Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 27, 2015 | Nov. 01, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Kraft Heinz Co | |
Entity Central Index Key | 1,637,459 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 27, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --01-03 | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 1,213,455,716 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 6,120 | $ 2,594 | $ 11,214 | $ 8,123 |
Cost of products sold | 4,492 | 1,827 | 7,857 | 5,741 |
Gross profit | 1,628 | 767 | 3,357 | 2,382 |
Selling, general and administrative expenses | 1,229 | 358 | 2,005 | 1,166 |
Operating income | 399 | 409 | 1,352 | 1,216 |
Interest expense | 460 | 167 | 1,055 | 504 |
Other expense, net | 108 | 28 | 314 | 80 |
(Loss)/income before income taxes | (169) | 214 | (17) | 632 |
(Benefit from)/provision for income taxes | (49) | 40 | (16) | 125 |
Net (loss)/income | (120) | 174 | (1) | 507 |
Less: Net income attributable to the noncontrolling interest | (3) | (2) | (10) | (13) |
Net (loss)/income attributable to Kraft Heinz | (123) | 172 | (11) | 494 |
Preferred dividend | 180 | 180 | 540 | 540 |
Net loss attributable to common shareholders | $ (303) | $ (8) | $ (551) | $ (46) |
Earnings Per Share [Abstract] | ||||
Basic loss per share (in dollars per share) | $ (0.27) | $ (0.02) | $ (0.87) | $ (0.12) |
Diluted loss per share (in dollars per share) | (0.27) | (0.02) | (0.87) | (0.12) |
Dividends declared (in dollars per share) | $ 0.55 | $ 0 | $ 0.55 | $ 0 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss)/income | $ (120) | $ 174 | $ (1) | $ 507 |
Other comprehensive income/(loss), net of tax: | ||||
Foreign currency translation adjustments | (1,023) | (714) | (1,456) | (419) |
Net deferred gains on net investment hedges | 195 | 269 | 421 | 109 |
Net postemployment benefit gains/(losses) | 892 | (25) | 873 | (53) |
Reclassification of net postemployment benefit gains to net income | (11) | (1) | (4) | (3) |
Net deferred gains/(losses) on cash flow hedges | 45 | 23 | (32) | (136) |
Net deferred (gains)/losses on cash flow hedges reclassified to net income | (9) | 4 | 129 | 0 |
Total other comprehensive income/(loss) | 89 | (444) | (69) | (502) |
Total comprehensive (loss)/income | (31) | (270) | (70) | 5 |
Comprehensive income/(loss) attributable to noncontrolling interest | (14) | (2) | (20) | 12 |
Comprehensive loss attributable to Kraft Heinz | $ (17) | $ (268) | $ (50) | $ (7) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 27, 2015 | Dec. 28, 2014 |
ASSETS | ||
Cash and cash equivalents | $ 4,437 | $ 2,298 |
Trade receivables (net of allowances of $32 in 2015 and $8 in 2014) | 1,613 | 851 |
Inventories | 2,981 | 1,185 |
Other current assets | 1,380 | 581 |
Total current assets | 10,411 | 4,915 |
Property, plant and equipment, net | 6,432 | 2,365 |
Goodwill | 46,750 | 14,959 |
Intangible assets, net | 56,693 | 13,188 |
Other assets | 1,506 | 1,108 |
TOTAL ASSETS | 121,792 | 36,535 |
LIABILITIES AND EQUITY | ||
Trade payables | 2,719 | 1,651 |
Accrued marketing | 732 | 297 |
Accrued postemployment costs | 401 | 15 |
Income taxes payable | 410 | 232 |
Other current liabilities | 1,484 | 897 |
Total current liabilities | 5,746 | 3,092 |
Long-term debt | 25,250 | 13,358 |
Deferred income taxes | 19,684 | 3,867 |
Accrued postemployment costs | 3,019 | 244 |
Other liabilities | 734 | 289 |
TOTAL LIABILITIES | $ 54,433 | $ 20,850 |
Commitments and Contingencies (Note 16) | ||
Redeemable noncontrolling interest | $ 22 | $ 29 |
9.00% Series A cumulative redeemable preferred stock, 80,000 authorized and issued shares at September 27, 2015 and December 28, 2014, $.01 par value | 8,320 | 8,320 |
Equity: | ||
Common stock, $.01 par value (5,000,000,000 shares authorized, 1,213,358,420 shares issued and 1,213,171,703 shares outstanding at September 27, 2015; 4,000,000,000 shares authorized, 377,010,463 shares issued and outstanding at December 28, 2014) | 12 | 4 |
Warrants | 0 | 367 |
Additional paid-in capital | 59,622 | 7,320 |
Retained deficit | (196) | 0 |
Accumulated other comprehensive losses | (613) | (574) |
Treasury stock, at cost | (14) | 0 |
Total shareholders' equity | 58,811 | 7,117 |
Noncontrolling interest | 206 | 219 |
TOTAL EQUITY | 59,017 | 7,336 |
TOTAL LIABILITIES AND EQUITY | $ 121,792 | $ 36,535 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 27, 2015 | Dec. 28, 2014 | |
Receivables, allowances | $ 32 | $ 8 |
9.00% Series A cumulative redeemable preferred stock, 80,000 shares authorized | 1,000,000 | |
Common stock, shares issued | 1,213,358,420 | 377,010,463 |
Common stock, par value per share | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 5,000,000,000 | 4,000,000,000 |
Common stock, shares outstanding | 1,213,171,703 | 377,010,463 |
Nine point zero zero percent Series A cumulative redeemable preferred stock | ||
9.00% Series A cumulative redeemable preferred stock, dividend percentage | 9.00% | 9.00% |
9.00% Series A cumulative redeemable preferred stock, 80,000 shares authorized | 80,000 | 80,000 |
9.00% Series A cumulative redeemable preferred stock, 80,000 shares issued | 80,000 | 80,000 |
9.00% Series A cumulative redeemable preferred stock, par value | $ 0.01 | $ 0.01 |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Equity (Unaudited) - 9 months ended Sep. 27, 2015 - USD ($) $ in Millions | Total | Common Stock | Warrants | Additional Paid-in Capital | Retained Deficit | Accumulated Other Comprehensive Losses | Treasury Stock | Noncontrolling Interest |
Beginning balance at Dec. 28, 2014 | $ 7,336 | $ 4 | $ 367 | $ 7,320 | $ 0 | $ (574) | $ 0 | $ 219 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss)/income | (1) | (11) | 10 | |||||
Other comprehensive loss excluding redeemable noncontrolling interest | (62) | (39) | (23) | |||||
Dividends declared-preferred stock | (540) | (360) | (180) | |||||
Dividends declared-common stock | (668) | (668) | ||||||
Exercise of warrants | 0 | (367) | 367 | |||||
Issuance of common stock | 10,000 | 2 | 9,998 | |||||
Acquisition of Kraft Foods Group, Inc. | 42,855 | 6 | 42,849 | |||||
Exercise of stock options, issuance of other stock awards, and other | 97 | 116 | (5) | (14) | ||||
Ending balance at Sep. 27, 2015 | $ 59,017 | $ 12 | $ 0 | $ 59,622 | $ (196) | $ (613) | $ (14) | $ 206 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 27, 2015 | Sep. 28, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss)/income | $ (1) | $ 507 |
Adjustments to reconcile net (loss)/income to operating cash flows: | ||
Depreciation and amortization | 402 | 429 |
Amortization of postretirement benefit plans prior service credits | (31) | (5) |
Equity award compensation expense | 98 | 6 |
Deferred income tax provision | (562) | (140) |
Pension contributions | (47) | (59) |
Impairment losses on indefinite-lived intangible assets | 58 | 62 |
Nonmonetary currency devaluation | 234 | 0 |
Loss on discontinuation of interest rate cash flow hedge | 227 | 0 |
Write-off of debt issuance costs | 236 | 0 |
Other items, net | (13) | 146 |
Changes in current assets and liabilities: | ||
Receivables | 281 | 103 |
Inventories | 23 | (27) |
Other current assets | 15 | (8) |
Accounts payable | (97) | 185 |
Other current liabilities | (77) | 132 |
Net cash provided by operating activities | 746 | 1,331 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (366) | (247) |
Proceeds from disposals of property, plant and equipment | 8 | 42 |
Payments to acquire Kraft Foods Group, Inc., net of cash acquired | (9,468) | 0 |
Proceeds from net investment hedges | 481 | 0 |
Other investing activities, net | (56) | (4) |
Net cash used for investing activities | (9,401) | (209) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayments of long-term debt | (12,308) | (75) |
Proceeds from issuance of long-term debt | 14,823 | 2 |
Net repayments of short-term debt | (49) | (11) |
Proceeds from issuance of common stock | 10,000 | 0 |
Dividends paid-preferred stock | (540) | (540) |
Dividends paid-common stock | (637) | 0 |
Other financing activities, net | (98) | 14 |
Net cash provided by/(used for) financing activities | 11,191 | (610) |
Effect of exchange rate changes on cash and cash equivalents | (397) | (117) |
Net increase | 2,139 | 395 |
Balance at beginning of period | 2,298 | 2,459 |
Balance at end of period | $ 4,437 | $ 2,854 |
Background and Basis of Present
Background and Basis of Presentation (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | Background and Basis of Presentation Basis of Presentation: Our interim condensed consolidated financial statements are unaudited. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted. In management’s opinion, these interim financial statements include all adjustments (consisting only of normal recurring adjustments) and accruals necessary to present fairly our results for the periods presented. The condensed consolidated balance sheet data at December 28, 2014 were derived from audited financial statements, but do not include all disclosures required by U.S. GAAP. You should read these statements in conjunction with our audited consolidated financial statements and related notes, as of and for the year ended December 28, 2014 , included in our Registration Statement on Form S-4 (the “Form S-4”) filed with the Securities and Exchange Commission (the “SEC”), which was declared effective on June 2, 2015. The results for interim periods are not necessarily indicative of future or annual results. Organization: On July 2, 2015 (the “Merger Date”), through a series of transactions, we consummated the merger of Kraft Foods Group, Inc. (“Kraft”) with and into a wholly owned subsidiary of H.J. Heinz Holding Corporation (“Heinz”) (the “2015 Merger”). At the closing of the 2015 Merger, Heinz was renamed The Kraft Heinz Company (“Kraft Heinz”). Before the consummation of the 2015 Merger, Heinz had been controlled by Berkshire Hathaway Inc. (“Berkshire Hathaway”) and 3G Global Food Holdings, L.P. (“3G Capital,” and together with Berkshire Hathaway, the “Sponsors”) following their acquisition of H.J. Heinz Company on June 7, 2013 (the “2013 Merger”). The Sponsors initially owned 850 million shares of common stock in Heinz; Berkshire Hathaway also held a warrant to purchase 46 million additional shares of common stock, which it exercised in June 2015. Prior to, but in connection with, the 2015 Merger, the Sponsors made equity investments whereby they purchased an additional 500 million newly issued shares of Heinz common stock for an aggregate purchase price of $10.0 billion . Immediately prior to the consummation of the 2015 Merger, each share of Heinz issued and outstanding common stock was reclassified and changed into 0.443332 of a share of Kraft Heinz common stock. All share and per share amounts in the condensed consolidated financial statements and related notes have been retroactively adjusted for all periods presented to give effect to this conversion, including reclassifying an amount equal to the change in par value of common stock from additional paid-in capital. In the 2015 Merger, all outstanding shares of Kraft common stock (other than deferred shares and restricted shares) were converted into the right to receive, on a one -for-one basis, shares of Kraft Heinz common stock. Upon the completion of the 2015 Merger, the Kraft shareholders of record immediately prior to the closing of the 2015 Merger received a special cash dividend of $16.50 