8,754,090, 8,999,999, 9,125,889, 9,801,881, 9,801,883, 9,814,721, 9,795,604, 9,296,753, 9,540,382, 9,713,617 and/or 9,725,455 relating to IMBRUVICA®®. JBI is the exclusive licensee of the asserted patents. The following generic companies are named defendants: Cipla Limited and Cipla USA Inc. (Cipla); Fresenius Kabi USA, LLC, Fresenius Kabi USA, Inc., and Fresenius Kabi Oncology Limited (Fresenius Kabi); Sandoz Inc. and Lek Pharmaceuticals d.d. (Sandoz); Shilpa Medicare Limited (Shilpa); Sun Pharma Global FZE and Sun Pharmaceutical Industries Limited (Sun); Teva Pharmaceuticals USA, Inc. (Teva); and Zydus Worldwide DMCC and Cadila Healthcare Limited (Zydus). The trial is scheduled to begin in October 2020.
In October 2018, Pharmacyclics and JBI filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Sun asserting United States Patent No. 10,004,746.
In November 2018, Pharmacyclics and JBI filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Hetero Labs Limited, Hetero Labs Limited Unit-1, Hetero Labs Limited Unit-V, and Hetero USA Inc. (“Hetero”), who filed an ANDA seeking approval to market a generic version of IMBRUVICA
® 140 mg capsules, asserting infringement of United States Patent Nos. 8,754,090, 9,296,753, 9,540,382, 9,713,617 and 9,725,455.
In January 2019, Pharmacyclics and JBI amended their complaints against Fresenius Kabi, Zydus, Teva and Sandoz to further allege infringement of U.S. Patent Nos. 10,106,548, and 10,125,140.
In January 2019, Pharmacyclics and JBI filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Zydus, who filed an ANDA seeking approval to market a generic version of IMBRUVICA®® 70 mg before
the expiration of U.S. Patent Nos. 7,514,444, 8,003,309, 8,476,284, 8,497,277, 8,697,711, 8,753,403, 8,754,090, 8,754,091, 8,952,015, 8,957,079, 9,181,257, 9,296,753, 9,540,382, 9,713,617, 9,725,455, 10,106,548, and 10,125,140.
In January 2019, Pharmacyclics and JBI filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Hetero asserting infringement of United States Patent No. 10,106,548.
In February 2019, Pharmacyclics and JBI amended their complaints against Cipla, Shilpa, and Sun to allege infringement of United States Patent Nos. 10,106,548, and 10,125,140.
In February 2019, Pharmacyclics and JBI entered into settlement agreements with Teva and Hetero. In March 2019, Pharmacyclics and JBI entered into a settlement agreement with Shilpa.
In March 2019, Pharmacyclics and JBI filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Alvogen Pine Brook LLC and Natco Pharma Ltd. (Alvogen), who filed an ANDA seeking approval to market generic versions of IMBRUVICA®® tablets, asserting infringement of United States Patent Nos. 7,514,444, 8,003,309, 8,476,284, 8,497,277, 8,697,711, 8,753,403, 8,754,090, 8,754,091, 8,952,015, 8,957,079, 9,181,257, 9,296,753, 9,655,857, 9,725,455, 10,010,507, 10,106,548, and 10,125,140.
In May 2019, Pharmacyclics and JBI amended their complaints against Cipla to further allege infringement of United States Patent No. 10,016,435. In June 2019, Pharmacyclics and JBI amended their complaints against Alvogen to further allege infringement of United States Patent No. 10,213,386.
In August 2019, Pharmacyclics and JBI amended their complaints against Cipla, Fresenius, and Sandoz to further allege infringement of U.S. Patent Nos. 10,294,231 and 10,294,232 and amended their complaint against Sun to further allege infringement of U.S. Patent No. 10,294,232.
In March 2019, Sandoz filed an Inter Partes Review (IPR) in the USPTO, seeking to invalidate United States Patent No. 9,795,604.
In February 2020, Pharmacyclics and JBI entered into settlement agreements with Fresenius Kabi.
In March 2020, Pharmacyclics and JBI filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Alvogen, Zydus, Sun and Sandoz asserting infringement of United States Patent No. 10,478,439.
In April 2020, Pharmacyclics and JBI filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Zydus, who filed an ANDA seeking approval to market generic versions of IMBRUVICA® tablets, asserting infringement of United States Patent Nos. 7,514,444, 8,003,309, 8,476,284, 8,497,277, 8,697,711, 8,753,403, 8,754,090, 8,754,091, 8,952,015, 8,957,079, 9,181,257, 9,296,753, 9,655,857, 9,725,455, 10,010,507, 10,106,548, 10,125,140, 10,213,286 and 10,478,439.
In each of the lawsuits, Pharmacyclics and JBI are seeking an order enjoining the defendants from marketing generic versions of IMBRUVICA®® before the expiration of the relevant patents.
In March 2019, Sandoz filed an Inter Partes Review (IPR) in the USPTO, seeking to invalidate United States Patent No. 9,795,604.
TRACLEER®®
In MayDecember 2019, Actelion Pharmaceuticals Ltd and Actelion Pharmaceuticals US, Inc. initiated a patent infringement lawsuit in the United States District Court for the District of New Jersey against Natco PharmaZydus Pharmaceuticals (USA), Inc. and Cadila Healthcare Limited and Syneos Health LLC (collectively, Natco)Zydus), who filed an ANDA seeking approval to market a generic version of TRACLEER®®, 32 mg, before the expiration of U.S. Patent No. 8,309,126 (the ’126’126 patent). In the lawsuit, Actelion is seeking an order enjoining NatcoZydus from marketing its generic version of TRACLEER®® before the expiration of the ’126’126 patent.
RISPERDAL CONSTAUPTRAVI®®
In July 2019, JanssenApril 2020, Actelion Pharmaceuticals Inc.Ltd and Nippon Shinyaku Co., Alkermes Pharma Ireland Limited and Alkermes Controlled Therapeutics, Inc.Ltd. initiated a patent infringement lawsuit in the United States District Court for the District of DelawareNew Jersey against Luye Pharma Group Ltd., Luye Pharma (USA), Ltd., Nanjing Luye Pharmaceutical Co., Ltd. and Shandong Luye Pharmaceutical Co., Ltd. (collectively, Luye),a number of generic companies who filed an ANDAANDAs seeking approval to market a generic versionversions of RISPERDAL CONSTAUPTRAVI®® before the expiration of Nippon Shinyaku’s United States Patent No. 6,667,061. A trial has been scheduled for February 2020.Nos. 7,205,302; 8,791,122; and 9,284,280 relating to UPTRAVI® . Actelion is the exclusive licensee of the asserted patents. The following generics are named defendants in the complaint: Alembic Pharmaceuticals Limited and Alembic Pharmaceuticals Inc. (Alembic); MSN Laboratories Private Limited and MSN Pharmaceuticals Inc. (MSN); Aizant Drug Research Solutions Private Limited (Aizant); VGYAAN Pharmaceuticals LLC (VGYAAN); and Zydus Pharmaceuticals (USA), Inc. and Zydus Worldwide DMCC (Zydus)
In this lawsuit, Janssen isActelion and Nippon Shinyaku are seeking an order enjoining Luyethe defendants from marketing a generic versionversions of RISPERDAL CONSTAUPTRAVI®® before the expiration of the patent.relevant patents.
GOVERNMENT PROCEEDINGS
Like other companies in the pharmaceutical, consumer and medical devices industries, Johnson && Johnson and certain of its subsidiaries are subject to extensive regulation by national, state and local government agencies in the United States and other countries in which they operate. As a result, interaction with government agencies is ongoing. The most significant litigation brought by, and investigations conducted by, government agencies are listed below. It is possible that criminal charges and substantial fines and/or civil penalties or damages could result from government investigations or litigation.
Average Wholesale Price (AWP) Litigation
Johnson && Johnson and several of its pharmaceutical subsidiaries (the J&J&J AWP Defendants), along with numerous other pharmaceutical companies, were named as defendants in a series of lawsuits in state and federal courts involving allegations that the pricing and marketing of certain pharmaceutical products amounted to fraudulent and otherwise actionable conduct because, among other things, the companies allegedly reported an inflated Average Wholesale Price (AWP) for the drugs at issue. Payors alleged that they used those AWPs in calculating provider reimbursement levels. The plaintiffs in these cases included three classes of private persons or entities that paid for any portion of the purchase of the drugs at issue based on AWP, and state government entities that made Medicaid payments for the drugs at issue based on AWP. Many of these cases, both federal actions and state actions removed to federal court, were consolidated for pre-trial purposes in a multi-district litigation in the United States District Court for the District of Massachusetts, where all claims against the J&J&J AWP Defendants were ultimately dismissed. The J&J&J AWP Defendants also prevailed in a case brought by the Commonwealth of Pennsylvania. Other AWP cases have been resolved through court order or settlement. The case brought by Illinois was settled after trial. In New Jersey, a putative class action based upon AWP allegations is pending against Centocor, Inc. and Ortho Biotech Inc. (both now Janssen Biotech, Inc.), Johnson && Johnson and ALZA Corporation. All other cases have been resolved.
Opioid Litigation
Beginning in 2014 and continuing to the present, Johnson && Johnson and Janssen Pharmaceuticals, Inc. (JPI), along with other pharmaceutical companies, have been named in more than 2,5002,900 lawsuits brought by certain state and local governments related to the marketing of opioids, including DURAGESIC®®, NUCYNTA®® and NUCYNTA®® ER. The suits also raise allegations related to previously owned active pharmaceutical ingredient supplier subsidiaries, Tasmanian Alkaloids Pty, Ltd. and Noramco, Inc. (both subsidiaries were divested in 2016). The majority of the cases have been filed by state and local governments. Similar lawsuits have also been filed by private plaintiffs and organizations, including but not limited to the following groups of plaintiffs:following: individual plaintiffs on behalf of children suffering from Neonatal Abstinence Syndrome; hospitals; and health insurers/payors. To date, complaints against pharmaceutical companies, including Johnson && Johnson and JPI, have been filed in state court by the state Attorneys General in Arkansas, Florida, Idaho, Illinois, Kentucky, Louisiana, Mississippi, Missouri, New Hampshire, New Jersey, New Mexico, New York, Ohio, Oklahoma, South Dakota, Texas, Washington and West Virginia. Complaints against the manufacturers also have been filed in state or federal court by city, county and local government agencies in the following states: Alabama; Arkansas; California; Connecticut; Florida; Georgia; Illinois; Kentucky; Louisiana; Maine; Maryland; Massachusetts; Mississippi; Missouri; Nevada;Alabama, Arizona, Arkansas, California, Connecticut, Florida, Georgia, Illinois, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Mississippi, Missouri, Nevada, New Hampshire;Hampshire, New Jersey;Jersey, New Mexico;Mexico, New York;York, North Carolina; Ohio; Oklahoma; Oregon; Pennsylvania;Ohio, Oklahoma, Oregon, Pennsylvania, Rhode Island;Island, South Carolina;Carolina, South Dakota; Tennessee; Texas; Utah; Virginia; Washington;Dakota, Tennessee, Texas, Utah, Virginia, Washington, West Virginia and Wisconsin. The Government of Puerto Rico filed suit in Superior Court of San Juan. There are more than 350370 cases pending in various state courts. There are over 2,2002,600 federal cases coordinated in a federal Multi-District Litigation (MDL) pending in the U.S. District Court for the Northern District of Ohio (MDL No. 2804). In addition, the Province of British Columbia filed suit in Canada. In October 2019, an anti-trust complaint was filed by private plaintiffs in federal court in Tennessee and is pending transfer to the MDL. These actions allege a variety of claims related to opioid marketing practices, including false advertising, unfair competition, public nuisance, consumer fraud violations, deceptive acts and practices, false claims and unjust enrichment. The suits generally seek penalties and/or injunctive and monetary relief and, in some of the suits, the plaintiffs are seeking joint and several liability among the defendants. An adverse judgment in any of these lawsuits could result in the imposition of large monetary penalties and significant damages including, punitive damages, cost of abatement, substantial fines, equitable remedies and other sanctions.
The trial in the matter filed by the Oklahoma Attorney General resulted in a judgment against Johnson && Johnson and JPI in the amount of $572$572 million, subject to a final order to be issued by the court. The court issued a final judgment reducing the amount to $465 million. Johnson && Johnson and JPI have expressed their intention to appealappealed the judgment. The Company believes that it has strong grounds to overturn this judgment. In October 2019 Johnson && Johnson and JPI announced a settlement of the first case set for trial in the MDL forwith two counties in Ohio.
Johnson && Johnson, JPI and other pharmaceutical companies have also received subpoenas or requests for information related to opioids marketing practices from the following state Attorneys General: Alaska, Indiana, Montana, New Hampshire, South Carolina, Tennessee, Texas and Washington. In September 2017, Johnson && Johnson and JPI were contacted by the Texas and Colorado Attorney General’sGeneral’s Offices on behalf of approximately 38 states regarding a multi-state Attorney General investigation. In October 2019, four state attorneys general have alsothe Company announced a proposed agreement in principle with various companies that would include the Company contributing $4paying $4 billion as settlement of these lawsuits, subject to various conditions and an agreement being finalized. This agreement in principle is not an admission of liability or wrong-doing and would resolve opioid lawsuits filed and future claims by states, cities and counties. The Company cannot predict if or when the agreement will be finalized.finalized and individual cases are ongoing.
In August 2019, Johnson && Johnson received a grand jury subpoena from the United States Attorney’sAttorney’s Office for the Eastern District of New York for documents related to the Company’sCompany’s anti-diversion policies and procedures and distribution of its opioid medications, in what the Company understands to be part of a broader investigation into manufacturers’manufacturers’ and distributors’distributors’ monitoring programs and reporting under the Controlled Substances Act. In September 2019, Johnson && Johnson received subpoenas from the New York State Department of Financial Services (NYDFS) as part of an industry-wide inquiry into the
effect of opioid prescriptions on New York health insurance premiums. The Company is cooperating with NYDFS’s inquiry and producing documents in response to the various subpoenas and requests for information.
In November 2019, a shareholder filed a derivative complaint against Johnson & Johnson as the nominal defendant and certain current and former directors and officers as defendants in the Superior Court of New Jersey. The complaint alleges breaches of fiduciary duties related to the marketing of opioids, and that Johnson & Johnson has suffered damages as a result of those alleged breaches. In December 2019, two additional shareholders filed two separate derivative complaints making similar allegations against Johnson & Johnson as the nominal defendant and certain current and former directors and officers as defendants in the United States District for the District of New Jersey. The parties to those two cases are conferring regarding consolidation and a scheduling stipulation.