per share. Changes in Accounting and Reporting: Effective in the third quarter of 2015, we made the following changes in accounting and reporting to harmonize our accounting and reporting as Kraft Heinz: • We made a voluntary change in accounting policy to classify certain warehouse and distribution costs (including shipping and handling costs) associated with the distribution of finished product to our customers as cost of products sold, which were previously recorded in selling, general and administrative expenses (“SG&A”). We made this voluntary change in accounting policy because we believe this presentation is preferable, as the classification in cost of products sold better reflects the cost of producing and distributing products. Additionally, this presentation enhances the comparability of our financial statements with industry peers and aligns with how we internally manage and review costs. As required by U.S. GAAP, the change has been reflected in the condensed consolidated statements of income through retrospective application of the change in accounting policy. The impact of this change was to increase cost of products sold and decrease SG&A by $171 million for the three months and $501 million for the nine months ended September 28, 2014. • We made a voluntary change in accounting policy to classify our trademark and license intangible asset impairments and amortization in SG&A, which were previously recorded in cost of products sold. We made this voluntary change in accounting policy because we believe this presentation is preferable, as removing these expenses from cost of products sold better aligns cost of products sold with costs directly associated with generating revenue. Additionally, this presentation enhances the comparability of our financial statements with industry peers and aligns with how we internally manage and review costs. As required by U.S. GAAP, the change has been reflected in the condensed consolidated statements of income through retrospective application of the change in accounting policy. The impact of this change was to increase SG&A and decrease cost of products sold by $5 million for the three months and $77 million for the nine months ended September 28, 2014. • During the third quarter of 2015, we determined that we had previously misclassified customer related intangible asset amortization. Such costs were previously included in cost of products sold but should have been included in SG&A. We have revised the classification to report these expenses in SG&A in the condensed consolidated statements of income for the three and nine months ended September 28, 2014. The impact of this revision was to increase SG&A and decrease cost of products sold by $17 million for the three months and $51 million for the nine months ended September 28, 2014. • Beginning in the third quarter of 2015, based on materiality considerations, we reclassified expenses related to the 2015 Merger into SG&A. Previously, we recorded these expenses as 2015 Merger related costs in our condensed consolidated statements of income. • I n the third quarter of 2015, based on materiality considerations, we reclassified interest income into other expense, net. Previously, it was recorded as interest income in our condensed consolidated statements of income. During the first quarter of 2015, we determined that we had misstated foreign currency translation gains and losses on goodwill from the date of the 2013 Merger through December 28, 2014, as well as deferred taxes recognized on the 2013 Merger opening balance sheet. During the first quarter of 2015, we recorded out-of-period corrections to reduce goodwill by $40 million , reduce deferred tax assets by $11 million , and reduce accumulated other comprehensive income by $51 million . These misstatements were not material to our current or any prior period financial statements. Recently Issued Accounting Standards: In May 2014, the Financial Accounting Standards Board (the “FASB”) issued an accounting standards update (“ASU”) that superseded previously existing revenue recognition guidance. Under this ASU, an entity will apply a principles-based five step model to recognize revenue upon the transfer of promised goods or services to customers and in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This ASU will be effective beginning in the first quarter of our fiscal year 2018. We are currently evaluating the impact that this ASU will have on our financial statements and related disclosures. In April 2015, the FASB issued an ASU intended to simplify the presentation of debt issuance costs. The ASU requires that debt issuance costs be presented on the balance sheet as a direct deduction from the carrying amount of debt, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this ASU. We early-adopted this ASU in the third quarter of 2015, and accordingly reclassified unamortized debt issuance costs of $228 million from other assets to long-term debt on the condensed consolidated balance sheet at December 28, 2014. In September 2015, the FASB issued an ASU intended to simplify the accounting for measurement period adjustments in a business combination. Measurement period adjustments are changes to provisional amounts recorded when the accounting for a business combination is incomplete as of the end of a reporting period. The measurement period can extend for up to a year following the transaction date. During the measurement period, companies may make adjustments to provisional amounts when information necessary to complete the measurement is received. The ASU requires companies to recognize these adjustments, including any related impacts to net income, in the reporting period in which the adjustments are determined. Companies are no longer required to retroactively apply measurement period adjustments to all periods presented. We early-adopted this ASU in the third quarter of 2015. The adoption of this ASU did not have a material impact on our financial statements and related disclosures. |
Merger and Acquisition (Notes)
Merger and Acquisition (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Business Combinations [Abstract] | |
Merger and Acquisition | Merger and Acquisition Transaction Overview: As discussed in Note 1, Background and Basis of Presentation , Heinz merged with Kraft on July 2, 2015. The Kraft businesses manufacture and market food and beverage products, including cheese, meats, refreshment beverages, coffee, packaged dinners, refrigerated meals, snack nuts, dressings, and other grocery products, primarily in the United States and Canada. Total net sales for Kraft during its most recent pre-acquisition year ended December 27, 2014 were $18.2 billion . Following the Merger Date, the operating results of the Kraft businesses have been included in our condensed consolidated financial statements. For the period from the Merger Date through September 27, 2015, Kraft's net sales were $3.9 billion and net loss was $90 million . The 2015 Merger was accounted for under the acquisition method of accounting for business combinations and Heinz was considered to be the acquiring company. Under the acquisition method of accounting, total consideration exchanged was (in millions): Aggregate fair value of Kraft common stock $ 42,502 $16.50 per share special cash dividend 9,782 Fair value of replacement equity awards 353 Total consideration exchanged $ 52,637 Valuation Assumptions and Preliminary Purchase Price Allocation: We utilized estimated fair values at the Merger Date for the preliminary allocation of consideration to the net tangible and intangible assets acquired and liabilities assumed. During the measurement period, we will continue to obtain information to assist in finalizing the fair value of net assets acquired, which may differ materially from these preliminary estimates. If we determine any measurement period adjustments are material, we will apply those adjustments, including any related impacts to net income, in the reporting period in which the adjustments are determined. The preliminary purchase price allocation to assets acquired and liabilities assumed in the transaction was: (in millions) Cash $ 314 Other current assets 3,893 Property, plant and equipment 4,215 Identifiable intangible assets 44,107 Other non-current assets 661 Trade and other payables (3,370 ) Long-term debt (9,286 ) Net postemployment benefits and other noncurrent liabilities (4,731 ) Deferred income tax liabilities (15,812 ) Net assets acquired 19,991 Goodwill on acquisition 32,646 Total consideration 52,637 Preliminary fair value of shares exchanged and equity awards 42,855 Total cash consideration paid to Kraft shareholders 9,782 Cash and cash equivalents of Kraft at Merger Date 314 Acquisition of business, net of cash on hand $ 9,468 The 2015 Merger preliminarily resulted in $32.6 billion of non tax deductible goodwill relating principally to synergies expected to be achieved from the combined operations and planned growth in new markets. Goodwill has preliminarily been allocated to our reportable segments as shown in Note 6, Goodwill and Intangible Assets . The preliminary purchase price allocation to identifiable intangible assets acquired was: Preliminary Fair Value Weighted Average Life (in millions of dollars) Indefinite-lived trademarks $ 39,710 Definite-lived trademarks 1,594 23 Customer relationships 2,803 29 Total identifiable intangible assets $ 44,107 We preliminarily valued trademarks using either the excess earnings method or relief from royalty method, which are both variations of the income approach. We used the excess earnings method for our most significant trademarks due to their impact on the cash flows of the business and used the relief from royalty method for the remaining trademarks and licenses. For customer relationships, we used the distributor method, a variation of the excess earnings method that uses distributor-based inputs for margins and contributory asset charges. Some of the more significant assumptions inherent in developing the valuations included the estimated annual net cash flows for each indefinite-lived or definite-lived intangible asset (including net sales, cost of products sold, selling and marketing costs, and working capital/contributory asset charges), the discount rate that appropriately reflects the risk inherent in each future cash flow stream, the assessment of each asset’s life cycle, and competitive trends, as well as other factors. We determined the assumptions used in the financial forecasts using historical data, supplemented by current and anticipated market conditions, estimated product category growth rates, management plans, and market comparables. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. Preliminary assumptions may change and may result in significant changes to the final valuation. We used existing carrying values to value trade receivables and payables, as well as certain other current and non-current assets and liabilities, as we determined that they represented the fair value of those items at the Merger Date. We preliminarily valued finished goods and work-in-process inventory using a net realizable value approach, which resulted in a step-up of $347 million that was recognized in cost of products sold in the period from the Merger Date to September 27, 2015 as the related inventory was sold. Raw materials and packaging inventory was valued using the replacement cost approach. We preliminarily valued property, plant and equipment using a combination of the income approach, the market approach and the cost approach, which is based on current replacement and/or reproduction cost of the asset as new, less depreciation attributable to physical, functional, and economic factors. Deferred income tax assets and liabilities as of the Merger Date represented the expected future tax consequences of temporary differences between the fair values of the assets acquired and liabilities assumed and their tax bases. Pro Forma Results: The following tables provide unaudited pro forma results, prepared in accordance with ASC 805, for the three and nine months ended September 27, 2015 and September 28, 2014 , as if Kraft had been acquired as of December 30, 2013. For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions, except per share data) Net sales $ 6,363 $ 6,993 $ 20,323 $ 21,626 Net income 12 608 1,116 1,500 Basic (loss)/earnings per share (0.14 ) 0.36 0.48 0.80 Diluted (loss)/earnings per share (0.14 ) 0.35 0.47 0.78 The unaudited pro forma results include certain preliminary purchase accounting adjustments. We have made pro forma adjustments to 2015 results to exclude deal costs (“Deal Costs”) of $59 million , net of tax, for the three and $102 million , net of tax, for the nine months ended September 27, 2015 and to exclude $213 million , net of tax, of non-cash costs related to the fair value step-up of Kraft’s inventory (“Inventory Step-up Costs”) for the three and nine months ended September 27, 2015, because such costs are nonrecurring and are directly attributable to the 2015 Merger. As required by U.S. GAAP, we have made pro forma adjustments to include the Deal Costs and Inventory Step-up Costs in results for the three and nine months ended September 28, 2014. The unaudited pro forma results do not include any anticipated cost savings or other effects of future integration efforts. Unaudited pro forma amounts are not necessarily indicative of results had the 2015 Merger occurred on December 30, 2013 or of future results. |
Integration and Restructuring E
Integration and Restructuring Expenses (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Restructuring and Related Activities [Abstract] | |
Integration and Restructuring Expenses | Integration and Restructuring Expenses Following the 2015 Merger, we announced a multi-year program (the “Integration Program”) designed to reduce costs, integrate, and optimize the combined organization. As part of these activities, we incur expenses (primarily employee separations, lease terminations and other direct exit costs) that qualify as exit and disposal costs under U.S. GAAP. We also incur expenses that are an integral component of, and directly attributable to, our restructuring activities, which do not qualify as exit and disposal costs (primarily accelerated depreciation, asset impairments, implementation costs such as new facility relocation and start-up costs, and other incremental costs). Integration Program: The Integration Program is expected to achieve $1.5 billion of pre-tax savings by 2017, primarily benefiting the United States and Canada reportable segments, and will be sourced from our organization, footprint and zero-based budgeting productivity plans. We currently expect the Integration Program will result in $1.9 billion of pre-tax costs, with approximately 60% reflected in cost of products sold, comprised of the following categories: • Organization costs ( $700 million ) associated with our plans to streamline and simplify our operating structure, resulting in workforce reduction. These costs will primarily include: severance and employee benefits (cash severance, non-cash severance, including accelerated equity award compensation expense, and pension and other termination benefits). Beginning in August 2015, we announced a new, streamlined structure for our businesses in the United States and Canada reportable segments. This resulted in the reduction of salaried positions across the United States and Canada. We currently expect to eliminate 2,650 positions. • Footprint costs ( $1.1 billion ) associated with our plans to optimize our production and supply chain network, resulting in facility closures and consolidations. These costs will primarily include: asset-related costs (accelerated depreciation and asset impairment charges), costs to exit facilities, relocation and start-up costs of new facilities, and severance and employee benefits. On November 4, 2015, we announced the closure of an additional 7 factories and began consolidation of our distribution network. In a staged process over the next 12 - 24 months, production in these locations will shift to other existing factories in the United States and Canada. Overall, we expect to eliminate 2,600 positions. • Other costs ( $100 million ) incurred as a direct result of restructuring activities, primarily including: contract and lease terminations, professional fees and other incremental third-party fees. For the three months ended September 27, 2015, we have incurred costs of $401 million under the Integration Program including: $375 million of severance and employee benefit costs, $3 million of non-cash asset-related costs and $23 million of other implementation costs. For the nine months ended September 27, 2015, we have incurred $443 million of costs under the Integration Program including: $379 million of severance and employee benefit costs, $25 million of non-cash asset-related costs, $34 million of other implementation costs and $5 million of other exit costs. We expect approximately 60% of the Integration Program expenses will be cash expenditures. Additionally, we anticipate capital expenditures of approximately $1.1 billion related to the Integration Program. At September 27, 2015, the total Integration Program liability related primarily to the elimination of salaried positions across the United States and Canada; 2,250 of whom have left the company by September 27, 2015. As of September 27, 2015, the liability balance associated with the Integration Program, which qualifies as U.S. GAAP exit and disposal costs, was: Severance and Employee Benefit Costs Other Exit Costs (a) Total (in millions) Balance at December 28, 2014 $ — $ — $ — Charges 379 5 384 Cash payments (147 ) (2 ) (149 ) Non-cash utilization (64 ) — (64 ) Balance at September 27, 2015 $ 168 $ 3 $ 171 (a) Other costs primarily represent contract and lease terminations. We expect a substantial portion of the Integration Program liability at September 27, 2015 will be paid in the remainder of 2015. Restructuring Activities: Prior to the 2015 Merger, Heinz executed a number of other restructuring activities focused primarily on work-force reduction and factory closure and consolidation in relation to the 2013 Merger. Those programs, which are substantially complete, resulted in the elimination of 7,800 positions and cumulative $500 million severance and employee benefit costs, $330 million non-cash asset-related costs and $160 million other exit costs through September 27, 2015. We incurred costs related to our restructuring activities of $81 million in the three months and $144 million in the nine months ended September 27, 2015 and $141 million in the three months and $445 million in the nine months ended September 28, 2014. As of September 27, 2015, the liability balance associated with active restructuring projects, which qualifies as U.S. GAAP exit and disposal costs, was: Severance and Employee Benefit Costs Other Exit Costs (a) Total (in millions) Balance at December 28, 2014 $ 53 $ 26 $ 79 Charges 49 14 63 Cash payments (86 ) (14 ) (100 ) Non-cash utilization (1 ) (1 ) (2 ) Balance at September 27, 2015 $ 15 $ 25 $ 40 (a) Other costs primarily represent contract and lease terminations. Total Integration and Restructuring: Our total Integration Program and Restructuring expenses were: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Severance and Employee benefit costs - COGS $ 85 $ 21 $ 104 $ 100 Severance and Employee benefit costs - SG&A 311 21 324 32 Asset related costs - COGS 49 41 83 169 Asset related costs - SG&A — — — 8 Other exit costs - COGS 25 47 48 107 Other exit costs - SG&A 12 11 28 29 $ 482 $ 141 $ 587 $ 445 Following the 2015 Merger, in the third quarter, we began to report under a new segment structure (see Note 18, Segment Reporting , for additional information) and have reflected these changes for all historical periods presented. We do not include Integration Program and Restructuring expenses within Segment Adjusted EBITDA. The pre-tax impact of allocating such expenses to our reportable segments would have been as follows: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) United States $ 365 $ 47 $ 405 $ 130 Canada 39 — 51 103 Europe 72 73 106 144 Rest of World 1 14 10 34 Non-Operating 5 7 15 34 $ 482 $ 141 $ 587 $ 445 |
Inventories (Notes)
Inventories (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories at September 27, 2015 and December 28, 2014 were: September 27, 2015 December 28, 2014 (in millions) Packaging and ingredients $ 611 $ 223 Work in process 405 136 Finished product 1,965 826 Inventories $ 2,981 $ 1,185 |
Property, Plant and Equipment (
Property, Plant and Equipment (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment at September 27, 2015 and December 28, 2014 were: September 27, 2015 December 28, 2014 (in millions) Land $ 317 $ 199 Buildings and improvements 1,690 597 Equipment and other 4,214 1,735 Construction in progress 824 265 7,045 2,796 Accumulated depreciation (613 ) (431 ) Property, plant and equipment, net $ 6,432 $ 2,365 In the third quarter of 2015, we consummated the 2015 Merger and preliminarily recorded $4.2 billion of property, plant and equipment in purchase accounting. See Note 2, Merger and Acquisition , for additional information. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Intangible Assets Goodwill: Changes in the carrying amount of goodwill from December 28, 2014 to September 27, 2015 , by reportable segment, were: United States Canada Europe Rest of World Total (in millions) Balance at December 28, 2014 $ 8,754 $ 1,348 $ 3,454 $ 1,403 $ 14,959 2015 Merger purchase accounting 27,682 4,964 — — 32,646 Translation adjustments — (540 ) (115 ) (246 ) (901 ) Other 1 (5 ) (94 ) 144 46 Balance at September 27, 2015 $ 36,437 $ 5,767 $ 3,245 $ 1,301 $ 46,750 In the third quarter of 2015, we consummated the 2015 Merger and preliminarily recorded $32.6 billion of goodwill in purchase accounting. The assignment of goodwill to reporting units was not complete as of the issuance date of this report. The goodwill recorded in connection with the 2015 Merger represented the preliminary fair value as of the Merger Date. Additionally, we perform our annual impairment testing in the second quarter or when a triggering event occurs. We performed our annual impairment testing in the second quarter of 2015, prior to the completion of the 2015 Merger. No impairment of goodwill was reported as a result of our 2015 annual goodwill impairment test; however, the historical Heinz North America Consumer Products reporting unit had an estimated fair value in excess of its carrying value of less than 10% . No events occurred during the three months ended September 27, 2015 that indicated it was more likely than not that our goodwill was impaired. If our current expectations of future growth rates are not met or if valuation factors outside of our control, such as discount rates, change unfavorably, the estimated fair value of our goodwill could be adversely affected, leading to a potential impairment in the future. There were no accumulated impairment losses to goodwill as of September 27, 2015 . Indefinite-lived intangible assets: Indefinite-lived intangible assets primarily consisted of trademarks. The changes in indefinite-lived intangible assets from December 28, 2014 to September 27, 2015 were: (in millions) Balance at December 28, 2014 $ 11,872 2015 Merger purchase accounting 39,710 Impairment losses on indefinite-lived intangible assets (58 ) Transfers to definite-lived intangible assets (553 ) Translation adjustments (392 ) Balance at September 27, 2015 $ 50,579 In the third quarter of 2015, we consummated the 2015 Merger and preliminarily recorded $39.7 billion of indefinite-lived intangible assets in purchase accounting. The indefinite-lived intangible assets recorded in connection with the 2015 Merger represented the current fair values as of the Merger Date. Additionally, we test indefinite-lived intangible assets for impairment at least annually in the second quarter or when a triggering event occurs. We performed our annual impairment testing in the second quarter of 2015, prior to the completion of the 2015 Merger. As a result of our 2015 annual impairment test, we recognized non-cash impairment losses of $58 million in SG&A. The impairment losses were primarily related to declines within frozen soup in the United States, frozen meals and snacks primarily in the United Kingdom, and pasta sauce in the United States and Canada. Additionally, during our 2015 annual impairment test, 21 brands, with an aggregate carrying value of $2.4 billion , had excess fair values over their carrying values of less than 10% . No events occurred during the three months ended September 27, 2015 that indicated it was more likely than not that our indefinite-lived intangible assets were impaired. If our current expectations of future growth rates are not met or if valuation factors outside of our control, such as discount rates, change unfavorably, the estimated fair values of our indefinite-lived intangible assets could be adversely affected, leading to potential impairments in the future. As a result of our 2014 annual impairment test, we recognized non-cash impairment losses of $62 million in SG&A. Definite-lived intangible assets: Definite-lived intangible assets at September 27, 2015 and December 28, 2014 were: September 27, 2015 December 28, 2014 Gross Accumulated Amortization Net Gross Accumulated Amortization Net (in millions) Trademarks $ 2,091 $ (22 ) $ 2,069 $ — $ — $ — Customer-related assets 4,051 (166 ) 3,885 1,315 (99 ) 1,216 Licenses 193 (44 ) 149 118 (31 ) 87 Other 15 (4 ) 11 15 (2 ) 13 $ 6,350 $ (236 ) $ 6,114 $ 1,448 $ (132 ) $ 1,316 Amortization expense for definite-lived intangible assets was $66 million for the three months and $111 million for the nine months ended September 27, 2015 and was $23 million for the three months and $68 million for the nine months ended September 28, 2014 . Aside from amortization expense, the changes in definite-lived intangible assets from December 28, 2014 to September 27, 2015 reflect the impacts of preliminary purchase accounting, $553 million of transfers from indefinite-lived intangible assets and foreign currency. We estimate that annual amortization expense for definite-lived intangible assets for each of the next five years will be approximately $268 million . |
Income Taxes (Notes)
Income Taxes (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes consists of provisions for federal, state and foreign income taxes. We operate in an international environment; accordingly, the consolidated income tax rate is a composite rate reflecting the earnings in various locations and the applicable tax rates. The total amount of gross unrecognized tax benefits for uncertain tax positions, including positions impacting only the timing of tax benefits, was $357 million at September 27, 2015 and $71 million at December 28, 2014 . The amount of unrecognized tax benefits that, if recognized, would impact the effective tax rate was $225 million at September 27, 2015 and $58 million at December 28, 2014 . It is reasonably possible that the amount of unrecognized tax benefits will decrease by as much as $127 million in the next 12 months primarily due to the progression of federal, state and foreign audits in process. The September 27, 2015 gross unrecognized tax balance has increased substantially as a result of 2015 Merger preliminary purchase accounting and the recognition of a tax reserve resulting from an unfavorable judgment in a foreign tax court case in the third quarter of 2015. While we plan to continue vigorously defending our position, the unfavorable court decision has resulted in a change in our evaluation of the ability to record benefits for the issue. As a result, the issue has now been fully reserved for all tax years which have not been substantially concluded. T he effective tax rate for the three months ended September 27, 2015 was a benefit of 29.1% compared to an expense of 18.8% for the three months ended September 28, 2014. The effective tax rate for the nine months ended September 27, 2015 was a benefit of 92.4% compared to an expense of 19.8% for the nine months ended September 28, 2014 . The change in the effective tax rate for the three and nine months ended September 27, 2015 is primarily driven by losses in the U.S. at a high statutory tax rate and a $76 million tax benefit resulting from an internal restructuring which caused a reduction of the state deferred tax rate on certain of our assets. Additionally, in the nine months ended September 27, 2015, we released approximately $14 million of valuation allowances. The release resulted from ongoing profitability in two foreign jurisdictions and expected profitability in a U.S. entity as a result of the 2015 Merger. The benefits in the three and nine months ended September 27, 2015 were partially offset by an increase in tax reserves of $43 million primarily resulting from the unfavorable court decision discussed above, and a $27 million expense resulting from an increase of state deferred tax rates as a result of the 2015 Merger. |
Employees' Stock Incentive Plan
Employees' Stock Incentive Plans (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Employees' Stock Incentive Plans | Employees’ Stock Incentive Plans Stock Options: In October 2013, the Heinz board of directors adopted the Heinz 2013 Omnibus Incentive Plan (the “2013 Omnibus Plan”), which authorized the issuance of shares of capital stock. Each Heinz stock option that was outstanding under the 2013 Omnibus Plan program immediately prior to the completion of the 2015 Merger was converted into 0.443332 of a Kraft Heinz stock option. Following this conversion, the 2013 Omnibus Plan authorized the issuance of up to 17,555,947 shares of our capital stock. All Heinz stock option amounts have been retrospectively adjusted for all periods presented to give effect to this conversion. We grant non-qualified stock options under the 2013 Omnibus Plan to select employees with a five -year cliff vesting. Such options have a maximum exercise term of ten years. If a participant is involuntarily terminated without cause, 20% of their options will vest, on an accelerated basis, for each full year of service after the grant date. Prior to the 2015 Merger, Kraft issued equity awards, including stock options and restricted stock units (“RSUs”), under its 2012 Performance Incentive Plan. As a result of the 2015 Merger, each outstanding Kraft stock option was converted into an option to purchase a number of shares of our common stock based upon an option adjustment ratio. The aggregate number of shares of our common stock that may be issued under these Kraft stock options was 13.9 million with a weighted average exercise price of $37.69 . These Kraft stock options will continue to vest and become exercisable in accordance with the terms and conditions as were applicable immediately prior to the completion of the 2015 Merger. Such options generally become exercisable in three annual installments beginning on the first anniversary of the grant date, and have a maximum exercise term of ten years. We granted 3.4 million option awards during the nine months ended September 27, 2015 with a weighted average grant date fair value per share of $9.60 , as computed using the Black-Scholes option pricing model. During the nine months ended September 27, 2015, 0.7 million stock options were exercised with a total intrinsic value of $21 million . Our stock option activity from December 28, 2014 to September 27, 2015 was: Number of Stock Options Options outstanding at December 28, 2014 8,570,796 Kraft options converted 13,887,135 Options granted 3,409,031 Options forfeited (593,462 ) Options exercised (655,436 ) Options outstanding at September 27, 2015 24,618,064 Restricted Stock Units: Each Kraft RSU that was outstanding immediately prior to the completion of the 2015 Merger was converted into one Kraft Heinz RSU. Kraft Heinz RSUs will continue to vest and be settled in accordance with the terms and conditions that were applicable immediately prior to the completion of the 2015 Merger. As a result of the 2015 Merger, 2.0 million RSUs were converted to Kraft Heinz RSUs. During the nine months ended September 27, 2015, 0.4 million shares of RSUs vested at an aggregate market value of $31 million . Total Equity Awards: The compensation cost related to equity awards is primarily recognized in SG&A. Equity award compensation cost and the related tax benefit was: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Pre-tax compensation cost $ 91 $ 3 $ 98 $ 6 Tax benefit 34 1 37 2 After-tax compensation cost $ 57 $ 2 $ 61 $ 4 Unrecognized compensation cost related to unvested equity awards was $133 million at September 27, 2015 and is expected to be recognized over a weighted average period of 2 years. |
Postemployment Benefits (Notes)