Other
In August 2012, DePuy Orthopaedics, Inc., DePuy, Inc. (now known as DePuy Synthes, Inc.), and Johnson && Johnson Services, Inc. (collectively DePuy) received an informal request from the United States Attorney's Office for the District of Massachusetts and the Civil Division of the United States Department of Justice (the United States) for the production of materials relating to the DePuy ASR™ASR™ XL Hip device. In July 2014, the United States notified the United States District Court for the District of Massachusetts that it had declined to intervene in a qui tam case filed pursuant to the False Claims Act against the companies. In February 2016, the district court granted the companies’companies’ motion to dismiss with prejudice, unsealed the qui tam complaint, and denied the qui tam relators’relators’ request for leave to file a further amended complaint. The qui tam relators appealed the case to the United States Court of Appeals for the First Circuit. In July 2017, the First Circuit affirmed the district court’scourt’s dismissal in part, reversed in part, and affirmed the decision to deny the relators’relators’ request to file a third amended complaint. The relators’relators’ remaining claims are now pending before the district court, and factcourt. The Court has granted the relators’ motion to stay discovery is currently scheduled to close in February 2020.pending adjudication of outstanding motions.
In October 2012, Johnson && Johnson was contacted by the California Attorney General's office regarding a multi-state Attorney General investigation of the marketing of surgical mesh products for hernia and urogynecological purposes by Johnson && Johnson's subsidiary, Ethicon, Inc. (Ethicon). In May 2016, California and Washington filed civil complaints against Johnson && Johnson, Ethicon and Ethicon US, LLC alleging violations of their consumer protection statutes. Similar complaints were filed against the companies by the following states: Kentucky, Mississippi, West Virginia and Oregon. In April 2019, Johnson && Johnson and Ethicon settled the Washington case. The California case started trial in July 2019 and concluded in September 2019. The parties are awaiting a decision. Similar complaints were filed against the companies by Kentucky in August 2016 and by Mississippi in October 2017. The trial date for the Kentucky case was scheduled for September 2019 but has been adjourned and no new trial date has been scheduled. The trial date for the Mississippi case is scheduled for April 2021. In October 2019, Johnson && Johnson and Ethicon settled the multi-state investigation with 41 other states and the District of Columbia. In January 2020, the Court in California issued a statement of decision, finding in favor of the State of California, and awarded civil penalties in the amount of $344 million. The Company intends to appeal the decision. In April 2020, the Company settled the West Virginia case.
In December 2012, Therakos, Inc. (Therakos), formerly a subsidiary of Johnson && Johnson and part of the Ortho-Clinical Diagnostics, Inc. (OCD) franchise, received a letter from the civil division of the United States Attorney's Office for the Eastern District of Pennsylvania informing Therakos that the United States Attorney's Office was investigating the sales and marketing of Uvadex®® (methoxsalen) and the Uvar Xts®® and Cellex®® Systems during the period 2000 to the present. The United States Attorney's Office requested that OCD and Johnson && Johnson preserve documents that could relate to the investigation. Therakos was subsequently acquired by an affiliate of Gores Capital Partners III, L.P. in January 2013, and OCD was divested
in June 2014. Following the divestiture of OCD, Johnson && Johnson retains OCD’sOCD’s portion of any liability that may result from the investigation for activity that occurred prior to the sale of Therakos. In March 2014 and March 2016, the United States Attorney’sAttorney’s Office requested that Johnson && Johnson produce certain documents, and Johnson && Johnson is cooperating with those requests.
In June 2014, the Mississippi Attorney General filed a complaint in Chancery Court of The First Judicial District of Hinds County, Mississippi against Johnson && Johnson and Johnson && Johnson Consumer Companies, Inc. (now known as Johnson && Johnson Consumer Inc.) (JJCI). The complaint alleges that defendants violated the Mississippi Consumer Protection Act by
failing to disclose alleged health risks associated with female consumers' use of talc contained in JOHNSON'S®® Baby Powder and JOHNSON'S®® Shower to Shower (a product divested in 2012) and seeks injunctive and monetary relief. The matter is stayed pending interlocutory appeal of a December 2018 denial of Johnson && Johnson and JJCI's motion for summary judgment. The Mississippi Supreme Court granted J&J and JJCI's request to file an interlocutory appeal of the denial of the motion for summary judgment in late 2019.
In January 2020, the State of New Mexico filed a consumer protection case alleging that the Company deceptively marketed and sold its talcum powder products by making misrepresentations about the safety of the products and the presence of carcinogens, including asbestos. The State of New Mexico filed an Amended Complaint in March 2020.
Forty-one states have commenced a joint investigation into the Company’s marketing of its talcum powder products. At this time, the multi-state group has not asserted any claims against the Company, nor has the multi-state group sought any documents or other information.
In March 2016, Janssen Pharmaceuticals, Inc. (JPI) received a Civil Investigative Demand from the United States Attorney’sAttorney’s Office for the Southern District of New York related to JPI’sJPI’s contractual relationships with pharmacy benefit managers over the period from January 1, 2006 to the present with regard to certain of JPI's pharmaceutical products. The demand was issued in connection with an investigation under the False Claims Act.
In July 2016, Johnson && Johnson and Janssen Products LP were served with a qui tam complaint pursuant to the False Claims Act filed in the United States District Court for the District of New Jersey alleging the off-label promotion of two HIV products, PREZISTA®® and INTELENCE®®, and anti-kickback violations in connection with the promotion of these products. The complaint was filed under seal in December 2012. The federal and state governments have declined to intervene, and the lawsuit is being prosecuted by the relators.
In January 2017, Janssen Pharmaceuticals, Inc. (JPI) received a Civil Investigative Demand from the United States Department of Justice relating to allegations concerning the sales and marketing practices of OLYSIO®. In December 2017, Johnson &
Johnson and JPI were served with a whistleblower lawsuit filed in the United States District Court for the Central District of California alleging the off-label promotion of OLYSIO® and additional products, including NUCYNTA®, XARELTO®, LEVAQUIN® and REMICADE®. At this time, the federal and state governments have declined to intervene and the lawsuit, which is related to the Civil Investigative Demand, is being prosecuted by a former company employee. The United States District Court for the Central District of California dismissed the claim in April 2018. In May 2018, the relator filed a notice of appeal to the United States Court of Appeals for the Ninth Circuit. Oral argument for the appeal is scheduled for November 2019.
In November 2018, a second whistleblower lawsuit was unsealed in the United States District Court for the Central District of California. The lawsuit was substantially similar to the lawsuit under appeal but was brought in the name of the original relator. The federal and state governments declined to intervene in the second suit, and the relator moved to dismiss the lawsuit without prejudice. In April 2019, the court granted the relator's motion and dismissed the complaint without prejudice.
In March 2017, Janssen Biotech, Inc. received a Civil Investigative Demand from the United States Department of Justice regarding a False Claims Act investigation concerning management and advisory services provided to rheumatology and gastroenterology practices that purchased REMICADE®® or SIMPONI ARIA®®. In August 2019, the Unites States Department of Justice notified Janssen Biotech, Inc. that it was closing the investigation. Subsequently, the United States District Court for the District of Massachusetts unsealed a qui tam False Claims Act complaint, which was served on the Company. The Department of Justice had declined to intervene in the qui tam lawsuit in August 2019. The Company has filed a motion to dismiss the relator’s complaint.
In April and September 2017, Johnson && Johnson received subpoenas from the United States Attorney for the District of Massachusetts seeking documents broadly relating to pharmaceutical copayment support programs for DARZALEX®®, OLYSIO®®, REMICADE®®, SIMPONI®®, STELARA®® and ZYTIGA®®. The subpoenas also seek documents relating to Average Manufacturer Price and Best Price reporting to the Center for Medicare and Medicaid Services related to those products, as well as rebate payments to state Medicaid agencies.
In June 2017, Johnson && Johnson received a subpoena from the United States Attorney's Office for the District of Massachusetts seeking information regarding practices pertaining to the sterilization of DePuy Synthes, Inc. spinal implants at three hospitals in Boston as well as interactions of employees of Company subsidiaries with physicians at these hospitals. Johnson && Johnson and DePuy Synthes, Inc. have produced documents in response to the subpoena and are fully cooperating with the government’sgovernment’s investigation.
In July 2018 the Public Prosecution Service in Rio de Janeiro and representatives from the Brazilian antitrust authority CADE inspected the offices of more than 30 companies including Johnson && Johnson do Brasil IndúIndústria e ComéComércio de Produtos para SaúSaúde Ltda. The authorities appear to be investigating allegations of possible anti-competitive behavior and possible improper payments in the medical device industry. The United States Department of Justice and the United States Securities and Exchange Commission have made additional preliminary inquiries, about the inspection in Brazil, and Johnson && Johnson do Brasil IndúIndústria e ComéComércio de Produtos para SaúSaúde Ltda. is cooperating with those requests.
From time to time, the Company has received requests from a variety of United States Congressional Committees to produce information relevant to ongoing congressional inquiries. It is the policy of Johnson && Johnson to cooperate with these inquiries by producing the requested information.
GENERAL LITIGATION
In May 2014, two purported class actions were filed in federal court, one in the United States District Court for the Central District of California and one in the United States District Court for the Southern District of Illinois, against Johnson && Johnson and Johnson && Johnson Consumer Companies, Inc. (now known as Johnson && Johnson Consumer Inc.) (JJCI) alleging violations of state consumer fraud statutes based on nondisclosure of alleged health risks associated with talc contained in JOHNSON'S®® Baby Powder and JOHNSON'S®® Shower to Shower (a product no longer sold by JJCI). Both cases seek injunctive relief and monetary damages; neither includes a claim for personal injuries. In October 2016, both cases were transferred to the United States District Court for the District Court of New Jersey as part of a newly created federal multi-district litigation. In July 2017, the district court granted Johnson && Johnson's and JJCI’sJJCI’s motion to dismiss one of the cases. In September 2018, the United States Court of Appeals for the Third Circuit affirmed this dismissal. In September 2017, the plaintiff in the second case voluntarily dismissed the complaint. In March 2018, the plaintiff in the second case refiled in Illinois State Court.
In August 2014, United States Customs and Border Protection (US CBP) issued a Penalty Notice against Janssen Ortho LLC (Janssen Ortho), assessing penalties for the alleged improper classification of darunavir ethanolate (the active pharmaceutical ingredient in PREZISTA®®) in connection with its importation into the United States. In October 2014, Janssen Ortho submitted a Petition for Relief in response to the Penalty Notice. In May 2015, US CBP issued an Amended Penalty Notice assessing substantial penalties and Janssen Ortho filed a Petition for Relief in July 2015. In May 2019, US CBP issued its Mitigation
Decision and determined that Janssen Ortho had negligently misrepresented that darunavir ethanolate is entitled to duty free treatment. In June 2019, Janssen Ortho filed a Supplemental Petition for Relief. The Penalties Proceeding will be impacted by the related Classification Litigation pending in the United States Court of International Trade. The Classification Litigation will determine whether darunavir ethanolate was properly classified as exempt from duties upon importation into the United States. The trial in the Classification Litigation was held in July 2019. The parties are awaitingIn February 2020, the Court ruled that darunavir ethanolate is eligible for duty free treatment. In April 2020, the United States filed a decision.Notice of Appeal to the United States Court of Appeals for the Federal Circuit.
In March and April 2015, over 30 putative class action complaints were filed by contact lens patients in a number of courts around the United States against Johnson && Johnson Vision Care, Inc. (JJVCI) and other contact lens manufacturers, distributors, and retailers, alleging vertical and horizontal conspiracies to fix the retail prices of contact lenses. The complaints allege that the manufacturers reached agreements with each other and certain distributors and retailers concerning the prices at which some contact lenses could be sold to consumers. The plaintiffs are seeking damages and injunctive relief. All of the class action cases were transferred to the United States District Court for the Middle District of Florida in June 2015. The plaintiffs filed a consolidated class action complaint in November 2015. In December 2018, the district court granted the plaintiffs' motion for class certification. Defendants filed two motions for interlocutory appeal of class certification to the United States Court of Appeals for the Eleventh Circuit. Both motions were denied. Defendants' motions for summary judgment are pendingwere denied in the District Court.November 2019.
In August 2015, two third-party payors filed a purported class action in the United States District Court for the Eastern District of Louisiana against Janssen Research && Development, LLC, Janssen Ortho LLC, Janssen Pharmaceuticals, Inc., Ortho-McNeil-Janssen Pharmaceuticals, Inc. and Johnson && Johnson (as well as certain Bayer entities), alleging that the defendants improperly marketed and promoted XARELTO®® as safer and more effective than less expensive alternative medications while failing to fully disclose its risks. The complaint seeks damages.
In May 2017, Lonza Sales AG (Lonza) filed a Request for Arbitration with the London Court of International Arbitration against Janssen Research & Development, LLC (Janssen R&D). Lonza alleges that Janssen R&D breached a 2005 agreement between the parties by sublicensing certain Lonza technology used in the manufacture of daratumumab without Lonza’s consent. Lonza seeks monetary damages. In May 2019, the arbitration award was issued and the matter has been resolved.
In September 2017, Pfizer, Inc. (Pfizer) filed an antitrust complaint against Johnson && Johnson and Janssen Biotech, Inc. (collectively, Janssen) in United States District Court for the Eastern District of Pennsylvania. Pfizer alleges that Janssen has violated federal antitrust laws through its contracting strategies for REMICADE®®. The complaint seeks damages and injunctive relief. Discovery is ongoing.
Beginning in September 2017, multiple purported class actions of direct and indirect purchasers were filed against Johnson && Johnson and Janssen Biotech, Inc. (collectively, Janssen) alleging that Janssen’sJanssen’s REMICADE®® contracting strategies violated federal and state antitrust and consumer laws and seeking damages and injunctive relief. In November 2017, the cases were consolidated for pre-trial purposes in United States District Court for the Eastern District of Pennsylvania as In re Remicade Antitrust Litigation. Motions to dismiss were denied in both the direct and indirect purchaser cases. A motion to compel
arbitration of the direct purchaser case was denied by the district court. The United States Court of Appeals for the Third Circuit reversed the district court's ruling.
In June 2018, Walgreen Co. and Kroger Co, filed an antitrust complaint against Johnson && Johnson and Janssen Biotech, Inc. (collectively, Janssen) in the United States District Court for the Eastern District of Pennsylvania. The complaint alleges that Janssen has violated federal antitrust laws through its contracting strategies for REMICADE®®. The complaint seeks damages and injunctive relief. In March 2019, summary judgment was granted in favor of Janssen. This ruling is on appeal toIn February 2020, the United States Court of Appeals for the Third Circuit.Circuit reversed the District Court’s decision.
In June 2019, the United States Federal Trade Commission (FTC) issued a Civil Investigative Demand to Johnson && Johnson in connection with its investigation of whether Janssen’sJanssen’s REMICADE®® contracting practices violate federal antitrust laws. The Company has produced documents and information responsive to the Civil Investigative Demand.
In October 2017, certain United States service members and their families brought a complaint against a number of pharmaceutical and medical devices companies, including Johnson && Johnson and certain of its subsidiaries, alleging that the defendants violated the United States Anti-Terrorism Act. The complaint alleges that the defendants provided funding for terrorist organizations through their sales practices pursuant to pharmaceutical and medical device contracts with the Iraqi Ministry of Health. In January 2019, plaintiffs' motion to file2020, plaintiffs filed a SecondThird Amended Complaint adding further plaintiffs to the lawsuit was granted.lawsuit. In April 2019,February 2020, the Company moved to dismiss the SecondThird Amended Complaint.
In October 2018, two separate putative class actions were filed against Actelion Pharmaceutical Ltd., Actelion Pharmaceuticals US, Inc., and Actelion Clinical Research, Inc. (collectively Actelion) in United States District Court for the District of
Maryland and United States District Court for the District of Columbia. The complaints allege that Actelion violated state and federal antitrust and unfair competition laws by allegedly refusing to supply generic pharmaceutical manufacturers with samples of TRACLEER®®. TRACLEER®® is subject to a Risk Evaluation and Mitigation Strategy, which imposes restrictions on distribution of the product. In January 2019, the plaintiffs dismissed the District of Columbia case and filed a consolidated complaint in the United States District Court for the District of Maryland. In October 2019, the Court granted Actelion’sActelion’s motion to dismiss the amended complaint. Plaintiffs have appealed the decision.
In December 2018, Janssen Biotech, Inc., Janssen Oncology, Inc, Janssen Research && Development, LLC, and Johnson && Johnson (collectively, Janssen) were served with a qui tam complaint filed on behalf of the United States, 28 states, and the District of Columbia. The complaint, which was filed in December 2017 in United States District Court for the Northern District of California, alleges that Janssen violated the federal False Claims Act and state law when providing pricing information for ZYTIGA®® to the government in connection with direct government sales and government-funded drug reimbursement programs. At this time, the federal and state governments have declined to intervene. The case has been transferred to United States District Court for the District of New Jersey. Janssen has moved to dismiss the complaint.
In April 2019, Blue Cross && Blue Shield of Louisiana and HMO Louisiana, Inc. filed a class action complaint against Janssen Biotech, Inc, Janssen Oncology, Inc, Janssen Research && Development, LLC and BTG International Limited in the United States District Court for the Eastern District of Virginia. Several additional complaints were filed thereafter in Virginia and New Jersey. The complaint allegescomplaints generally allege that the defendants violated the Sherman Act and the antitrust and consumer protections laws of several states and the Sherman Act by pursuing patent litigation relating to ZYTIGA®® in order to delay generic entry. The case hasVirginia cases have been transferred to the United States District Court for the District of New Jersey.Jersey and consolidated with the New Jersey case for pretrial purposes.
In May 2019, a class action antitrust complaint was filed against Janssen R&D&D Ireland (Janssen) and Johnson & Johnson.& Johnson in the United States District Court for the Northern District of California. The complaint alleges that Janssen violated federal and state antitrust and consumer protection laws by agreeing to exclusivity provisions in its agreements with Gilead concerning the development and marketing of combination antiretroviral therapies (cART) to treat HIV. The complaint also alleges that Gilead entered into similar agreements with Bristol-Myers-Squibb and Japan Tobacco. The case is pendingIn March 2020, the Court granted in the United States District Court for the District of Northern California. Thepart and denied in part defendants have filed’ motions to dismiss the complaint.dismiss. Plaintiffs filed an amended complaint in April 2020.
In October 2019, Innovative Health, LLC filed a complaint against Biosense Webster, Inc. (BWI) in the United StatesDistrict Court for the Middle District of California. The complaint alleges that certain of BWI’sBWI’s business practices and contractual terms violate the antitrust laws of the United States and the State of California by restricting competition in the sale of High Density Mapping Catheters and Ultrasound Catheters. BWI filed a motion to dismiss the complaint.
In November 2019, Johnson & Johnson received a demand for indemnification from Pfizer Inc., pursuant to the 2006 Stock and Asset Purchase Agreement between the Company and Pfizer. Also in November 2019, Johnson & Johnson, Inc. received a
demand for indemnification from Sanofi Consumer Health, Inc., pursuant to the 2016 Asset Purchase Agreement between J&J, Inc. and Sanofi. In January 2020, Johnson && Johnson received a demand for indemnification from Boehringer Ingelheim Pharmaceuticals, Inc., pursuant to the 2006 Asset Purchase Agreement among the Company, Pfizer, and Boehringer Ingelheim. The notices seek indemnification for legal claims related to over-the-counter Zantac (ranitidine) products. Plaintiffs in the underlying actions allege that Zantac and other over-the-counter ranitidine medications contain unsafe levels of NDMA (N-nitrosodimethylamine) and can cause and/or have caused various cancers in patients using the products, and seek injunctive and monetary relief.
Johnson & Johnson or its subsidiaries are also parties to a number of proceedings brought under the Comprehensive Environmental Response, Compensation, and Liability Act, commonly known as Superfund, and comparable state, local or foreign laws in which the primary relief sought is the cost of past and/or future remediation.
NOTE 12—12— RESTRUCTURING
On April 17, 2018, theThe Company announced plans to implement a series of actions across its Global Supply Chain that are intended to focus resources and increase investments in the critical capabilities, technologies and solutions necessary to manufacture and supply its product portfolio, enhance agility and drive growth. The Global Supply Chain actions will include expanding the use of strategic collaborations and bolstering initiatives to reduce complexity, improve cost-competitiveness, enhance capabilities and optimize the Supply Chain network. For additional details on the global supply chain restructuring strategic collaborations see Note 10 to the Consolidated Financial Statements. In the fiscal thirdfirst quarter of 2019,2020, the Company recorded a pre-tax charge of $128$118 million, which is included on the following lines of which $20the Consolidated Statement of Earnings, $58 million was included in restructuring, $15 million in cost of products sold and $39$45 million was included in other (income) expense. In the fiscal nine months of 2019, the Company recorded a pre-tax charge of $360 million, of which $81 million was included in cost of products sold and $117 million was included in other (income) expense. Total project costs of approximately $598 million$1.0 billion have been recorded since the restructuring was announced. See the following table for additional details on the restructuring program.
In total, the Company expects thesethe Global Supply Chain actions to generate approximately $0.6$0.6 billion to $0.8$0.8 billion in annual pre-tax cost savings that will be substantially delivered by 2022. The Company expects to record pre-tax restructuring charges of approximately $1.9$1.9 billion to $2.3$2.3 billion, over the 4 to 5 year period of this activity. These costs are associated with network optimizations, exit costs and accelerated depreciation and amortization.
The following table summarizes the severance related reserves and the associated spending through the fiscal nine monthsfirst quarter of 2019:2020:
| | (Dollars in Millions) | Severance | Asset Write-offs | Other** | Total | Severance | Asset Write-offs | Other(2) | | Total |
Reserve balance, December 30, 2018 | $ | 194 |
| — |
| 48 |
| 242 |
| |
Reserve balance, December 29, 2019 | | $ | 164 |
| — |
| 16 |
| | 180 |
|
| | | | | | |
Current year activity: |
|
|
|
| |
|
Charges | — |
| 81 |
| 279 |
| 360 |
| — |
| 11 |
| 107 |
| | 118 |
|
Cash payments | (14 | ) | — |
| (302 | ) | (316 | ) | (6 | ) | — |
| (99 | ) | | (105 | ) |
Settled non cash | — |
| (81 | ) | — |
| (81 | ) | — |
| (11 | ) | (17 | ) | (3) | (28 | ) |
| | | | | | |
Reserve balance, September 29, 2019* | $ | 180 |
| — |
| 25 |
| 205 |
| |
| | | |
Reserve balance, March 29, 2020(1) | | $ | 158 |
| — |
| 7 |
| | 165 |
|
*(1) Cash outlays for severance are expected to be substantially paid out over the next 2 years in accordance with the Company's plans and local laws.
**(2)Other includes project expense such as salaries for employees supporting the initiativethese initiatives and consulting expenses.
(3) Relates to pension related actuarial losses associated with the transfer of employees to Jabil Inc. as part of the strategic collaboration.
The Company continuously reevaluates its severance reserves related to restructuring and the timing of payments due to the planned release of associates regarding several longer-term projects. The Company believes that the existing severance reserves are sufficient to cover the Global Supply Chain plans given the period over which the actions will take place. The Company will continue to assess and make adjustments as necessary if additional amounts become probable and estimable.
The Company faces a number of uncertainties and risks that are difficult to predict and many of which are outside of the Company's control. For a detailed discussion of the risks that affect our business, please refer to Part I, Item IA, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 29, 2019. There have been no material changes to the risk factors as previously disclosed in the Company's Annual Report on Form 10-K, except as follows:
Global health crises and pandemics, such as the global outbreak of the novel coronavirus (COVID-19), could cause disruptions in our business.
The recent global outbreak of COVID-19 could cause disruptions to the Company's business and have a negative impact on the Company's revenues and operating results. While the Company has robust business continuity plans in place across its global supply chain network to help mitigate the impact of COVID-19, these efforts may not completely prevent its business from being adversely affected. The extent to which COVID-19 impacts the Company's operations will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the outbreak and any prolonged restrictive measures implemented in order to control the spread of the disease. In particular, the continued global spread of COVID-19 could adversely impact the Company's operations, including, among other things, its manufacturing operations, supply chain, sales and marketing and clinical trial operations. Any of these factors could adversely affect the Company's business, operating results or financial condition.
Item 2 — MANAGEMENT’S— MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Sales to Customers
Analysis of Consolidated Sales For the fiscal nine monthsfirst quarter of 2019,2020, worldwide sales were $61.3$20.7 billion, a total increase of 0.2%3.3%, including operational growth of 2.9%4.8% as compared to 20182019 fiscal nine monthsfirst quarter sales of $61.2 billion.$20.0 billion. Currency fluctuations had a negative impact of 2.7%1.5% for the fiscal nine monthsfirst quarter of 2019.2020. In the fiscal nine monthsfirst quarter of 2019,2020, the net impact of acquisitions and divestitures on worldwide operational sales growth was a negative 1.9%0.8%. The estimated impact of COVID-19 on worldwide operational sales was approximately negative 1.0%.
Sales by U.S. companies were $31.3$10.7 billion in the fiscal nine monthsfirst quarter of 2019,2020, which represented an increase of 0.2%5.6% as compared to the prior year. In the fiscal nine monthsfirst quarter of 2019,2020, the net impact of acquisitions and divestitures on the U.S. operational sales growth was a negative 1.9%1.1%. Sales by international companies were $30.0$10.0 billion, an increase of 0.2%1.0%, including operational growth of 5.7%4.0%, offset by a negative currency impact of 5.5%3.0% as compared to the fiscal nine monthsfirst quarter sales of 2018.2019. In the fiscal nine monthsfirst quarter of 2019,2020, the net impact of acquisitions and divestitures on the international operational sales growth was a negative 1.9%0.5%.
In the fiscal nine monthsfirst quarter of 2019,2020, sales by companies in Europe experienced a declineachieved growth of 1.6%4.7%, which included operational growth of 4.8%7.5% partially offset by a negative currency impact of 6.4%2.8%. Sales by companies in the Western Hemisphere, excluding the U.S., experienced a sales decline of 4.5%0.1%, which included operational growth of 4.6%8.5%, offset by a negative currency impact of 9.1%8.6%. Sales by companies in the Asia-Pacific, Africa region achieved growthexperienced a sales decline of 4.3%3.1%, including an operational growthdecline of 7.2%1.9% and a negative currency impact of 2.9%1.2%.
Note: values may have been rounded
For the fiscal third quarter of 2019, worldwide sales were $20.7 billion, a total increase of 1.9%, including operational growth of 3.2% as compared to 2018 fiscal third quarter sales of $20.3 billion. Currency fluctuations had a negative impact of 1.3% for the fiscal third quarter of 2019. In the fiscal third quarter of 2019, the net impact of acquisitions and divestitures on worldwide operational sales growth was a negative 2.0%.
Sales by U.S. companies were $10.8 billion in the fiscal third quarter of 2019, which represented an increase of 1.2% as compared to the prior year. In the fiscal third quarter of 2019, the net impact of acquisitions and divestitures on the U.S. operational sales growth was a negative 2.2%. Sales by international companies were $9.9 billion, an increase of 2.6%, including operational growth of 5.4%, offset by a negative currency impact of 2.8% as compared to the fiscal third quarter sales of 2018. In the fiscal third quarter of 2019, the net impact of acquisitions and divestitures on the international operational sales growth was a negative 1.9%.
In the fiscal third quarter of 2019, sales by companies in Europe achieved growth of 1.0%, which included operational growth of 5.2% offset by a negative currency impact of 4.2%. Sales by companies in the Western Hemisphere, excluding the U.S., experienced a sales decline of 4.0%, which included operational growth of 1.0%, offset by a negative currency impact of 5.0%. Sales by companies in the Asia-Pacific, Africa region achieved growth of 7.3%, including operational growth of 7.5% and a negative currency impact of 0.2%.
Note: values may have been rounded
Analysis of Sales by Business Segments
Consumer Health*
Consumer Health segment sales in the fiscal nine monthsfirst quarter of 20192020 were $10.3$3.6 billion, an increase of 0.1%9.2% as compared to the same period a year ago, including operational growth of 3.4%11.3% and a negative currency impact of 3.3%2.1%. U.S. Consumer Health segment sales increased by 2.0%21.0%. International Consumer Health segment sales decreasedincreased by 1.2%0.3%, including an operational increasegrowth of 4.3% and3.9% partially offset by a negative currency impact of 5.5%3.6%. In the fiscal nine monthsfirst quarter of 2019,2020, the net impact of acquisitions and divestitures on the Consumer Health segment operational sales growth was a positive 2.0%.