Postemployment Benefits (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Postemployment Benefits | Postemployment Benefits Our employees participate in various employee benefit plans. Prior to the 2015 Merger, Kraft provided a range of benefits to its employees and retirees, including pension benefits and postretirement healthcare benefits. As part of the 2015 Merger, we assumed the assets and liabilities associated with these plans. Accordingly on the Merger Date we recorded assets of $89 million and liabilities of $4.4 billion on our balance sheet related to Kraft's postemployment benefit plans. Pension Plans Components of Net Pension Cost/(Benefit): Net pension cost/(benefit) consisted of the following for the three and nine months ended September 27, 2015 and September 28, 2014: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans (in millions) Service cost $ 22 $ 1 $ 8 $ 6 $ 25 $ 3 $ 18 $ 19 Interest cost 82 7 30 28 91 22 73 83 Expected return on plan assets (86 ) (12 ) (55 ) (44 ) (94 ) (35 ) (140 ) (132 ) Amortization of unrecognized losses 1 — — — 3 — — — Settlements — — 8 — — — 19 — Curtailments (1 ) — (7 ) (2 ) (1 ) — (9 ) (2 ) Special termination benefits — — 4 2 — — 4 2 Other 3 — — — 3 — — — Net periodic cost/(benefit) $ 21 $ (4 ) $ (12 ) $ (10 ) $ 27 $ (10 ) $ (35 ) $ (30 ) Employer Contributions: During the nine months ended September 27, 2015 , we contributed $4 million to our U.S. pension plans and $43 million to our non-U.S. pension plans. Based on our contribution strategy, we plan to make further contributions of approximately $45 million to our U.S. plans and approximately $15 million to our non-U.S. plans during the remainder of 2015. However, our actual contributions may differ due to many factors, including changes in tax, employee benefit, or other laws, tax deductibility, significant differences between expected and actual pension asset performance or interest rates, or other factors. Postretirement Benefit Plans Components of Net Postretirement Health Care Cost: Net postretirement health care cost consisted of the following for the three and nine months ended September 27, 2015 and September 28, 2014: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Service cost $ 7 $ 2 $ 9 $ 4 Interest cost 33 3 37 7 Amortization of prior service credits (28 ) (2 ) (31 ) (5 ) Curtailments 1 (7 ) 1 (7 ) Net postretirement health care cost $ 13 $ (4 ) $ 16 $ (1 ) During the third quarter of 2015, we remeasured certain postretirement benefit plans due to plan changes and headcount reductions, resulting in a decrease of $0.9 billion to accumulated other comprehensive losses, net of tax. The amortization of prior service credits of $28 million in the three months and $31 million in the nine months ended September 27, 2015 was primarily driven by one month of amortization related to these plan changes. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Losses (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Losses | Accumulated Other Comprehensive Losses The components of, and changes in, accumulated other comprehensive losses were as follows (net of tax): Foreign Currency Translation Adjustments Net Postemployment Benefit Plan Adjustments Net Cash Flow Hedge Adjustments Total (in millions) Balance as of December 28, 2014 $ (574 ) $ 61 $ (61 ) $ (574 ) Foreign currency translation adjustments (1,426 ) — — (1,426 ) Net deferred gains on net investment hedges 421 — — 421 Net postemployment benefit gains — 873 — 873 Reclassification of net postemployment benefit gains to net income — (4 ) — (4 ) Net deferred losses on cash flow hedges — — (32 ) (32 ) Net deferred losses on cash flow hedges reclassified to net income — — 129 129 Total other comprehensive (loss)/income (1,005 ) 869 97 (39 ) Balance as of September 27, 2015 $ (1,579 ) $ 930 $ 36 $ (613 ) The tax (expense)/benefit recorded in and associated with each component of other comprehensive income/(loss) for the three and nine months ended September 27, 2015 and September 28, 2014 were as follows: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Net deferred gains on net investment hedges $ (45 ) $ (166 ) $ (240 ) $ (67 ) Net postemployment benefit gains/(losses) $ (554 ) $ 9 $ (548 ) $ 16 Reclassification of net postemployment benefit gains to net income $ 8 $ 1 $ 5 $ 2 Net deferred gains/(losses) on cash flow hedges $ (8 ) $ (15 ) $ 35 $ 64 Net deferred (gains)/losses on cash flow hedges reclassified to net income $ 6 $ 2 $ (78 ) $ 7 The amounts reclassified from accumulated other comprehensive losses in the three and nine months ended September 27, 2015 and September 28, 2014 were as follows: Accumulated Other Comprehensive Losses Component Reclassified from Accumulated Other Comprehensive (Loss)/Income to Net Income Affected Line Item in the Statement Where Net Income is Presented For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Losses/(gains) on cash flow hedges: Foreign exchange contracts $ — $ — $ 2 $ 1 Net sales Foreign exchange contracts (16 ) 2 (32 ) (7 ) Cost of products sold Foreign exchange contracts — — (1 ) (1 ) Other expense, net Interest rate contracts 1 — 238 — Interest expense (15 ) 2 207 (7 ) Income before income taxes 6 2 (78 ) 7 Provision for income taxes $ (9 ) $ 4 $ 129 $ — Net income Losses/(gains) on postemployment benefits: Amortization of unrecognized losses $ 1 $ — $ 3 $ — (a) Prior service credits (28 ) (2 ) (31 ) (5 ) (a) Settlement loss 8 — 19 — (a) (19 ) (2 ) (9 ) (5 ) Income before income taxes 8 1 5 2 Provision for income taxes $ (11 ) $ (1 ) $ (4 ) $ (3 ) Net income (a) These components are included in the computation of net periodic postemployment benefit costs. See Note 9, Postemployment Benefits , for additional information. In this note we have excluded activity and balances related to noncontrolling interest (which was primarily comprised of foreign currency translation adjustments) due to its insignificance. |
Debt (Notes)
Debt (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-Term Debt: At September 27, 2015, the carrying value of our long-term debt consisted of the following (in millions of dollars): Currency: Maturity Dates Interest Rates* Carrying Value U.S. Dollar 2016-2045 1.500%-7.125% $ 22,807 Canadian Dollar 2018-2020 1.787%-2.700% 748 Euro 2023 2.000% 828 British Pound Sterling 2027-2030 4.125%-6.250% 801 Capital lease obligations (various) 140 Total long-term debt $ 25,324 Current portion of long-term debt 74 Total long-term debt, excluding current portion $ 25,250 *Floating interest rates are stated as of September 27, 2015 At December 28, 2014, the carrying value of our long-term debt was $13.4 billion . During the nine months ended September 27, 2015, the composition of our long-term debt changed largely due to the assumption of all outstanding long-term debt obligations of Kraft in connection with the 2015 Merger, as well as certain debt issuances, refinancing activities and repayments as summarized in the table below (excluding capital lease activity): Aggregate Principal Amount (in millions) Issuances and assumption of debt: 2025 Notes (a) $ 2,000 Euro Notes (b) € 750 Pound Sterling Notes (c) £ 400 US Dollar Notes (d) $ 10,000 Canadian Dollar Notes (e) C$ 1,000 Term Loan Facility (f) $ 600 Assumption of Kraft's long-term debt obligations (g) $ 8,600 Debt repayments (h) : Term B-1 Loan $ 2,780 Term B-2 Loan $ 5,601 2020 Notes $ 3,100 2025 Notes $ 800 (a) $2.0 billion aggregate principal amount of 4.875% Second Lien Senior Secured Notes due February 15, 2025 (the “2025 Notes”) (b) €750 million aggregate principal amount of 2.000% Senior Notes due June 30, 2023 (the “Euro Notes”) (c) £400 million aggregate principal amount of 4.125% Senior Notes due July 1, 2027 (the “Pound Sterling Notes”) (d) $1.0 billion aggregate principal amount of 1.600% Senior Notes due June 30, 2017 ; $1.5 billion aggregate principal amount of 2.000% Senior Notes due July 2, 2018 ; $1.5 billion aggregate principal amount of 2.800% Senior Notes due July 2, 2020 ; $1.0 billion aggregate principal amount of 3.500% Senior Notes due July 15, 2022 ; $2.0 billion aggregate principal amount of 3.950% Senior Notes due July 15, 2025 ; $1.0 billion aggregate principal amount of 5.000% Senior Notes due July 15, 2035 ; and $2.0 billion aggregate principal amount of 5.200% Senior Notes due July 15, 2045 (collectively, the “U.S. Dollar Notes”) (e) C$200 million aggregate principal amount of Floating Rate Senior Notes due July 6, 2018 , C$300 million aggregate principal amount of 2.700% Senior Notes due July 6, 2020 , and C$500 million aggregate principal amount of Floating Rate Senior Notes due July 6, 2020 (collectively, the “Canadian Dollar Notes”) (f) $600 million aggregate principal amount of our Senior Unsecured Term Loan Facility floating rate (LIBOR plus 1.250% ) due July 6, 2020 (the “Term Loan Facility”) (g) In connection with the 2015 Merger, Kraft Heinz Foods Company, our 100% owned subsidiary, assumed all of the long-term debt obligations of Kraft including the following obligations relating to its notes (collectively, the “Kraft Notes”). : $1.0 billion aggregate principal amount of 2.250% Notes due June 5, 2017 ; $1,035 million aggregate principal amount of 6.125% Notes due August 23, 2018 ; $900 million aggregate principal amount of 5.375% Notes due February 10, 2020 ; $2.0 billion aggregate principal amount of 3.500% Notes due June 6, 2022 ; $878 million aggregate principal amount of 6.875% Notes due January 26, 2039 ; $787 million aggregate principal amount of 6.500% Notes due February 9, 2040 ; and $2.0 billion aggregate principal amount of 5.000% Notes due June 4, 2042 The aggregate principal amounts above exclude a $686 million fair value adjustment that was recorded in preliminary purchase accounting as a debt premium. (h) In January 2015 we repaid $650 million aggregate principal amount of the Term B-1 Loan and $1,310 million aggregate principal amount of the Term B-2 Loan. On July 2, 2015, we repaid the remaining aggregate principal amounts of the Term B-1 Loan and the Term B-2 Loan, fully redeemed $3.1 billion aggregate principal amount of the 4.250% Second Lien Senior Secured Notes due 2020 (the “2020 Notes”) and partially redeemed $800 million aggregate principal amount of the 2025 Notes. In relation to our debt repayments, during the nine months ended September 27, 2015, we recorded a $341 million loss on extinguishment of debt, which was comprised of a write-off of debt issuance costs of $236 million in interest expense and call premiums of $66 million on the 2020 Notes and $39 million on the 2025 Notes in other expense, net. The Euro Notes, Pound Sterling Notes, U.S. Dollar Notes, Canadian Dollar Notes and Kraft Notes are fully and unconditionally guaranteed by us. Additionally, in connection with the 2015 Merger, we became a guarantor of: • $1,719 million aggregate principal amount of securities previously issued by Kraft Heinz Foods Company, our 100% owned subsidiary, consisting of: 2.000% U.S. Dollar Notes due 2016 , 1.500% U.S. Dollar Notes due 2017 , 3.125% U.S. Dollar Notes due 2021 , 2.850% U.S. Dollar Notes due 2022 , 6.375% Debentures due 2028 , 6.750% Debentures due 2032 , and 7.125% Debentures due 2039 . • £125 million aggregate principal amount of 6.250% Pound Sterling notes due 2030 previously issued by H.J. Heinz Finance UK Plc and guaranteed by Kraft Heinz Foods Company. Our long-term debt contains customary representations, covenants, and events of default. We were in compliance with all debt covenants at September 27, 2015. Debt Issuance Costs: At September 27, 2015, unamortized debt issuance costs were $88 million . Unamortized debt issuance costs are presented on the balance sheet as a direct deduction from the carrying amount of the debt liability. Amortization of debt issuance costs was $2 million for the three months and $24 million for the nine months ended September 27, 2015 and $12 million for the three months and $37 million for the nine months ended September 28, 2014. Debt Discount/Premium: At September 27, 2015, unamortized debt premium, net was $720 million . Amortization of our debt premium, net was $21 million for the three months and $24 million for the nine months ended September 27, 2015 and $1 million for the three months and $3 million for the nine months ended September 28, 2014. Borrowing Arrangements: On July 6, 2015 , together with Kraft Heinz Foods Company, our 100% owned subsidiary, we entered into a new $4.0 billion senior unsecured revolving credit facility (the “Revolving Credit Facility”) that will mature on July 6, 2020 , and a $600 million Term Loan Facility that will mature on July 6, 2020 , unless extended (together with the Revolving Credit Facility, the “Senior Credit Facilities”). The Revolving Credit Facility includes