Major Consumer Franchise Sales — Fiscal Nine Months Ended
|
| | | | | | | | | | | | | | | | | |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Total Change | | Operations Change | | Currency Change |
Beauty | | $ | 3,443 |
| | $ | 3,271 |
| | 5.3 | % | | 7.5 | % | | (2.2 | )% |
OTC | | 3,249 |
| | 3,186 |
| | 2.0 |
| | 5.0 |
| | (3.0 | ) |
Baby Care | | 1,254 |
| | 1,385 |
| | (9.5 | ) | | (5.0 | ) | | (4.5 | ) |
Oral Care | | 1,135 |
| | 1,156 |
| | (1.8 | ) | | 1.3 |
| | (3.1 | ) |
Women’s Health | | 733 |
| | 792 |
| | (7.4 | ) | | 0.4 |
| | (7.8 | ) |
Wound Care/Other | | 516 |
| | 527 |
| | (2.0 | ) | | (0.7 | ) | | (1.3 | ) |
Total Consumer Sales | | $ | 10,331 |
| | $ | 10,317 |
| | 0.1 | % | | 3.4 | % | | (3.3 | )% |
Consumer segment sales in the fiscal third quarter of 2019 were $3.5 billion, an increase of 1.6% as compared to the same period a year ago, including operational growth of 3.3% and a negative currency impact of 1.7%0.3%. U.S. Consumer segment sales increased by 1.7%. International Consumer segment sales increased by 1.4%, including operational growth of 4.3% offset by a negative currency impact of 2.9%. In the fiscal third quarter of 2019, theThe estimated net impact of acquisitions and divestituresCOVID-19 on the Consumer Health segment operational sales growth was a positive 2.0%.7.0% primarily driven by increased stocking.
Major Consumer Health* Franchise Sales —— Fiscal ThirdFirst Quarter Ended | | (Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Total Change | | Operations Change | | Currency Change | | March 29, 2020 | | March 31, 2019 | | Total Change | | Operations Change | | Currency Change |
Beauty | | $ | 1,151 |
| | $ | 1,078 |
| | 6.8 | % | | 8.1 | % | | (1.3 | )% | |
OTC | | 1,098 |
| | 1,048 |
| | 4.8 |
| | 6.5 |
| | (1.7 | ) | | $ | 1,348 |
| | $ | 1,087 |
| | 24.1 | % | | 25.8 | % | | (1.7 | )% |
Skin Health/Beauty** | | | 1,117 |
| | 1,090 |
| | 2.5 |
| | 3.5 |
| | (1.0 | ) |
Oral Care | | | 395 |
| | 367 |
| | 7.6 |
| | 9.8 |
| | (2.2 | ) |
Baby Care | | 417 |
| | 472 |
| | (11.6 | ) | | (9.8 | ) | | (1.8 | ) | | 361 |
| | 394 |
| | (8.2 | ) | | (4.9 | ) | | (3.3 | ) |
Oral Care | | 379 |
| | 384 |
| | (1.4 | ) | | 0.2 |
| | (1.6 | ) | |
Women’s Health | | 255 |
| | 269 |
| | (5.3 | ) | | (1.3 | ) | | (4.0 | ) | |
Women’s Health | | | 232 |
| | 225 |
| | 2.9 |
| | 9.2 |
| | (6.3 | ) |
Wound Care/Other | | 168 |
| | 164 |
| | 2.4 |
| | 3.0 |
| | (0.6 | ) | | 171 |
| | 155 |
| | 10.7 |
| | 11.8 |
| | (1.1 | ) |
Total Consumer Sales | | $ | 3,469 |
| | $ | 3,415 |
| | 1.6 | % | | 3.3 | % | | (1.7 | )% | |
Total Consumer Health* Sales | | | $ | 3,625 |
| | $ | 3,318 |
| | 9.2 | % | | 11.3 | % | | (2.1 | )% |
* Previously referred to as Consumer
** Previously referred to as Beauty
The BeautyOTC franchise achieved operational growth of 8.1%25.8% as compared to the prior year fiscal thirdfirst quarter. Growth was primarily driven by COVID-19 related demand, TYLENOL® and MOTRIN® in analgesics, upper respiratory including ZYRTEC®, digestive health and ZARBEES® Naturals.
The Skin Health/Beauty franchise achieved operational growth of 3.5% as compared to the prior year fiscal first quarter. Growth was primarily driven by sales from the acquisition of Ci:z Holdings Co., Ltd., (DR.CI:LABO) in Japan as well as NEUTROGENA®® and AVEENO®® products. Growth wasproducts partially offset by COVID-19 related impacts in the divestiture of RoC®.Asia Pacific region.
The OTCOral Care franchise achieved operational growth of 6.5%9.8% as compared to the prior year fiscal third quarter. Growth wasfirst quarter primarily driven by sales from the acquisition of ZARBEESdue to market growth for LISTERINE®® .mouthwash due to COVID-19 as well as new U.S. product innovation.
Additional contributors to the growthwere TYLENOL®, digestive products in India and cough/cold products.
The Baby Care franchise experienced an operational decline of 9.8%4.9% as compared to the prior year fiscal thirdfirst quarter. ThisThe decline was primarily due to prior year comparisonsCOVID-19 related toimpacts in the JOHNSON'S® relaunch coupled with competitive pressure in Asia Pacific and declines of wipesEurope regions and the U.S. Baby Center divestiture partially offset by strength in Latin America.AVEENO® baby.
The Oral CareWomen’s Health franchise achieved operational growth of 0.2%9.2% as compared to the prior year fiscal third quarter primarily driven by the success of new product launches outside the U.S. mostly offset by softness in floss/tapes in the U.S.
The Women’s Health franchise experienced an operational decline of 1.3% as compared to the prior year fiscal thirdfirst quarter driven by liners market declineo.b. increased COVID-19 related demand in Venezuela.Germany and growth in napkins primarily in Latin America.
The Wound Care/Other franchise achieved operational growth of 3.0%11.8% as compared to the prior year fiscal thirdfirst quarter. Growth was driven byprimarily due to U.S. market growth in NEOSPORIN® and BAND-AID®® Brand Adhesive Bandages and NEOSPORIN® partially offset by the divestiture of COMPEED® outside the U.S.due to increased demand related to COVID-19.
Pharmaceutical
Pharmaceutical segment sales in the fiscal nine monthsfirst quarter of 20192020 were $31.7$11.1 billion, an increase of 3.6%8.7% as compared to the same period a year ago, with an operational increase of 6.2%10.1% and a negative currency impact of 2.6%1.4%. U.S. Pharmaceutical sales increased 2.0%8.6% as compared to the same period a year ago. International Pharmaceutical sales increased by 5.7%8.8%, including operational growth of 11.7%12.0% and a negative currency impact of 6.0%3.2%. In the fiscal nine monthsfirst quarter of 2019,2020, the net impact of acquisitions and divestitures on the Pharmaceutical segment operational sales growth was negligible.a negative 0.1%. Adjustments to previous reserve estimates, as compared to the prior year, positively impacted the Pharmaceutical segment operational growth by approximately 1.0%, primarily in the Immunology, Infectious Diseases and Oncology therapeutic areas. The estimated net impact of COVID-19 on the Pharmaceutical segment operational sales growth was a positive 1.0% primarily driven by increased prescriptions being filled to ensure there is access to essential medicines.
Major Pharmaceutical Therapeutic Area Sales* — — Fiscal Nine MonthsFirst Quarter Ended |
| | | | | | | | | | | | | | | | | |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Total Change | | Operations Change | | Currency Change |
Total Immunology | | $ | 10,428 |
| | $ | 9,778 |
| | 6.7 | % | | 8.5 | % | | (1.8 | )% |
REMICADE® | | 3,345 |
| | 4,088 |
| | (18.2 | ) | | (17.0 | ) | | (1.2 | ) |
SIMPONI®/ SIMPONI ARIA® | | 1,673 |
| | 1,602 |
| | 4.5 |
| | 7.2 |
| | (2.7 | ) |
STELARA® | | 4,661 |
| | 3,712 |
| | 25.6 |
| | 27.8 |
| | (2.2 | ) |
TREMFYA® | | 742 |
| | 369 |
| | ** | | ** | | ** |
Other Immunology | | 8 |
| | 7 |
| | 13.7 |
| | 14.4 |
| | (0.7 | ) |
Total Infectious Diseases | | 2,547 |
| | 2,502 |
| | 1.8 |
| | 5.5 |
| | (3.7 | ) |
EDURANT®/rilpivirine | | 639 |
| | 623 |
| | 2.6 |
| | 8.5 |
| | (5.9 | ) |
PREZISTA®/ PREZCOBIX®/ REZOLSTA®/ SYMTUZA® | | 1,566 |
| | 1,460 |
| | 7.3 |
| | 9.9 |
| | (2.6 | ) |
Other Infectious Diseases | | 342 |
| | 419 |
| | (18.6 | ) | | (14.2 | ) | | (4.4 | ) |
Total Neuroscience | | 4,762 |
| | 4,577 |
| | 4.0 |
| | 7.0 |
| | (3.0 | ) |
CONCERTA®/methylphenidate | | 544 |
| | 513 |
| | 6.1 |
| | 9.2 |
| | (3.1 | ) |
INVEGA SUSTENNA®/ XEPLION®/ INVEGA TRINZA®/ TREVICTA® | | 2,459 |
| | 2,165 |
| | 13.6 |
| | 16.1 |
| | (2.5 | ) |
RISPERDAL CONSTA® | | 528 |
| | 559 |
| | (5.4 | ) | | (2.1 | ) | | (3.3 | ) |
Other Neuroscience | | 1,231 |
| | 1,340 |
| | (8.2 | ) | | (4.6 | ) | | (3.6 | ) |
Total Oncology | | 7,976 |
| | 7,355 |
| | 8.4 |
| | 12.3 |
| | (3.9 | ) |
DARZALEX® | | 2,168 |
| | 1,441 |
| | 50.4 |
| | 55.3 |
| | (4.9 | ) |
IMBRUVICA® | | 2,536 |
| | 1,912 |
| | 32.6 |
| | 37.4 |
| | (4.8 | ) |
VELCADE® | | 636 |
| | 864 |
| | (26.3 | ) | | (22.8 | ) | | (3.5 | ) |
ZYTIGA®/ abiraterone acetate | | 2,118 |
| | 2,712 |
| | (21.9 | ) | | (19.1 | ) | | (2.8 | ) |
Other Oncology | | 519 |
| | 426 |
| | 21.6 |
| | 25.9 |
| | (4.3 | ) |
Pulmonary Hypertension | | 2,000 |
| | 1,906 |
| | 4.9 |
| | 6.9 |
| | (2.0 | ) |
OPSUMIT® | | 1,001 |
| | 892 |
| | 12.2 |
| | 14.9 |
| | (2.7 | ) |
TRACLEER®/ bosentan | | 285 |
| | 422 |
| | (32.4 | ) | | (31.1 | ) | | (1.3 | ) |
UPTRAVI® | | 611 |
| | 482 |
| | 26.8 |
| | 27.7 |
| | (0.9 | ) |
Other | | 103 |
| | 110 |
| | (6.4 | ) | | (2.9 | ) | | (3.5 | ) |
Cardiovascular / Metabolism / Other | | 3,936 |
| | 4,426 |
| | (11.1 | ) | | (9.8 | ) | | (1.3 | ) |
XARELTO® | | 1,704 |
| | 1,869 |
| | (8.9 | ) | | (8.9 | ) | | — |
|
INVOKANA®/ INVOKAMET® | | 558 |
| | 653 |
| | (14.6 | ) | | (13.4 | ) | | (1.2 | ) |
PROCRIT®/EPREX® | | 607 |
| | 767 |
| | (20.9 | ) | | (19.8 | ) | | (1.1 | ) |
Other | | 1,067 |
| | 1,137 |
| | (6.1 | ) | | (2.5 | ) | | (3.6 | ) |
Total Pharmaceutical Sales | | $ | 31,650 |
| | $ | 30,544 |
| | 3.6 | % | | 6.2 | % | | (2.6 | )% |
|
| | | | | | | | | | | | | | | | | |
(Dollars in Millions) | | March 29, 2020 | | March 31, 2019 | | Total Change | | Operations Change | | Currency Change |
Immunology | | $ | 3,638 |
| | $ | 3,251 |
| | 11.9 | % | | 13.1 | % | | (1.2 | )% |
REMICADE® | | 990 |
| | 1,102 |
| | (10.2 | ) | | (9.3 | ) | | (0.9 | ) |
SIMPONI®/ SIMPONI ARIA® | | 529 |
| | 524 |
| | 1.1 |
| | 3.0 |
| | (1.9 | ) |
STELARA® | | 1,819 |
| | 1,405 |
| | 29.5 |
| | 30.6 |
| | (1.1 | ) |
TREMFYA® | | 296 |
| | 217 |
| | 36.4 |
| | 37.3 |
| | (0.9 | ) |
Other Immunology | | 3 |
| | 3 |
| | (6.9 | ) | | (5.6 | ) | | (1.3 | ) |
Infectious Diseases | | 920 |
| | 846 |
| | 8.7 |
| | 11.0 |
| | (2.3 | ) |
EDURANT®/rilpivirine | | 224 |
| | 211 |
| | 6.1 |
| | 8.7 |
| | (2.6 | ) |
PREZISTA®/ PREZCOBIX®/ REZOLSTA®/ SYMTUZA® | | 579 |
| | 523 |
| | 10.8 |
| | 12.8 |
| | (2.0 | ) |
Other Infectious Diseases | | 116 |
| | 112 |
| | 4.0 |
| | 6.6 |
| | (2.6 | ) |
Neuroscience | | 1,658 |
| | 1,629 |
| | 1.8 |
| | 3.1 |
| | (1.3 | ) |
CONCERTA®/ methylphenidate | | 171 |
| | 214 |
| | (20.1 | ) | | (19.0 | ) | | (1.1 | ) |
INVEGA SUSTENNA®/ XEPLION®/ INVEGA TRINZA®/ TREVICTA® | | 883 |
| | 790 |
| | 11.7 |
| | 12.9 |
| | (1.2 | ) |
RISPERDAL CONSTA® | | 170 |
| | 179 |
| | (5.1 | ) | | (3.5 | ) | | (1.6 | ) |
Other Neuroscience | | 435 |
| | 446 |
| | (2.5 | ) | | (0.8 | ) | | (1.7 | ) |
Oncology | | 3,013 |
| | 2,518 |
| | 19.7 |
| | 21.8 |
| | (2.1 | ) |
DARZALEX® | | 937 |
| | 629 |
| | 49.0 |
| | 51.6 |
| | (2.6 | ) |
ERLEADA®(1) | | 143 |
| | 61 |
| | * | | * | | * |
IMBRUVICA® | | 1,031 |
| | 784 |
| | 31.6 |
| | 34.1 |
| | (2.5 | ) |
VELCADE® | | 108 |
| | 263 |
| | (59.0 | ) | | (58.2 | ) | | (0.8 | ) |
ZYTIGA®/ abiraterone acetate | | 690 |
| | 679 |
| | 1.6 |
| | 3.5 |
| | (1.9 | ) |
Other Oncology | | 104 |
| | 102 |
| | 1.3 |
| | 4.1 |
| | (2.8 | ) |
Pulmonary Hypertension | | 745 |
| | 656 |
| | 13.7 |
| | 14.7 |
| | (1.0 | ) |
OPSUMIT® | | 389 |
| | 306 |