a $1.0 billion sub-limit for borrowings in Canadian dollars, Euro or Sterling as well as a letter of credit sub-facility of up to $150 million . Subject to certain conditions, we may increase the amount of revolving commitments and/or add additional tranches of term loans in a combined aggregate amount of up to $1.0 billion . Any committed borrowings under the Senior Credit Facilities bear interest at a variable annual rate based on LIBOR/EURIBOR/CDOR loans or an alternate base rate/Canadian prime rate, in each case subject to an applicable margin based upon the long-term senior unsecured, non-credit enhanced debt rating assigned to us. The Senior Credit Facilities contain representations, warranties and covenants that are typical for these types of facilities. In addition, we and Kraft Heinz Foods Company guarantee certain borrowings and other liabilities under the Senior Credit Facilities. At September 27, 2015, $600 million aggregate principal amount of our Term Loan Facility was outstanding. no amounts were drawn on our Revolving Credit Facility at September 27, 2015 or during the nine months ended September 27, 2015. In connection with the consummation of the 2015 Merger, on July 2, 2015, all outstanding obligations with respect to principal, interest, and fees under our previous credit agreement, dated as of June 7, 2013, were repaid and such credit agreement was terminated. Fair Value of Debt: At September 27, 2015, the aggregate fair value of our total debt was $26.1 billion as compared with the carrying value of $25.3 billion . We determined the fair value of our long-term debt using Level 2 inputs. Fair values are generally estimated based on quoted market prices for identical or similar instruments. |
Preferred Stock and Warrants (N
Preferred Stock and Warrants (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Equity [Abstract] | |
Preferred Stock and Warrants | Preferred Stock and Warrants Our Amended and Restated Certificate of Incorporation authorizes the issuance of up to 1 million shares of preferred stock. In connection with the 2013 Merger, we issued 80,000 shares of 9.00% Series A Cumulative Redeemable Preferred Stock (“Series A Preferred Stock”) and warrants to purchase 46 million of Heinz common shares, at an exercise price of $0.01 per common share (“the Warrants”), for an aggregate purchase price of $8.0 billion . We allocated the proceeds to the Series A Preferred Stock ( $7,633 million ) and the Warrants ( $367 million ) on a relative fair value basis. In June 2015, Berkshire Hathaway exercised the Warrants to purchase the additional 46 million of common shares, which were subsequently reclassified and changed into approximately 20 million shares of Kraft Heinz common stock. The Series A Preferred Stock 9.00% annual dividend accrues whether or not declared by our Board of Directors and is payable, quarterly in arrears, only when declared and approved by our Board of Directors. In the event of our liquidation, dissolution, or wind up, whether voluntary or involuntary, each Series A Preferred Stock holder would be entitled to receive $100,000 per share plus any accrued and unpaid dividends. This payment would be made before any distribution of assets or proceeds to holders of common stock, or other stock ranked junior to the Series A Preferred Stock. We may not redeem the Series A Preferred Stock before June 7, 2016. On or after this date, we may redeem shares of Series A Preferred Stock, at a redemption price paid in cash for each share equal to the sum of (i) the Base Amount per share (as defined below), plus (ii) the accrued and unpaid dividends on each share. The “Base Amount” means one of the following amounts, as applicable: • $104,000 per share for any payment from June 7, 2016 and through June 6, 2017; • $105,000 per share for any payment made from June 7, 2017 and through June 6, 2018; • $106,000 per share for any payment made from June 7, 2018 and through June 6, 2019; • $107,000 per share for any payment made from June 7, 2019 and through June 6, 2020; and • $108,000 per share for any payment made on or after June 7, 2020. In addition, after June 7, 2021, the holders of our Series A Preferred Stock can require us to undertake a redemption offering, as defined, and use the proceeds net of expenses of such redemption offering to redeem outstanding Series A Preferred Stock at the redemption price of $108,000 per share. As a result, the Series A Preferred Stock is considered contingently redeemable and is shown on our condensed consolidated balance sheets separate from shareholders’ equity. During 2013, the carrying value of the Series A Preferred Stock was adjusted from its initial carrying value to the initial redemption price of $104,000 . In the event we do not redeem the Series A Preferred Stock between June 7, 2016 and June 6, 2017, we will be required to record further accretion adjustments through net income attributable to common shareholders up to the maximum redemption price of $108,000 . |
Financing Arrangements (Notes)
Financing Arrangements (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Transfers and Servicing [Abstract] | |
Financing Arrangements | Financing Arrangements We routinely enter into accounts receivable securitization and factoring programs . We account for transfers of receivables pursuant to these programs as a sale and remove them from the consolidated balance sheet. Significant new or updated programs are as follows: • On October 9, 2015, we entered into a $150 million U.S. securitization program, replacing a similar arrangement in existence during the nine months ended September 27, 2015. Under this program, we will receive cash consideration of up to $150 million and a receivable for the remainder of the purchase price (the “Deferred Purchase Price”). This securitization program utilizes a bankruptcy-remote special-purpose entity (“SPE”). The SPE is wholly owned by a subsidiary of Kraft Heinz and its sole business consists of the purchase or acceptance, through capital contributions of receivables and related assets, from a Kraft Heinz subsidiary and subsequent transfer of such receivables and related assets to a bank. Although the SPE is included in our condensed consolidated financial statements, it is a separate legal entity with separate creditors who will be entitled, upon its liquidation, to be satisfied out of the SPE's assets prior to any assets or value in the SPE becoming available to Kraft Heinz or its subsidiaries. The assets of the SPE are not available to pay creditors of Kraft Heinz or its subsidiaries. This program expires in October 2016. • We have a $70 million Australian dollar factoring program in which we receive cash consideration of up to $70 million Australian dollars and a receivable for the Deferred Purchase Price. This program began in August 2014 and automatically renews annually until it is terminated by either party. • We have a $50 million New Zealand dollar factoring program in which we receive cash consideration of up to $50 million New Zealand dollars and a receivable for the Deferred Purchase Price. This program began in August 2014 and automatically renews annually until it is terminated by either party. • We have a £90 million and €35 million European factoring program in which we receive cash consideration of up to ninety-five percent of the £90 million and €35 million facilities and a receivable for the remainder of the Deferred Purchase Price. This program began in December 2014 and automatically renews annually until it is terminated by either party. The cash consideration and carrying amount of receivables removed from the condensed consolidated balance sheets in connection with the above programs were $267 million at September 27, 2015 and $284 million at December 28, 2014. The fair value of the Deferred Purchase Price was $83 million at September 27, 2015 and $161 million at December 28, 2014. The Deferred Purchase Price is included in trade receivables on the condensed consolidated balance sheets and had a carrying value which approximated its fair value at September 27, 2015 and December 28, 2014 . The proceeds from these sales are recognized on the condensed consolidated statements of cash flows as a component of operating activities. We act as servicer for these arrangements and have not recorded any servicing assets or liabilities for these arrangements as of September 27, 2015 and December 28, 2014 because they were not material to the financial statements. |
Financial Instruments (Notes)
Financial Instruments (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | Financial Instruments Derivative Volume: We operate internationally, with manufacturing and sales facilities in various locations around the world, and utilize certain derivative financial instruments to manage commodity price risk, foreign currency, debt and interest rate exposures. The notional values of our derivative instruments at September 27, 2015 and December 28, 2014 were: Notional Amount September 27, 2015 December 28, 2014 (in millions) Commodity contracts $ 954 $ — Foreign exchange contracts 1,824 4,607 Cross-currency contracts 4,418 9,900 Interest rate contracts — 7,921 Fair Value of Derivative Instruments: Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair values and the levels within the fair value hierarchy of derivative instruments recorded on the condensed consolidated balance sheets at September 27, 2015 and December 28, 2014 were (in millions): September 27, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts $ — $ — $ 45 $ 13 $ — $ — $ 45 $ 13 Cross-currency contracts — — 513 — — — 513 — Derivatives not designated as hedging instruments: Commodity contracts 25 54 1 4 — — 26 58 Foreign exchange contracts — — 35 1 — — 35 1 Cross-currency contracts — — 66 — — — 66 — Total fair value $ 25 $ 54 $ 660 $ 18 $ — $ — $ 685 $ 72 December 28, 2014 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts $ — $ — $ 46 $ 15 $ — $ — $ 46 $ 15 Cross-currency contracts — — 357 2 — — 357 2 Interest rate contracts — — 2 16 — — 2 16 Derivatives not designated as hedging instruments: Foreign exchange contracts — — 169 108 — — 169 108 Total fair value $ — $ — $ 574 $ 141 $ — $ — $ 574 $ 141 Our derivative financial instruments are subject to master netting arrangements that allow for the offset of assets and liabilities in the event of default or early termination of the contract. We elect to record the gross assets and liabilities of our derivative financial instruments on the condensed consolidated balance sheets. If the derivative financial instruments had been netted on the condensed consolidated balance sheets, the asset and liability positions each would have been reduced by $40 million at September 27, 2015 and $141 million at December 28, 2014 . No material amounts of collateral were received or posted on our derivative assets and liabilities at September 27, 2015 . Level 1 financial assets and liabilities consist of commodity future and options contracts and are valued using quoted prices in active markets for identical assets and liabilities. Level 2 financial assets and liabilities consist of commodity forwards, foreign exchange forwards, interest rate swaps and cross-currency swaps. Commodity forwards are valued using an income approach based on the observable market commodity index prices less the contract rate multiplied by the notional amount. Foreign exchange forwards are valued using an income approach based on observable market forward rates less the contract rate multiplied by the notional amount. Cross-currency swaps are valued based on observable market spot and swap rates. Interest rate swaps are valued based on observable market swap rates. Our calculation of the fair value of financial instruments takes into consideration the risk of nonperformance, including counterparty credit risk. There have been no transfers between Levels 1, 2 and 3 in any period presented. The fair values of our asset derivatives are recorded within other current assets and other assets. The fair values of our liability derivatives are recorded within other current liabilities and other liabilities. Foreign Currency Hedging: We use forward contracts to mitigate our foreign currency exchange rate exposure due to forecasted purchases of raw materials, sales of finished goods, and future settlement of foreign currency denominated assets and liabilities. Our principal foreign currency exposures that are hedged include the British Pound Sterling, Euro, Canadian dollar, and New Zealand dollar. Derivatives used to hedge forecasted transactions and specific cash flows associated with foreign currency denominated financial assets and liabilities that meet the criteria for hedge accounting are designated as cash flow hedges. Consequently, the effective portion of gains and losses is deferred as a component of accumulated other comprehensive losses and is recognized in net income at the time the hedged item affects net income, in the same line item as the underlying hedged item. Forward points are excluded from the assessment and measurement of hedge ineffectiveness, which are reported in current period net income as interest expense. Net Investment Hedging: We have numerous investments in our foreign subsidiaries, the net assets of which are exposed to volatility in foreign currency exchange rates. We manage this risk by utilizing derivative and non-derivative instruments, including cross-currency swap contracts and certain foreign denominated debt designated as net investment hedges. In the third quarter of 2015, we issued foreign denominated debt instruments, which we designated as net investment hedges. At September 27, 2015 , the principal amounts of this foreign denominated debt totaled €0.8 billion and £0.4 billion . At September 27, 2015 , our cross-currency swaps consisted of: Instrument Pay % Notional (local) (in billions) Receive % Notional (USD) (in billions) Exchanges Maturity Cross-currency swap 6.462% £ 0.8 6.15% $ 1.4 Jan-Apr-Jul-Oct October 2019 Cross-currency swap 5.696% € 0.9 6.15% $ 1.1 Jan-Apr-Jul-Oct October 2019 Cross-currency swap 6.68% C$ 1.8 6.15% $ 1.6 Mar-Jun-Sep-Dec December 2019 The component of the gains and losses on our net investment in these designated foreign operations, driven by changes in foreign exchange rates, are economically offset by movements in the fair values of our cross-currency swap contracts and remeasurement of our foreign denominated debt. The fair value of the swaps and remeasurement of our foreign denominated debt are calculated each period with changes in fair value reported in foreign currency translation adjustments within accumulated other comprehensive losses, net of tax. Such amounts will remain in accumulated other comprehensive losses until the complete or substantially complete liquidation of our investment in the underlying foreign operations. As of September 27, 2015 , we had partially unwound our Euro swap (USD notional amount of $1.9 billion ) and our British Pound Sterling swap (USD notional amount of $3.2 billion ). Additionally, as of September 27, 2015, we had fully unwound our Australian dollar swap (USD notional amount of $750 million ) and our Japanese yen swap (USD notional amount of $50 million ). Interest Rate Hedging: We have used interest rate swaps to manage debt and interest rate exposures. We are exposed to interest rate volatility with regard to existing fixed and floating rate debt and could be exposed to such volatility for future issuances. Primary exposures include United States Treasury rates and London Interbank Offered Rates (“LIBOR”). In the second quarter of 2015, we de-designated all of our outstanding interest rate swaps (total notional amount of $6.4 billion ) from hedging relationships in connection with the repayment of the Term B-1 and Term B-2 loans. We determined that the related forecasted future cash flows were probable of not occurring, and as a result, we reclassified $227 million of deferred losses reported in accumulated other comprehensive losses to net income as interest expense. Hedge Coverage: At September 27, 2015 , we had hedged forecasted transactions for the following durations: • foreign currency transactions for periods not exceeding the next two years; and • cross-currency transactions for periods not exceeding the next four years. Hedge Ineffectiveness: We record the pre-tax gains or losses reclassified from accumulated other comprehensive losses due to ineffectiveness in: • other expense, net for foreign exchange contracts related to forecasted transactions; and • interest expense for interest rate contracts. Deferred Hedging Gains and Losses: Based on our valuation at September 27, 2015 and assuming market rates remain constant through contract maturities, we expect to transfer unrealized gains of $45 million (net of taxes) for foreign currency cash flow hedges, and unrealized losses of $3 million (net of taxes) for interest rate cash flow hedges to net income during the next 12 months. Concentration of Credit Risk: Counterparties to foreign exchange and interest rate derivatives consist of major international financial institutions. We continually monitor our positions and the credit ratings of the counterparties involved and, by policy, limit the amount of our credit exposure to any one party. While we may be exposed to potential losses due to the credit risk of non-performance by these counterparties, losses are not anticipated. We closely monitor the credit risk associated with our counterparties and customers and to date have not experienced material losses. Economic Hedging: We enter into certain derivative contracts not designated as hedging instruments in accordance with our risk management strategy which have an economic impact of largely mitigating commodity price risk and foreign currency exposures. In order to manage the volatility related to forecasted purchases of certain raw materials, we use futures, future options and forward contracts with maturities generally less than one year. We also enter into certain cross currency swap and foreign currency forward contracts to help mitigate the translation impact resulting from accounting remeasurement of certain foreign-currency denominated intercompany loans and other foreign-currency denominated activities between our subsidiaries. These cross currency and forward contracts are scheduled to mature within the next four years. Gains and losses are recorded in net income as a component of cost of products sold for our commodity contracts and other expense, net for our cross currency swap and foreign currency contracts. Derivative Impact on the Statements of Income and Statements of Comprehensive Income: The following tables present the pre-tax effect of derivative instruments on the statements of income and statements of comprehensive income for the three and nine months ended September 27, 2015 and September 28, 2014 : For the Three Months Ended September 27, 2015 September 28, 2014 Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate Contracts Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate (in millions) Derivatives designated as hedging instruments: Cash flow hedges: Gains recognized in other comprehensive income (effective portion) $ — $ 53 $ — $ — $ — $ 8 $ — $ 30 Net investment hedges: Gains recognized in other comprehensive income (effective portion) — — 218 — — — 435 — Total gains recognized in other comprehensive income (effective portion) $ — $ 53 $ 218 $ — $ — $ 8 $ 435 $ 30 Cash flow hedges: Cost of products sold (effective portion) $ — $ 16 $ — $ — $ — $ (2 ) $ — $ — Interest expense — — — (1 ) — — — — — 16 — (1 ) — (2 ) — — Derivatives not designated as hedging instruments: Losses on derivatives recognized in cost of products sold (21 ) — — — — — — — Gains/(losses) on derivatives recognized in other expense, net — 9 46 (3 ) — 99 — — (21 ) 9 46 (3 ) — 99 — — Total (losses)/gains recognized in statement of income $ (21 ) $ 25 $ 46 $ (4 ) $ — $ 97 $ — $ — For the Nine Months Ended September 27, 2015 September 28, 2014 Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate Contracts Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate (in millions) Derivatives designated as hedging instruments: Cash flow hedges: Gains/(losses) recognized in other comprehensive income (effective portion) $ — $ 44 $ — $ (111 ) $ — $ (22 ) $ — $ (178 ) Net investment hedges: Gains recognized in other comprehensive income (effective portion) — — 639 — — — 176 — Total gains/(losses) recognized in other comprehensive income (effective portion) $ — $ 44 $ 639 $ (111 ) $ — $ (22 ) $ 176 $ (178 ) Cash flow hedges: Net sales $ — $ (2 ) $ — $ — $ — $ (1 ) $ — $ — Cost of products sold (effective portion) — 32 — — — 7 — — Other expense, net — 1 — — — 1 — — Interest expense — — — (238 ) — — — — — 31 — (238 ) — 7 — — Derivatives not designated as hedging instruments: Losses on derivatives recognized in cost of products sold (21 ) — — — — — — — Gains on derivatives recognized in other expense, net — 42 46 8 — 99 — — (21 ) 42 46 8 — 99 — — Total (losses)/gains recognized in statement of income $ (21 ) $ 73 $ 46 $ (230 ) $ — $ 106 $ — $ — Related to our non-derivative, foreign denominated debt instruments designated as net investment hedges, we recognized a $22 million gain in comprehensive loss for the three and nine months ended September 27, 2015. |
Venezuela - Foreign Currency an
Venezuela - Foreign Currency and Inflation (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Foreign Currency [Abstract] | |