| | 27.4 |
| | 28.8 |
| | (1.4 | ) |
UPTRAVI® | | 250 |
| | 198 |
| | 26.2 |
| | 26.8 |
| | (0.6 | ) |
Other Pulmonary Hypertension(2) | | 106 |
| | 152 |
| | (30.4 | ) | | (29.6 | ) | | (0.8 | ) |
Cardiovascular / Metabolism / Other | | 1,160 |
| | 1,345 |
| | (13.8 | ) | | (13.1 | ) | | (0.7 | ) |
XARELTO® | | 527 |
| | 542 |
| | (2.7 | ) | | (2.7 | ) | | — |
|
INVOKANA®/ INVOKAMET® | | 175 |
| | 202 |
| | (13.5 | ) | | (12.9 | ) | | (0.6 | ) |
PROCRIT®/ EPREX® | | 155 |
| | 226 |
| | (31.6 | ) | | (31.0 | ) | | (0.6 | ) |
Other | | 302 |
| | 374 |
| | (19.2 | ) | | (17.4 | ) | | (1.8 | ) |
Total Pharmaceutical Sales | | $ | 11,134 |
| | $ | 10,244 |
| | 8.7 | % | | 10.1 | % | | (1.4 | )% |
*Certain prior year amounts have been reclassified to conform to current year presentation
**Percentage greater than 100% or not meaningful
Pharmaceutical segment sales in the fiscal third quarter45
Major Pharmaceutical Therapeutic Area Sales* — (1) Fiscal Third Quarter EndedPreviously included in Other Oncology |
| | | | | | | | | | | | | | | | | |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Total Change | | Operations Change | | Currency Change |
Total Immunology | | $ | 3,711 |
| | $ | 3,398 |
| | 9.3 | % | | 10.3 | % | | (1.0 | )% |
REMICADE® | | 1,136 |
| | 1,379 |
| | (17.6 | ) | | (16.9 | ) | | (0.7 | ) |
SIMPONI®/ SIMPONI ARIA® | | 586 |
| | 536 |
| | 9.6 |
| | 10.8 |
| | (1.2 | ) |
STELARA® | | 1,698 |
| | 1,310 |
| | 29.6 |
| | 30.9 |
| | (1.3 | ) |
TREMFYA® | | 290 |
| | 171 |
| | 69.0 |
| | 70.3 |
| | (1.3 | ) |
Other Immunology | | 2 |
| | 2 |
| | (4.4 | ) | | (3.0 | ) | | (1.4 | ) |
Total Infectious Diseases | | 839 |
| | 823 |
| | 1.9 |
| | 3.6 |
| | (1.7 | ) |
EDURANT®/rilpivirine | | 218 |
| | 202 |
| | 7.9 |
| | 12.1 |
| | (4.2 | ) |
PREZISTA®/ PREZCOBIX®/ REZOLSTA®/ SYMTUZA® | | 508 |
| | 490 |
| | 3.7 |
| | 4.4 |
| | (0.7 | ) |
Other Infectious Diseases | | 113 |
| | 131 |
| | (13.9 | ) | | (12.1 | ) | | (1.8 | ) |
Total Neuroscience | | 1,595 |
| | 1,490 |
| | 7.1 |
| | 8.2 |
| | (1.1 | ) |
CONCERTA®/ methylphenidate | | 193 |
| | 157 |
| | 23.5 |
| | 24.3 |
| | (0.8 | ) |
INVEGA SUSTENNA®/ XEPLION®/ INVEGA TRINZA®/ TREVICTA® | | 851 |
| | 749 |
| | 13.7 |
| | 15.0 |
| | (1.3 | ) |
RISPERDAL CONSTA® | | 167 |
| | 175 |
| | (3.8 | ) | | (2.2 | ) | | (1.6 | ) |
Other Neuroscience | | 384 |
| | 409 |
| | (6.6 | ) | | (5.8 | ) | | (0.8 | ) |
Total Oncology | | 2,761 |
| | 2,588 |
| | 6.7 |
| | 8.8 |
| | (2.1 | ) |
DARZALEX® | | 765 |
| | 498 |
| | 53.5 |
| | 56.6 |
| | (3.1 | ) |
IMBRUVICA® | | 921 |
| | 705 |
| | 30.6 |
| | 33.5 |
| | (2.9 | ) |
VELCADE® | | 149 |
| | 271 |
| | (44.8 | ) | | (44.4 | ) | | (0.4 | ) |
ZYTIGA®/ abiraterone acetate | | 741 |
| | 958 |
| | (22.7 | ) | | (21.2 | ) | | (1.5 | ) |
Other Oncology | | 186 |
| | 156 |
| | 18.8 |
| | 21.3 |
| | (2.5 | ) |
Pulmonary Hypertension | | 654 |
| | 656 |
| | (0.3 | ) | | 0.5 |
| | (0.8 | ) |
OPSUMIT® | | 347 |
| | 310 |
| | 11.7 |
| | 13.0 |
| | (1.3 | ) |
TRACLEER®/ bosentan | | 65 |
| | 139 |
| | (52.7 | ) | | (53.0 | ) | | 0.3 |
|
UPTRAVI® | | 210 |
| | 171 |
| | 23.4 |
| | 24.0 |
| | (0.6 | ) |
Other | | 31 |
| | 36 |
| | (12.6 | ) | | (10.8 | ) | | (1.8 | ) |
Cardiovascular / Metabolism / Other | | 1,316 |
| | 1,391 |
| | (5.4 | ) | | (4.8 | ) | | (0.6 | ) |
XARELTO® | | 613 |
| | 612 |
| | 0.1 |
| | 0.1 |
| | — |
|
INVOKANA®/ INVOKAMET® | | 179 |
| | 190 |
| | (5.8 | ) | | (5.0 | ) | | (0.8 | ) |
PROCRIT®/ EPREX® | | 198 |
| | 255 |
| | (22.4 | ) | | (22.0 | ) | | (0.4 | ) |
Other | | 325 |
| | 334 |
| | (2.2 | ) | | (0.3 | ) | | (1.9 | ) |
Total Pharmaceutical Sales | | $ | 10,877 |
| | $ | 10,346 |
| | 5.1 | % | | 6.4 | % | | (1.3 | )% |
(2) Inclusive of TRACLEER® which was previously disclosed separately*Certain prior year amounts have been reclassified to conform to current year presentation
Immunology products achieved operational growth of 10.3%13.1% as compared to the same period a year ago driven by strong uptake of STELARA®® (ustekinumab) in Crohn's disease and increased COVID-19 related demand, strength in TREMFYA®® (guselkumab) in Psoriasis, expanded indications of
SIMPONI ARIA®® (golimumab), and U.S. immunology market growth. Immunology was negatively impacted by lower sales of REMICADE®® (infliximab) due to increased discounts/rebates and biosimilar competition.
The patents for REMICADE®® (infliximab) in certain countries in Europe expired in February 2015. Biosimilar versions of REMICADE®® have been introduced in certain markets outside the United States, resulting in a reduction in sales of REMICADE®® in those markets. Additional biosimilar competition will likely result in a further reduction in REMICADE®® sales in markets outside the United States. In the United States, a biosimilar version of REMICADE®® was introduced in 2016, and additional competitors continue to enter the market. Continued infliximab biosimilar competition in the U.S. market will result in a further reduction in U.S. sales of REMICADE®®. See Note 11 to the Consolidated Financial Statements for a description of legal matters regarding the REMICADE®® patents.
Infectious disease products achieved operational growth of 3.6%11.0% as compared to the same period a year ago. Strong sales of SYMTUZA®®,JULUCA® and the launch of JULUCAincreased®COVID-19 related demand were partially offset by lower sales of PREZISTA®® and PREZCOBIX®®/REZOLSTA®® due to increased competition and loss of exclusivity of PREZISTA®® in certain countries outside the U.S.
Neuroscience products achieved operational sales growth of 8.2%3.1% as compared to the same period a year ago. Paliperidone long-acting injectables growth was driven by strong sales of INVEGA TRINZA®/TREVICTA® and INVEGA SUSTENNA®®/XEPLION®® (paliperidone palmitate) and INVEGA TRINZA®/TREVICTA® from new patient starts and persistence, was partially offset by cannibalization of RISPERDAL CONSTA®® (risperidone). and generic competition on CONCERTA®®/methylphenidate was positively impacted by adjustments to previous reserve estimates.methylphenidate.
Oncology products achieved strong operational sales growth of 8.8%21.8% as compared to the same period a year ago. Contributors to the growth were strong sales of DARZALEX®® (daratumumab) anddriven by patient uptake in all lines of therapy, IMBRUVICA®® (ibrutinib) due to increased patient uptake globally. Theglobally and increased COVID-19 related demand and the launch uptake of ERLEADA® (apalutamide). Additionally, strong sales and share growth of DARZALEXZYTIGA®® (daratumumab) included a comparison to a one-time reimbursement adjustment(abiraterone acetate) outside the U.S. in the third quarter of 2018, which positively impacted the third quarter of 2019was partially offset by approximately 14.5%.
Growth was negatively impacted from a decline in U.S. sales of ZYTIGA® (abiraterone acetate) driven by generic competition partially offset by increased sales outside the U.S. Additionally, sales from the launch of ERLEADA™ (apalutamide) contributed to the growth.competition. Lower sales of VELCADE®® (bortezomib) were due to generic competition.
Pulmonary Hypertension achieved operational sales growth of 0.5%14.7% as compared to the same period a year ago. Sales growth of OPSUMIT®® (macitentan) and UPTRAVI®® (selexipag) were due to continued market growth, increased share and increased share while salesCOVID-19 related demand. Sales of TRACLEER®® (bosentan) were negatively impacted by generics and cannibalization offrom OPSUMIT®®.
Cardiovascular / Metabolism / Other products experienced an operational decline of 4.8%13.1% as compared to the same period a year ago. XARELTO® (rivaroxaban) sales volume growth was offset by higher discounts and rebates. Lower sales of INVOKANA®®/INVOKAMET®® (canagliflozin) were due to share loss from competitive pressure and a safety label update in the U.S. and lower sales of PROCRIT®®/ EPREX®® (epoetin alfa) were due to biosimilar competition.
Increased market growth and COVID-19 related demand of XARELTO® (rivaroxaban) was offset by higher discounts and rebates.
Medical Devices
The Medical Devices segment sales in the fiscal nine monthsfirst quarter of 20192020 were $19.3$5.9 billion, a decrease of 4.9%8.2% as compared to the same period a year ago, with an operational decline of 2.4%6.9% and a negative currency impact of 2.5%1.3%. U.S. Medical Devices sales decreased 3.9%6.8%. International Medical Devices sales decreased by 5.8%9.4%, including an operational decline of 1.0%6.9% and a negative currency impact of 4.8%2.5%. In the fiscal nine monthsfirst quarter of 2019,2020, the net impact of acquisitions and divestitures on the Medical Devices segment operational sales growth was a negative 6.7% of which, the divestitures of LifeScan and ASP had an impact of approximately 5.1% and 1.4%2.1%, respectively.
Major Medical Devices Franchise Sales — Fiscal Nine Months Ended
|
| | | | | | | | | | | | | | | | | |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Total Change | | Operations Change | | Currency Change |
Surgery | | $ | 7,059 |
| | $ | 7,314 |
| | (3.5 | )% | | (0.4 | )% | | (3.1 | )% |
Advanced | | 3,019 |
| | 2,947 |
| | 2.4 |
| | 5.7 |
| | (3.3 | ) |
General | | 3,309 |
| | 3,376 |
| | (2.0 | ) | | 1.2 |
| | (3.2 | ) |
Specialty | | 731 |
| | 991 |
| | (26.2 | ) | | (23.9 | ) | | (2.3 | ) |
Orthopaedics | | 6,566 |
| | 6,623 |
| | (0.9 | ) | | 1.2 |
| | (2.1 | ) |
Hips | | 1,061 |
| | 1,053 |
| | 0.7 |
| | 3.0 |
| | (2.3 | ) |
Knees | | 1,085 |
| | 1,110 |
| | (2.2 | ) | | (0.2 | ) | | (2.0 | ) |
Trauma | | 2,034 |
| | 2,025 |
| | 0.4 |
| | 2.5 |
| | (2.1 | ) |
Spine & Other | | 2,384 |
| | 2,435 |
| | (2.1 | ) | | 0.0 |
| | (2.1 | ) |
Vision | | 3,483 |
| | 3,420 |
| | 1.8 |
| | 4.1 |
| | (2.3 | ) |
Contact Lenses/Other | | 2,559 |
| | 2,486 |
| | 2.9 |
| | 5.4 |
| | (2.5 | ) |
Surgical | | 923 |
| | 934 |
| | (1.1 | ) | | 0.9 |
| | (2.0 | ) |
Interventional Solutions | | 2,223 |
| | 1,960 |
| | 13.4 |
| | 15.9 |
| | (2.5 | ) |
Diabetes Care(1) | | — |
| | 1,009 |
| | * | | * | | * |
Total Medical Devices Sales | | $ | 19,331 |
| | $ | 20,326 |
| | (4.9 | )% | | (2.4 | )% | | (2.5 | )% |
*Percentage greater than 100% or not meaningful
(1) LifeScan was divested in the fiscal fourth quarter of 2018
The Medical Devices segment sales in the fiscal third quarter of 2019 were $6.4 billion, a decrease of 3.1% as comparedprimarily due to the same period a year ago, with an operational declinedivestiture of 2.0% and a negative currency impact of 1.1%. U.S. Medical Devices sales decreased 4.4%. International Medical Devices sales decreased by 1.9%, including operational growth of 0.3% and a negative currency impact of 2.2%. In the fiscal third quarter of 2019, theAdvanced Sterilization Products (ASP) business. The estimated net impact of acquisitions and divestituresCOVID-19 on the Medical Devices segment operational sales growth was a negative 7.3% of which, the divestitures of LifeScan and ASP had an impact of approximately 5.1% and 2.1%, respectively.7.5% - 8.0% primarily related to reduced procedures.
Major Medical Devices Franchise Sales —Sales* — Fiscal ThirdFirst Quarter Ended
| | (Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | Total Change | | Operations Change | | Currency Change | | March 29, 2020 | | March 31, 2019 | | Total Change | | Operations Change | | Currency Change |
Surgery | | $ | 2,311 |
| | $ | 2,376 |
| | (2.7 | )% | | (1.2 | )% | | (1.5 | )% | | $ | 2,100 |
| | $ | 2,395 |
| | (12.3 | )% | | (10.5 | )% | | (1.8 | )% |
Advanced | | 1,010 |
| | 976 |
| | 3.6 |
| | 5.2 |
| | (1.6 | ) | | 948 |
| | 980 |
| | (3.3 | ) | | (1.4 | ) | | (1.9 | ) |
General(1) | | 1,101 |
| | 1,080 |
| | 1.9 |
| | 3.6 |
| | (1.7 | ) | | 1,153 |
| | 1,414 |
| | (18.5 | ) | | (16.8 | ) | | (1.7 | ) |
Specialty | | 200 |
| | 320 |
| | (37.4 | ) | | (36.5 | ) | | (0.9 | ) | |
Orthopaedics | | 2,138 |
| | 2,111 |
| | 1.2 |
| | 2.3 |
| | (1.1 | ) | | 2,038 |
| | 2,204 |
| | (7.5 | ) | | (6.5 | ) | | (1.0 | ) |
Hips | | 336 |
| | 330 |
| | 1.7 |
| | 2.9 |
| | (1.2 | ) | | 337 |
| | 361 |
| | (6.7 | ) | | (5.6 | ) | | (1.1 | ) |
Knees | | 344 |
| | 341 |
| | 1.2 |
| | 2.3 |
| | (1.1 | ) | | 343 |
| | 369 |
| | (7.0 | ) | | (6.1 | ) | | (0.9 | ) |
Trauma | | 677 |
| | 654 |
| | 3.5 |
| | 4.7 |
| | (1.2 | ) | | 654 |
| | 685 |
| | (4.5 | ) | | (3.5 | ) | | (1.0 | ) |
Spine & Other | | 778 |
| | 786 |
| | (0.9 | ) | | 0.1 |
| | (1.0 | ) | |
Spine, Sports & Other(2) | | | 703 |
| | 788 |
| | (10.7 | ) | | (9.8 | ) | | (0.9 | ) |
Vision | | 1,193 |
| | 1,132 |
| | 5.4 |
| | 6.1 |
| | (0.7 | ) | | 1,067 |
| | 1,129 |
| | (5.5 | ) | | (4.5 | ) | | (1.0 | ) |
Contact Lenses/Other | | 893 |
| | 835 |
| | 7.0 |
| | 7.6 |
| | (0.6 | ) | | 814 |
| | 824 |
| | (1.3 | ) | | (0.3 | ) | | (1.0 | ) |
Surgical | | 299 |
| | 297 |
| | 0.9 |
| | 1.7 |
| | (0.8 | ) | | 253 |
| | 305 |
| | (16.9 | ) | | (15.9 | ) | | (1.0 | ) |
Interventional Solutions | | 741 |
| | 653 |
| | 13.4 |
| | 14.3 |
| | (0.9 | ) | | 727 |
| | 732 |
| | (0.6 | ) | | 0.4 |
| | (1.0 | ) |
Diabetes Care(1) | | — |
| | 315 |
| | * | | * | | * | |
Total Medical Devices Sales | | $ | 6,383 |
| | $ | 6,587 |
| | (3.1 | )% | | (2.0 | )% | | (1.1 | )% | | $ | 5,932 |
| | $ | 6,459 |
| | (8.2 | )% | | (6.9 | )% | | (1.3 | )% |
*Percentage greater than 100% or not meaningfulCertain prior year amounts have been reclassified to conform to current year presentation
(1) LifeScanIncludesSpecialty Surgery which was divested in the fiscal fourth quarter of 2018previously disclosed separately
(2) Previously referred to as Spine & Other
The Surgery franchise experienced an operational sales decline of 1.2%10.5% as compared to the prior year fiscal thirdfirst quarter. Operational growthThe operational decline in Advanced Surgery was primarily driven by the negative impact of COVID-19 and competitive pressures in the U.S. partially offset by new product growth in endocutters, biosurgery, as well as growthand energy products primarily outside the U.S. in energy and endocutter products driven by share gains and new products. Operational growth in General Surgery was primarily driven by growth of wound closure products. The operational decline in SpecialtyGeneral Surgery was primarily driven by the divestiture of the Advanced Sterilization Products (ASP)ASP business partially offset by growthin 2019 and the negative impact of Mentor products.COVID-19.
The Orthopaedics franchise achievedexperienced an operational sales growthdecline of 2.3%6.5% as compared to the prior year fiscal thirdfirst quarter. Operational growthThe operational decline in hips was driven by the negative impact of COVID-19 partially offset by leadership position in the anterior approach, strong market demand for the ACTIS®® stem and enabling technologies such as the KINCISE™KINCISE™ surgical automated system.system and VELYS™ Hip Navigation. The operational decline in knees was driven by the negative impact of COVID-19 partially offset by the global uptake from new products. The operational decline in Trauma was driven by the negative impact of COVID-19 and market softness. The operational decline in Spine, Sports & Other was driven by the negative impact of COVID-19 and base business declines in Spine partially offset by share growth in kneesSports outside the U.S. from new products was partially offset by U.S. competitive pressure. Trauma growth was due to market growth coupled with the continued uptake of new products. Spine & Other sales were driven by growth in Sports from new products and strong growth in the Asia Pacific region offset by a decline in spine.
The Vision franchise achievedexperienced an operational sales growthdecline of 6.1%4.5% as compared to the prior year fiscal thirdfirst quarter. OperationalThe operational decline in Contact Lenses/Other was due to the negative impact of COVID-19 partially offset by double-digit U.S. growth in daily disposable lenses in the ACUVUE® OASYS contact lenses category. The Surgical operational decline was primarily driven by the strengthnegative impact of daily disposables lenses in the OASYS® contact lenses category as well as a forward buy ahead of a consumption tax change in Japan. The Surgical operational growth was primarily driven by the strength of cataracts outside the U.S partially offset byCOVID-19 and competitive pressures in the U.S. partially offset by new product growth outside the U.S.
The Interventional Solutions franchise achieved strong operational sales growth of 14.3%0.4% as compared to the prior year fiscal thirdfirst quarter. Strong operationalOperational growth in the electrophysiology business was driven by Atrial Fibrillation procedures coupled with strong THERMOCOOL SMARTTOUCH® SF Contact Force Sensing Catheter and diagnostic catheter sales.sales and new products partially offset by the negative impact of COVID-19.
ANALYSIS OF CONSOLIDATED EARNINGS BEFORE PROVISION FOR TAXES ON INCOME
Consolidated earnings before provision for taxes on income for the fiscal nine monthsfirst quarter of 20192020 was $13.1$6.5 billion representing 21.4%31.5% of sales as compared to $14.9$4.4 billion in the fiscal nine months of 2018, representing 24.3% of sales.
Consolidated earnings before provision for taxes on income for the fiscal thirdfirst quarter of 2019, was $1.6 billion representing 7.9% of sales as compared to $4.4 billion in the fiscal third quarter of 2018, representing 21.7%22.1% of sales.
Cost of Products Sold
Consolidated costs(Dollars in billions. Percentages in chart are as a percent to total sales)
Q1 2020 versus Q1 2019
Cost of products sold for the fiscal nine months of 2019 increased as a percent to 33.3% from 32.9% of sales as compared to the same period a year ago. Consolidated costs of products sold for the fiscal third quarter of 2019 increased to 33.1% from 32.4% of sales as compared to the same period a year ago. The unfavorable increase in both periods was primarily driven by the negative impact of currency in the Pharmaceutical business. by:
| |
• | Product mix in the Medical Devices business |
| |
• | Establishment of incremental inventory reserves associated with the impact of COVID-19 in the Medical Devices business |
The intangible asset amortization expense included in cost of products sold for each of the fiscal thirdfirst quarters of 20192020 and 20182019 was $1.1 billion. The intangible asset amortization expense for each of the fiscal nine months of 2019 and 2018 was $3.3 billion.
Selling, Marketing and Administrative Expenses
Consolidated selling, marketing(Dollars in billions. Percentages in chart are as a percent to total sales)
Q1 2020 versus Q1 2019
Selling, Marketing and administrative expenses for the fiscal nine months of 2019Administrative Expenses decreased as a percent to 26.3% from 27.1% of sales as compared to the same period a year ago. The decrease in the fiscal nine months was primarily due to favorable segment mix, planned prioritization in the Consumer business and expense leveraging in the Pharmaceutical business. Consolidated selling, marketing and administrative expenses for the fiscal third quarter of 2019 decreased to 26.0% from 27.3% of sales as compared to the same period a year ago. The decrease in the fiscal third quarter was primarily due to favorable segment mix with a higher percentage of sales coming from the Pharmaceutical business. Additionally, planned prioritization in the Consumer and Medical Devices businesses contributed to the decrease.driven by:
| |
• | Leveraging in the Pharmaceutical business |
| |
• | Planned prioritization and reduced brand marketing expense in the Consumer Health business |
| |
• | Favorable product mix with a higher percentage of sales coming from the Pharmaceutical business |
partially offset by:
| |
• | Deleveraging in the Medical Devices business resulting from the COVID-19 impact on sales |
Research and Development Expense
(Dollars in billions. Percentages in chart are as a percent to total sales)
Q1 2020 versus Q1 2019
Research and Development decreased as a percent to sales driven by:
| |
• | Higher upfront payments in the fiscal first quarter of 2019, primarily related to the argenx collaboration |
partially offset by:
| |
• | Increased investment in the Medical Devices business related to robotics and digital programs |
In-Process Research and Development (IPR&D)&D)
There was no IPR&D charge in the fiscal first quarter of 2020. In the fiscal first quarter of 2019, the Company recorded an IPR&D&D charge of $0.9 billion for the remaining intangible asset value related to the development program of AL-8176, an investigational drug for the treatment of Respiratory Syncytial Virus (RSV) and human metapneumovirus (hMPV) acquired with the 2014 acquisition of Alios Biopharma Inc. The impairment charge was based on additional information, including clinical data, which became available and led to the Company's decision to abandon the development of AL-8176. In the fiscal third quarter of 2018, the Company recorded an impairment charge of $1.1 billion which included a partial impairment charge of $0.8 billion related to the development program of AL-8176 and an impairment charge of $0.3 billion for the discontinuation of the development project for an anti-thrombin antibody associated with the 2015 acquisition of XO1 Limited.
Interest (Income) Expense
Interest (Income) Expense in the fiscal nine months and fiscal thirdfirst quarter of 20192020 was a net interest income as compared to an expense in the same periodsperiod a year ago. This was primarily due to the positive effect of net investment hedging arrangements and certain cross currency swaps, a lower average debt balance and a higher average interest rateswaps. This was partially offset by areduced interest income resulting from lower averagerates of interest earned on cash cash equivalents and marketable securities balance.balances. The balance of cash, cash equivalents and current marketable securities was $17.9$18.0 billion at the end of the fiscal thirdfirst quarter of 20192020 as compared to $19.4$15.3 billion at the end of the fiscal thirdfirst quarter of 2018.2019. The Company’sCompany’s debt position was $29.2$27.6 billion as of SeptemberMarch 29, 20192020 as compared to $31.3$29.4 billion the same period a year ago.
Other (Income) Expense, Net
Q1 2020 versus Q1 2019
Other (income) expense, net for the fiscal nine monthsfirst quarter of 20192020 was unfavorablefavorable by $2.1$0.7 billion as compared to the same period aprior year ago. This was primarily attributabledue to the agreement in principle to settle opioid litigation of $4.0 billion partially offsetfollowing:
|
| | | | | | | | | | |
First Quarter | | | | | | |
(Dollars in Billions)(Income)/Expense | | 2020 | | 2019 | | Change |
Litigation expense | | $ | 0.1 |
| | 0.4 |
| | (0.3 | ) |
Acquisition and Integration related* | | (1.0 | ) | | 0.1 |
| | (1.1 | ) |
Unrealized (gains)/losses on securities | | 0.3 |
| | (0.2 | ) | | 0.5 |
|
Equity step-up gain related to DR. CI:LABO | | 0.0 |
| | (0.3 | ) | | 0.3 |
|
Divestiture Gains | | 0.0 |
| | (0.1 | ) | | 0.1 |
|
Other | | (0.1 | ) | | 0.1 |
| | (0.2 | ) |
Total Other (Income) Expense, Net | | $ | (0.7 | ) | | 0.0 |
| | (0.7 | ) |
* 2020 is primarily driven by a gaincontingent consideration reversal of $2.0approximately $1.0 billion related to the divestituretiming of certain developmental milestones associated with the ASP business. In addition the fiscal nine months of 2019 included an equity step-up gain of $0.3 billion related to the Company's previously held equity investment in Ci:z Holdings (Dr. Ci: Labo) and higher unrealized gains on securities of $0.2 billion as compared to the same period a year ago. This was partially offset by higher litigation expense of $0.1 billion in the fiscal nine months of 2019 as litigation expense was $0.8 billion in the fiscal nine months of 2019 as compared to $0.7 billion in the fiscal nine months of 2018. Additionally, the fiscal nine months of 2018 included a reversal of a contingent liability of $0.2 billion. The fiscal nine months of 2018 included divestiture gains of $0.4 billion, primarily NIZORALAuris Health acquisition.
®.
Other (income) expense, net for the fiscal third quarter49
EARNINGS BEFORE PROVISION FOR TAXES BY SEGMENT
Income before tax by segment of business for the fiscal nine monthsfirst quarters were as follows:
| | | | Income Before Tax | | Segment Sales | | Percent of Segment Sales | | Income Before Tax | | Segment Sales | | Percent of Segment Sales |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | | March 29, 2020 | | March 31, 2019 | | March 29, 2020 | | March 31, 2019 | | March 29, 2020 | | March 31, 2019 |
Consumer | | $ | 1,800 |
| | $ | 1,887 |
| | $ | 10,331 |
| | $ | 10,317 |
| | 17.4 | % | | 18.3 | % | |
Consumer Health | | | $ | 770 |
| | $ | 741 |
| | $ | 3,625 |
| | $ | 3,318 |
| | 21.2 | % | | 22.3 | % |
Pharmaceutical | | 5,786 |
| | 10,193 |
| | 31,650 |
| | 30,544 |
| | 18.3 |
| | 33.4 |
| | 3,834 |
| | 2,331 |
| | 11,134 |
| | 10,244 |
| | 34.4 |
| | 22.8 |
|
Medical Devices | | 6,078 |
| | 3,642 |
| | 19,331 |
| | 20,326 |
| | 31.4 |
| | 17.9 |
| | 2,025 |
| | 1,497 |
| | 5,932 |
| | 6,459 |
| | 34.1 |
| | 23.2 |
|
Segment earnings before tax | | 13,664 |
| | 15,722 |
| | 61,312 |
| | 61,187 |
| | 22.3 |
| | 25.7 |
| | 6,629 |
| | 4,569 |
| | 20,691 |
| | 20,021 |
| | 32.0 |
| | 22.8 |
|
Less: Expenses not allocated to segments (1) | | 554 |
| | 845 |
| | | | | | |
| | |
| | 120 |
| | 147 |
| | | | | | |
| | |
|
Worldwide income before tax | | $ | 13,110 |
| | $ | 14,877 |
| | $ | 61,312 |
| | $ | 61,187 |
| | 21.4 | % | | 24.3 | % | | $ | 6,509 |
| | $ | 4,422 |
| | $ | 20,691 |
| | $ | 20,021 |
| | 31.5 | % | | 22.1 | % |
(1) Amounts not allocated to segments include interest (income) expense and general corporate (income) expense.
Income before tax by segment of business for the fiscal third quarters were as follows:
|
| | | | | | | | | | | | | | | | | | | | | | |
| | Income Before Tax | | Segment Sales | | Percent of Segment Sales |
(Dollars in Millions) | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 | | September 29, 2019 | | September 30, 2018 |
Consumer | | $ | 653 |
| | $ | 510 |
| | $ | 3,469 |
| | $ | 3,415 |
| | 18.8 | % | | 14.9 | % |
Pharmaceutical | | (222 | ) | | 2,876 |
| | 10,877 |
| | 10,346 |
| | (2.0 | ) | | 27.8 |
|
Medical Devices | | 1,392 |
| | 1,267 |
| | 6,383 |
| | 6,587 |
| | 21.8 |
| | 19.2 |
|
Segment earnings before tax | | 1,823 |
| | 4,653 |
| | 20,729 |
| | 20,348 |
| | 8.8 |
| | 22.9 |
|
Less: Expenses not allocated to segments (1) | | 176 |
| | 230 |
| | | | | | |
| | |
|
Worldwide income before tax | | $ | 1,647 |
| | $ | 4,423 |
| | $ | 20,729 |
| | $ | 20,348 |
| | 7.9 | % | | 21.7 | % |
(1) Amounts not allocated to segments include interest (income) expense and general corporate (income) expense.Consumer Health Segment
Consumer Segment
The Consumer Health segment income before tax as a percent of sales in the fiscal nine monthsfirst quarter of 20192020 was 17.4%21.2% versus 18.3% for the same period a year ago. The fiscal nine months of 2019 included litigation expense of $0.2 billion and higher intangible asset amortization expense of $0.1 billion as compared to the prior year offset by a gain of $0.3 billion related to the Company's previously held equity investment in Ci:z Holdings (Dr Ci: Labo) and planned prioritization in selling, marketing and administrative expense. The fiscal nine months of 2018 included a gain of $0.3 billion related to the divestiture of NIZORAL®22.3%. The Consumer segment income before tax as a percent of sales in the fiscal third quarter of 2019 was 18.8% versus 14.9% for the same period a year ago. The increase in the income before tax as a percent of sales in the fiscal third
quarter of 2019 was primarily driven by planned prioritization in selling, marketing and administrative expense as compared to the prior year.
Pharmaceutical Segment
The Pharmaceutical segment income before tax as a percent of sales in the fiscal nine months of 2019 was 18.3% versus 33.4% for the same period a year ago. The decrease in the income before tax as a percent of sales forin the fiscal nine monthsfirst quarter of 20192020 as compared to the prior year was primarily due to higher litigation expense of $4.3 billion, primarily due todriven by the agreement in principle to settle opioid litigation of $4.0 billion, higher cost of products sold due to the negative impact of currency and increased spending in research and development primarily due to a $0.3 billion upfront payment to argenx. This was following:
| |
• | The fiscal first quarter of 2019 included a gain of $0.3 billion related to the Company's previously held equity investment in DR. CI:LABO |
partially offset by $0.2 billion of higher unrealized gains on securities, a lower in-process research and development charge of $0.2 billion, lower Actelion acquisition related costs and leveraging in selling, marketing and administrative as compared to the prior year. In addition, the fiscal nine months of 2018 included a contingent liability reversal of $0.2 billion and a gain of $0.1 billion related to the PANCREASEby:
| |
• | Planned prioritization and reduced brand marketing expense in the fiscal first quarter of 2020 |
®
divestiture. Pharmaceutical Segment
The Pharmaceutical segment income before tax as a percent of sales in the fiscal thirdfirst quarter of 20192020 was (2.0)34.4% versus 27.8% for the same period a year ago. The decrease in the income before tax as a percent of sales for the fiscal third quarter of 2019 was primarily due to the agreement in principle to settle opioid litigation of $4.0 billion and the negative impact of currency recorded in cost of products sold in the third quarter of 2019. The fiscal third quarter of 2018 included an in-process research and development charge of $1.1 billion partially offset by a contingent liability reversal of $0.2 billion.
Medical Devices Segment
The Medical Devices segment income before tax as a percent of sales in the fiscal nine months of 2019 was 31.4% versus 17.9%22.8% for the same period a year ago. The increase in the income before tax as a percent of sales for the fiscal nine monthsfirst quarter of 2020 as compared to the prior year was primarily attributable to a gain of $2.0 billion related todriven by the divestiture of the ASP business, lower litigation expense of $0.3 billion, lower restructuring charges of $0.2 billion and lower intangible asset amortization expense of $0.1 billion. This was following:
| |
• | Lower litigation expense of $0.2 billion ($0.1 billion in Q1 2020 vs. $0.3 billion in Q1 2019) |
| |
• | An in-process research and development charge of $0.9 billion in the fiscal first quarter of 2019 |
| |
• | Lower research and development expense. The fiscal first quarter of 2019 included a $0.3 billion upfront payment to argenx |
partially offset by increased investment in robotics and digital solutions. by:
| |
• | Unrealized losses on securities of $0.3 billion in Q1 2020 vs. an unrealized gain of $0.1 billion in Q1 2019 |
| |
• | Leveraging in selling, marketing and administrative expense |
Medical Devices Segment
The Medical Devices segment income before tax as a percent of sales in the fiscal thirdfirst quarter of 2019 was 21.8%34.1% versus 19.2%23.2% for the same period a year ago. The increase in the income before tax as a percent of sales for the fiscal thirdfirst quarter was primarily attributable to project and investment prioritization, driven by the following:
| |
• | A contingent consideration reversal of approximately $1.0 billion related to the timing of certain developmental milestones associated with the Auris Health acquisition |
partially offset by investments in robotics and digital solutions as compared to the prior year.by:
| |
• | Deleveraging in Selling, Marketing and Administrative Expenses resulting from the COVID-19 impact on sales |
| |
• | Establishment of incremental inventory reserves associated with the impact of COVID-19 |
| |
• | Increased investments in robotics and digital solutions |
Restructuring
Restructuring
In the second quarter of 2018, the Company announced plans to implement actions across its global supply chain that are intended to enable the Company to focus resources and increase investments in critical capabilities, technologies and solutions necessary to manufacture and supply its product portfolio of the future, enhance agility and drive growth. The Company expects these supply chain actions will include expanding its use of strategic collaborations, and bolstering its initiatives to
reduce complexity, improving cost-competitiveness, enhancing capabilities and optimizing its network. Discussions regarding specific future actions are ongoing and are subject to all relevant consultation requirements before they are finalized. In total, the Company expects these actions to generate approximately $0.6 to $0.8 billion in annual pre-tax cost savings that will be substantially delivered by 2022. The Company expects to record pre-tax restructuring charges of approximately $1.9 to $2.3 billion. In the fiscal thirdfirst quarter of 2020, the Company recorded a pre-tax charge of $118 million, which is included on the following lines of the Consolidated Statement of Earnings, $58 million in restructuring, $15 million in cost of products sold and $45 million in other (income) expense. In the fiscal first quarter of 2019, the Company recorded a pre-tax charge of $128$90 million, of which $20 million is included on the following lines of the Consolidated Statement of Earnings, $36 million in restructuring, $23 million in cost of products sold and $39$31 million is included in other (income) expense. Restructuring charges of $0.6approximately $1.0 billion have been recorded since the restructuring was announced.
See Note 12 to the Consolidated Financial Statements for additional details related to the restructuring.
Provision for Taxes on Income
For discussion onrelated to the fiscal first quarter of 2020 provision for taxes refer to Note 5 to the Consolidated Financial Statements.
Swiss Tax Reform
On September 28, 2018 the Swiss Parliament approved the Federal Act on Tax Reform and AHV Financing (TRAF). On May 19, 2019 a public referendum was held in Switzerland that approved the federal reform proposals. In the fiscal third quarter of 2019, the Swiss Federal Council enacted TRAF. TRAF will become effective on January 1, 2020. The Federal transitional provisions of TRAF allow companies, under certain conditions, to adjust their tax basis adjustments to fair value (i.e., “step-up”) which is used for tax depreciation and amortization purposes resulting in a deduction over the transitional period. The
adjustment to the Company’s asset tax basis will require review and approval by the tax authorities.
TRAF also provides for parameters which enable the Swiss cantons to establish localized tax rates and regulations for companies. The new cantonal tax parameters include favorable tax benefits for patents and an additional research and development tax deduction. The cantonal transitional provisions of TRAF are also expected to allow companies to elect either 1) tax basis step-up similar to the Federal transition benefit or 2) alternative statutory tax rate for a period not to exceed 5 years. The Company currently has operations located in various Swiss cantons and enactment may not be uniform in both the substantive nature of the legislation and the timing of enactment. The cantons are expected to implement new local legislation by January 1, 2020 or the new federal law will be directly applied.
The Company recorded a net tax benefit of $0.4 billion related to this federal and certain cantonal enactments in the fiscal third quarter of 2019 consisting of the following provisions:
approximately $360 million tax expense relating to the remeasurement of Swiss deferred tax assets and liabilities for the change in Federal and cantonal tax rates, where enactment has occurred by September 29, 2019.
a $1.2 billion deferred tax asset related to the estimated value of a Federal tax basis step-up of the Company’s Swiss subsidiaries’ assets.
approximately $450 million deferred tax expense relating to U.S. deferred tax liabilities relating to the Global Intangible Low-Taxed Income (GILTI) tax resulting from the remeasurement of the Swiss deferred tax assets and liabilities and the new deferred tax asset for the Federal step-up. See the 2018 Form 10-K for more discussion on the Company’s policy election to account for GILTI under the deferred method.
As of September 29, 2019, two cantons in which the Company operates have enacted legislation in response to the TRAF. The Company is currently assessing theand awaiting approval for certain elective cantonal transition provisions includingrelated in several cantons which include discussions with local taxingfederal and cantonal tax authorities on the application of the new law.Swiss Tax reform. The Company has recorded anthe estimated impact of the transitional provisions based on the best available information for cantons where enactment has occurred.occurred, but the Company has not yet received final tax rulings in all cantons. The estimated cantonal benefit that has been recorded is not materialresult of these discussions with tax authorities may result in additional changes to the results of the Company. The amounts recordedestimates that may be significant in the current fiscal quarter do not includeperiod in which they occur. Further, authoritative guidance from the impact of cantonal law changes includingrelevant Swiss tax authorities may be issued in the transitional provisions which have not yet been enacted. These enactments, which are expected to occurfuture and additional revisions may be required in the fiscal fourth quarter of 2019 or early 2020, may result in a material impact to the future results of the Company.period that they are issued.
Due to the uncertain nature of the unenacted cantonal legislation, the Company is still assessing the potential transitional provision scenarios it may elect upon enactment and cannot provide a reasonably reliable range on the financial impact upon enactment. However, other than the possible impact of recording the transitional provisions and changes of canton tax rates to the deferred balances, the Company does not believe that TRAF will have a material impact to the Company’s ongoing consolidated effective tax rate beginning in fiscal 2020.
LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
Cash and cash equivalents were $16.2$15.5 billion at the end of the fiscal thirdfirst quarter of 20192020 as compared with $18.1$17.3 billion at the end of fiscal year 2018.2019. The primary sources and uses of cash that contributed to the $1.9$1.8 billion decrease were approximately $17.0 billionwere:
|
| | | |
(Dollars In Billions) | |
$ | 17.3 |
| Q4 2019 Cash and cash equivalents balance |
3.4 |
| cash generated from operating activities |
(0.6 | ) | net cash used by investing activities |
(4.3 | ) | net cash used by financing activities |
(0.3 | ) | effect of exchange rate and rounding |
$ | 15.5 |
| Q1 2020 Cash and cash equivalents balance |
In addition, the Company had $1.7$2.5 billion in marketable securities at the end of the fiscal thirdfirst quarter of 20192020 and $1.6$2.0 billion at the end of 2018.2019.
Cash flow from operations of $17.0$3.4 billion was the result of $11.1 billion of net earnings and $7.0 billion of non-cash expenses and other adjustments primarily for depreciation and amortization, stock-based compensation and asset write-downs (primarily related to the Alios IPR&D asset) and an increase in accounts payable, accrued liabilities and other liabilities of $4.3 billion. This was reduced by $1.2 billion related to an increase in accounts receivable, an increase in inventories, an increase in other current and non-current assets, and net gain on sale of assets/businesses of $2.1 billion (primarily related to the ASP divestiture) and $2.1 billion for the deferred tax provision.of:
|
| | | |
(Dollars In Billions) | |
$ | 5.8 |
| Net Earnings |
2.1 |
| non-cash expenses and other adjustments primarily for depreciation and amortization, stock-based compensation and the deferred tax provision. |
0.3 |
| decrease in other current and non-current assets |
(3.8 | ) | an increase in accounts receivable and inventories coupled with a decrease in accounts payable and accrued liabilities and other current and non-current liabilities |
(1.0 | ) | contingent consideration reversal (related to the timing of certain developmental milestones associated with the Auris Health acquisition) |
$ | 3.4 |
| Cash Flow from operations |
Investing activities use of $4.9$0.6 billion of cash was primarily used for acquisitions of $5.6 billion primarily related to the acquisitions of Auris Health, Inc. and Dr. Ci:Labo, additions to property, plant and equipment of $2.2 billion and $0.2 billion from the net purchases of investments. Investing activities also included a source of $3.1 billion of proceeds from the disposal of assets/businesses, primarily ASP.for:
|
| | | |
(Dollars In Billions) | |
$ | (0.9 | ) | primarily related to the acquisitions of bermekimab and related assets from XBiotech Inc. as well as the acquisition of all outstanding shares in Verb Surgical Inc. |
(0.6 | ) | additions to property, plant and equipment |
(0.5 | ) | net purchases of investments |
1.7 |
| proceeds from credit support agreements, net |
(0.3 | ) | other |
$ | (0.6 | ) | Net cash used for investing activities |
Financing activities use of $13.9$4.3 billion of cash was primarily used for dividends to shareholders of $7.4 billion, the repurchase of common stock of $6.3 billion and the net retirement of short and long term debt of $0.9 billion. Financing activities also included a source of $0.7 billion from proceeds from stock options exercised/employee withholding tax on stock awards and other.for:
|
| | | |
(Dollars In Billions) | |
$ | (2.5 | ) | dividends to shareholders |
(1.7 | ) | repurchase of common stock |
0.3 |
| proceeds from stock options exercised/employee withholding tax on stock awards, net |
(0.4 | ) | other |
$ | (4.3 | ) | Net cash used for financing activities |
The Company has access to substantial sources of funds at numerous banks worldwide. In September 2019, the Company secured a new 364-day Credit Facility. Total credit available to the Company under the facility,approximates $10 billion, which expires on September 10, 2020, approximates $10.0 billion.2020. Interest charged on borrowings under the credit line agreement is based on either bids provided by banks, the prime rate, or London Interbank Offered Rates (LIBOR), or other applicable market rates as allowed under the terms of the agreement, plus applicable margins. Commitment fees under the agreement are not material.
On December 17, 2018, the Company announced that its Board of Directors approved a share repurchase program, authorizing the Company to purchase up to $5.0 billion of the Company's shares of common stock. Any shares acquired will be available for general corporate purposes. The Company financed the share repurchase program through available cash. As of September 29, 2019, $5.0 billion was repurchased under the program and the program was completed.
In the fiscal thirdfirst quarter of 2019,2020, the Company's notes payable and long-term debt was in excess of cash, cash equivalents and marketable securities. As of SeptemberMarch 29, 2019,2020, the net debt position was $11.3$9.6 billion as compared to the prior year of $11.9$14.0 billion. Considering recent market conditions and the on-going COVID-19 crisis, the Company has re-evaluated its operating cash flows and liquidity profile and does not foresee any incremental significant risk. The Company anticipates that operating cash flows, the ability to raise funds from external sources, borrowing capacity from existing committed credit facilities and access to the commercial paper markets will continue to provide sufficient resources to fund operating needs, including the agreement in principle to settle opioid litigation to be potentially paid over multiplethe next two to three years. Additionally, as a result ofIn addition, the TCJA, the Company has access to its cash outside the U.S. at a significantly reduced cost. The Company monitors the global capital markets on an ongoing basis and from time to time may raise capital when market conditions are favorable. Additionally, as a result of the TCJA, the Company has access to its cash outside the U.S. at a significantly reduced cost.
Subsequent to March 29, 2020, the Company paid approximately $1.0 billion to the U.S. Treasury related to the normal estimated payment for the fiscal first quarter of 2020 and the current installment due on foreign undistributed earnings as part of the TCJA (see Note 58 to the Consolidated Financial Statements the Company expects substantial completion of the audit and settlement of the related tax liabilities within the next nine months. The settlement of this tax audit may have a material impact on the Company’s future cash flowsas contained in the period thatCompany’s Annual Report on Form 10-K for the liability is paid.fiscal year ended December 29, 2019).
Dividends
On July 15, 2019,January 2, 2020, the Board of Directors declared a regular cash dividend of $0.95 per share, payable on SeptemberMarch 10, 20192020 to shareholders of record as of August 27, 2019.February 25, 2020.
On October 17, 2019,April 14, 2020, the Board of Directors declared a regular cash dividend of $0.95$1.01 per share, payable on December 10, 2019June 9, 2020 to shareholders of record as of NovemberMay 26, 2019.2020. The Company expects to continue the practice of paying regular quarterly cash dividends.
OTHER INFORMATION
New Accounting Pronouncements
Refer to Note 1 to the Consolidated Financial Statements for new accounting pronouncements.
Economic and Market Factors
COVID-19 considerations and business continuity
The Company has considered various internal and external factors in assessing the potential impact of COVID-19 on its business and financial results based upon information available at this time, as follows:
| |
• | Operating Model: The Company has a diversified business model across the healthcare industry with flexibility designed into its manufacturing, research and development clinical operations and commercial capabilities. |
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• | Supply Chain: The Company continues to leverage its global manufacturing footprint and dual-source capabilities while closely monitoring and maintaining critical inventory at major distribution centers away from high-risk areas to ensure adequate and effective distribution. |
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• | Business Continuity: The robust, active business continuity plans across the Company's network have been instrumental in preparing the Company for events like COVID-19 and the ability to meet the majority of patient and consumer needs remains uninterrupted. |
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• | Workforce: The Company has put procedures in place to protect its essential workforce in manufacturing, distribution, commercial and research operations while ensuring appropriate remote working protocols have been established for other employees |
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• | Liquidity: The Company's high-quality credit rating allows the Company superior access to the financial capital markets as needed. |
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• | Domestic and Foreign Legislation: The Company will continue to assess and evaluate the on-going global legislative efforts to combat the COVID-19 impact on economies and the sectors in which it participates. Currently, the recent legislative acts put in place are not expected to have a material impact on the Company’s operations. |
The Company operates in certain countries where the economic conditions continue to present significant challenges. The Company continues to monitor these situations and take appropriate actions. Inflation rates and currency exchange rates continue to have an effect on worldwide economies and, consequently, on the way the Company operates. The Company has accounted for operations in Venezuela and Argentina as highly inflationary, as the prior three-year cumulative inflation rate surpassed 100%. This did not have a material impact to the Company's results in the period. In the face of increasing costs, the Company strives to maintain its profit margins through cost reduction programs, productivity improvements and periodic price increases.
In June 2016, the United Kingdom (U.K.) held a referendum in which voters approved an exit from the European Union (E.U.), commonly referred to as “Brexit”“Brexit” and in March 2017on January 31, 2020, the U.K. formally started the process for the U.K. to leaveexited the E.U. Given the lack of comparable precedent, it is unclear what the ultimate financial, trade, regulatory and legal implications the
withdrawal of the U.K. from the E.U. will have. Brexit creates global political and economic uncertainty, which may cause, among other consequences, volatility in exchange rates and interest rates, additional cost containment by third-party payors and changes in regulations. However, the Company currently does not believe that these and other related effects will have a material impact on the Company’sCompany’s consolidated financial position or operating results. As of SeptemberMarch 29, 2019,2020, the business of the Company’sCompany’s U.K. subsidiaries represented less than 3% of both the Company’sCompany’s consolidated assets and fiscal ninethree months revenue,revenues, respectively.
Governments around the world consider various proposals to make changes to tax laws, which may include increasing or decreasing existing statutory tax rates. A change in statutory tax rate in any country would result in the revaluation of the Company’sCompany’s deferred tax assets and liabilities related to that particular jurisdiction in the period in which the new tax law is enacted. This change would result in an expense or benefit recorded to the Company’sCompany’s Consolidated Statement of Earnings. The Company closely monitors these proposals as they arise in the countries where it operates. Changes to the statutory tax rate may occur at any time, and any related expense or benefit recorded may be material to the fiscal quarter and year in which the law change is enacted. For discussion on Federal Act on Tax Reform and AHV Financing (Swiss Tax Reform) see Provision for Taxes on Income in Management's Discussion and Analysis of Financial Condition and Results of Operations.
The Company faces various worldwide health care changes that may continue to result in pricing pressures that include health care cost containment and government legislation relating to sales, promotions and reimbursement of health care products.
Changes in the behavior and spending patterns of purchasers of health care products and services, including delaying medical procedures, rationing prescription medications, reducing the frequency of physician visits and foregoing health care insurance coverage, may continue to impact the Company’sCompany’s businesses.
The Company also operates in an environment increasingly hostile to intellectual property rights. Firms have filed Abbreviated New Drug Applications or Biosimilar Biological Product Applications with the FDA, initiated Inter Partes Review proceedings in the United States Patent and Trademark Office, or otherwise challenged the coverage and/or validity of the Company's patents, seeking to market generic or biosimilar forms of many of the Company’sCompany’s key pharmaceutical products prior to expiration of the applicable patents covering those products. In the event the Company is not successful in defending the patent claims challenged in these actions, generic or biosimilar versions of the products at issue may be introduced to the market, resulting in the potential for substantial market share and revenue losses for those products, and which may result in a non-cash impairment charge in any associated intangible asset. There is also a risk that one or more competitors could launch a generic or biosimilar version of the product at issue following regulatory approval even though one or more valid patents are in place. For further information, see the discussion on “REMICADE“REMICADE®® Related Cases”Cases” and “Litigation“Litigation Against Filers of Abbreviated New Drug Applications”Applications” in Note 11 to the Consolidated Financial Statements.
Item 3 —— QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There has been no material change in the Company’sCompany’s assessment of its sensitivity to market risk since its presentation set forth in Item 7A, “Quantitative“Quantitative and Qualitative Disclosures About Market Risk,”” in its Annual Report on Form 10-K for the fiscal year ended December 30, 201829, 2019.
Item 4 —— CONTROLS AND PROCEDURES
Disclosure controls and procedures. At the end of the period covered by this report, the Company evaluated the effectiveness of the design and operation of its disclosure controls and procedures. The Company’sCompany’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’sSEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act is accumulated and communicated to the Company’sCompany’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Alex Gorsky, Chairman and Chief Executive Officer, and Joseph J. Wolk, Executive Vice President, Chief Financial Officer, reviewed and participated in this evaluation. Based on this evaluation, Messrs. Gorsky and Wolk concluded that, as of the end of the period covered by this report, the Company’sCompany’s disclosure controls and procedures were effective.
Internal control. During the period covered by this report, there were no changes in the Company’sCompany’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’sCompany’s internal control over financial reporting.
The Company is implementing a multi-year, enterprise-wide initiative to integrate, simplify and standardize processes and systems for the human resources, information technology, procurement, supply chain and finance functions. These are enhancements to support the growth of the Company’sCompany’s financial shared service capabilities and standardize financial systems. This initiative is not in response to any identified deficiency or weakness in the Company’sCompany’s internal control over financial
reporting. In response to this initiative, the Company has and will continue to align and streamline the design and operation of its financial control environment.
Part II —— OTHER INFORMATION
Item 1 —— LEGAL PROCEEDINGS
The information called for by this item is incorporated herein by reference to Note 11 included in Part I, Item 1, Financial Statements (unaudited) —— Notes to Consolidated Financial Statements.
Item 2 —— UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
(c) Purchases of Equity Securities by the Issuer and Affiliated Purchasers.
On December 17, 2018, the Company announced that its Board of Directors approved a share repurchase program, authorizing the Company to purchase up to $5.0 billion of the Company's Common Stock. Share repurchases take place from time to time on the open market or through privately negotiated transactions. The repurchase program was completed in the fiscal third quarter of 2019.
The following table provides information with respect to Common Stock purchases by the Company during the fiscal thirdfirst quarter of 2019.2020. The repurchases below also include the stock-for-stock option exercises that settled in the fiscal thirdfirst quarter.
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| | | | | | | | | | | |
Fiscal Month Period | | Total Number of Shares Purchased(1) | | Avg. Price Per Share | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) | | Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs |
July 1, 2019 through July 28, 2019 | | 3,966,771 |
| | 129.63 |
| | 1,799,829 |
| | — |
July 29, 2019 through August 25, 2019 | | 8,267,553 |
| | 130.73 |
| | 7,388,151 |
| | — |
August 26, 2019 through September 29, 2019 | | 253,971 |
| | 128.30 |
| | 253,971 |
| | — |
Total | | 12,488,295 |
| | | | 9,441,951 |
| |
|
|
| | | | | | | | | | | |
Fiscal Month Period | | Total Number of Shares Purchased(1) | | Avg. Price Per Share | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs |
December 30, 2019 through January 26, 2020 | | 193,438 |
| | 145.10 |
| | | | — |
January 27, 2020 through February 23, 2020 | | 6,424,714 |
| | 150.13 |
| | | | — |
February 24, 2020 through March 29, 2020 | | 5,031,134 |
| | 142.96 |
| | | | — |
Total | | 11,649,286 |
| | | | — |
| |
|
| |
(1) | During the fiscal thirdfirst quarter of 2019,2020, the Company repurchased an aggregate of 12,488,29511,649,286 shares of Johnson && Johnson Common Stock in open-market transactions, all of which 9,441,951 shares were purchased pursuant to the repurchase program that was publicly announced on December 17, 2018, and of which 3,046,344 shares were purchased in open-market transactions as part of a systematic plan to meet the needs of the Company’sCompany’s compensation programs. |
| |
(2)
| As of September 29, 2019, the share repurchase program was completed with an aggregate of 37,181,268 shares were purchased for a total of $5.0 billion since the inception of the repurchase program announced on December 17, 2018. |
Item 6 —— EXHIBITS
Exhibit 31.1 Certification of Chief Executive Officer under Rule 13a-14(a) of the Securities Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 —— Filed with this document.
Exhibit 31.2 Certification of Chief Financial Officer under Rule 13a-14(a) of the Securities Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 —— Filed with this document.
Exhibit 32.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 —— Furnished with this document.
Exhibit 32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 —— Furnished with this document.
Exhibit 101:
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EX-101.INS | | Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
EX-101.SCH | | Inline XBRL Taxonomy Extension Schema |
EX-101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase |
EX-101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase |
EX-101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase |
EX-101.DEF | | Inline XBRL Taxonomy Extension Definition Document |
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Exhibit 104: | | Cover Page Interactive Data File––File––the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
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SIGNATURES
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.
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| JOHNSON && JOHNSON (Registrant) |
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Date: October 28, 2019April 29, 2020 | By /s/ J. J. WOLK |
| J. J. WOLK |
| Executive Vice President, Chief Financial Officer (Principal Financial Officer) |
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Date: October 28, 2019April 29, 2020 | By /s/ R. A. KAPUSTA J. DECKER Jr. |
| R. A. KAPUSTA J. DECKER Jr. |
| Controller (Principal Accounting Officer) |