Venezuela - Foreign Currency and Inflation | Venezuela - Foreign Currency and Inflation We have a subsidiary in Venezuela that manufactures and sells a variety of products, primarily in the condiments and sauces and infant/nutrition categories. We apply highly inflationary accounting to our business in Venezuela. Under highly inflationary accounting, the financial statements of our Venezuelan subsidiary are remeasured into our reporting currency (U.S. dollars) based on the legally available exchange rate at which we expect to settle the underlying transactions. Exchange gains and losses from the remeasurement of monetary assets and liabilities are reflected in current net income, rather than accumulated other comprehensive losses on the balance sheet, until the Venezuelan economy is no longer considered highly inflationary. Certain non-monetary assets and liabilities are recorded at the applicable historical exchange rates. There are currently three exchange rates legally available to us for converting Venezuelan bolivars to U.S. dollars, including: • the official exchange rate of BsF 6.30 per U.S. dollar, which is available through the government-operated National Center of Foreign Commerce (“CENCOEX”) and is applicable to import activities related to certain necessities, including food products; • the Complimentary System of Foreign Currency Acquirement (“SICAD I”) rate of approximately BsF 12 per U.S. dollar, which operates similar to an auction system and allows entities in specific sectors to bid for U.S. dollars to be used for specified import transactions; and • the Marginal Currency System (“SIMADI”) rate, which has averaged approximately BsF 197 per U.S. dollar since commencement of trading and is an open-market exchange format that allows for legal trading of foreign currency based upon supply and demand. Prior to February 2015, a fourth foreign exchange market mechanism (SICAD II) was available to us. SICAD II became effective on March 24, 2014 and was the market through which U.S. dollars were to be obtained for the remittance of dividends. This market had significantly higher foreign exchange rates than those available through the other foreign exchange mechanisms, with published weighted average daily exchange rates of approximately BsF 50 per U.S. dollar. During 2014, we had limited access to the SICAD II market mechanism and converted 164 million bolivars into $3 million U.S. dollars, recognizing a $23 million transactional currency loss which was recorded in other expense, net, in the condensed consolidated statements of income for the nine months ended September 28, 2014. In February 2015, the SICAD I and SICAD II foreign currency exchange systems were merged. The published exchange rate for the combined SICAD mechanism continues to be approximately BsF 12 per U.S. dollar. We have had limited access to, and settlements at, the current official exchange rate of BsF 6.30 per U.S. dollar during the three and nine months ended September 27, 2015. We currently have $26 million of outstanding requests as at September 27, 2015 for payment of invoices for the purchase of ingredients and packaging materials for the years from 2012 through 2015. We were not invited and did not participate in the SICAD mechanism during the three and nine months ended September 27, 2015 , and have no intent to participate in this mechanism for the foreseeable future. Additionally, we did not have any settlements at SIMADI rates during the three and nine months ended September 27, 2015 . As a result, up until June 2015, we had determined that the official CENCOEX rate of BsF 6.30 per U.S. dollar was the most appropriate rate to use for remeasurement. In June 2015, due to the continued lack of liquidity and increasing economic uncertainty, we reevaluated the rate used to remeasure the monetary assets and liabilities of our Venezuelan subsidiary. As of June 28, 2015, we determined that the then SIMADI rate of BsF 197.7 per U.S. dollar was the most appropriate legally available rate and remeasured our net monetary assets of our Venezuelan subsidiary, resulting in a nonmonetary currency devaluation of $234 million recorded in other expense, net, in the condensed consolidated statements of income during the second quarter of 2015. Additionally, we assessed the non-monetary assets of our Venezuelan subsidiary for impairment, which resulted in a $49 million loss to write down inventory to the lower of cost or market, which was recorded in cost of products sold in the condensed consolidated statements of income during the second quarter of 2015. As of September 27, 2015, we continue to believe that the SIMADI rate is the most appropriate legally available rate. Prior to the devaluation, our Venezuelan subsidiary had recognized net sales of $352 million and operating income of $51 million for the six months ended June 28, 2015. As a result of the devaluation, it recognized net sales of $3 million and had an operating loss of $5 million for the three months ended September 27, 2015 . |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings: We are routinely involved in legal proceedings, claims, and governmental inquiries, inspections or investigations (“Legal Matters”) arising in the ordinary course of our business. On April 1, 2015, the Commodity Futures Trading Commission (“CFTC”) filed a formal complaint against Mondelēz International, Inc. (“Mondelēz International,” formerly known as Kraft Foods Inc.) and Kraft in the U.S. District Court for the Northern District of Illinois, Eastern Division, related to activities involving the trading of December 2011 wheat futures contracts. The complaint alleges that Mondelēz International and Kraft (1) manipulated or attempted to manipulate the wheat markets during the fall of 2011, (2) violated position limit levels for wheat futures, and (3) engaged in non-competitive trades by trading both sides of exchange-for-physical Chicago Board of Trade wheat contracts. As previously disclosed by Kraft, these activities arose prior to the October 1, 2012 spin-off of Kraft by Mondelēz International to its shareholders and involve the business now owned and operated by Mondelēz International or its affiliates. The Separation and Distribution Agreement between Kraft and Mondelēz International, dated as of September 27, 2012, governs the allocation of liabilities between Mondelēz International and Kraft and, accordingly, Mondelēz International will predominantly bear the costs of this matter and any monetary penalties or other payments that the CFTC may impose. We do not expect this matter to have a material adverse effect on our financial condition, results of operations, or business. As previously disclosed, six lawsuits were filed in connection with the 2015 Merger against Kraft, members of its board of directors, Heinz, Kite Merger Sub Corp. and Kite Merger Sub LLC. The plaintiffs in these matters alleged, among other things, that (i) the Form S-4 contained material omissions and misleading statements, and (ii) the members of the Kraft board of directors breached their fiduciary duties in connection with the 2015 Merger. The plaintiffs sought, among other things, injunctive relief and damages. As disclosed in Kraft’s Form 8-K filed on June 24, 2015, on June 23, 2015, Kraft entered into a memorandum of understanding with the plaintiffs providing for the settlement of all of these lawsuits. While we cannot predict with certainty the results of Legal Matters in which we are currently involved or may in the future be involved, we do not expect that the ultimate costs to resolve any of the Legal Matters that are currently pending will have a material adverse effect on our financial condition or results of operations. |
Earnings Per Share (Notes)
Earnings Per Share (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share As a result of the stock conversion prior to the 2015 Merger (see Note 1, Background and Basis of Presentation ) all historical per share data, and numbers of shares and numbers of equity awards outstanding were retroactively adjusted. For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions, except per share amounts) Basic and Diluted Earnings Per Common Share: Net loss attributable to common shareholders $ (303 ) $ (8 ) $ (551 ) $ (46 ) Weighted average shares of common stock outstanding 1,142 377 633 377 Loss per share $ (0.27 ) $ (0.02 ) $ (0.87 ) $ (0.12 ) We use the treasury stock method to calculate the dilutive effect of outstanding warrants and equity awards in the denominator for diluted earnings per common share. We had net losses attributable to common shareholders in all periods presented. Therefore, we have excluded the dilutive effects of stock options, RSUs, and warrants as their inclusion would have an anti-dilutive effect on earnings per common share (“EPS”). Anti-dilutive shares excluded totaled 12 million for the three months and 19 million for the nine months ended September 27, 2015 and 20 million for the three months and 20 million for the nine months ended September 28, 2014 . |
Segment Reporting (Notes)
Segment Reporting (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting We manufacture and market food and beverage products, including condiments and sauces, cheese and dairy, meals, meats, refreshment beverages, coffee, and other grocery products, throughout the world. Following the 2015 Merger, we revised our segment structure and began to manage and report our operating results through three reportable segments defined by geographic region: United States, Canada, and Europe. Our remaining businesses are combined and disclosed as “Rest of World”. Rest of World is comprised of three operating segments: Asia Pacific, Latin America, and Russia, India, the Middle East and Africa (“RIMEA”). We began to report on our reorganized segment structure during the third quarter of 2015 and have reflected this structure for all historical periods presented. Management evaluates segment performance based on several factors including net sales and segment adjusted earnings before interest, tax, depreciation and amortization (“Segment Adjusted EBITDA”). Management uses Segment Adjusted EBITDA to evaluate segment performance and allocate resources. Segment Adjusted EBITDA assists management in comparing our performance on a consistent basis for purposes of business decision-making by removing the impact of certain items that management believes do not directly reflect our core operations. These items include depreciation and amortization (including amortization of postretirement benefit plans prior service credits), equity award compensation expense, integration and restructuring expenses, merger costs, unrealized gains and losses on commodity hedges (the unrealized gains and losses are recorded in Corporate until realized; once realized, the gains and losses are recorded in the applicable segment operating results), impairment losses, gain/loss associated with the sale of a business, nonmonetary currency devaluation, and certain general corporate expenses. In addition, Segment Adjusted EBITDA includes the operating results of acquired companies on a pro forma basis as if the acquisition had occurred on the first day of the earliest period presented. Management does not use assets by segment to evaluate performance or allocate resources and therefore, we do not disclose assets by segment. Our reportable segment net sales and income consisted of: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Net sales: United States $ 4,298 $ 834 $ 6,043 $ 2,643 Canada 539 148 804 474 Europe 599 696 1,845 2,225 Rest of World 684 916 2,522 2,781 Net sales $ 6,120 $ 2,594 $ 11,214 $ 8,123 For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Segment Adjusted EBITDA: United States $ 1,061 $ 1,046 $ 3,437 $ 3,361 Canada 110 138 374 435 Europe 222 205 661 658 Rest of World 125 177 498 493 General corporate expenses (36 ) (32 ) (106 ) (111 ) Depreciation and amortization (excluding integration and restructuring expenses) (193 ) (222 ) (619 ) (694 ) Integration and restructuring expenses (482 ) (163 ) (681 ) (502 ) Merger costs (139 ) (15 ) (193 ) (49 ) Unrealized gains/(losses) on commodity hedges — (10 ) 23 13 Impairment losses — — (58 ) (62 ) Gain/(loss) on sale of business — — 21 — Nonmonetary currency devaluation — — (49 ) — Equity award compensation expense (16 ) (26 ) (60 ) (80 ) Pro forma adjustments (253 ) (689 ) (1,896 ) (2,246 ) Operating income 399 409 1,352 1,216 Interest expense 460 167 1,055 504 Other expense, net 108 28 314 80 (Loss)/income before income taxes $ (169 ) $ 214 $ (17 ) $ 632 Our net sales by product categories were: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Condiments and sauces $ 1,524 $ 1,345 $ 4,185 $ 4,088 Cheese and dairy 1,184 — 1,184 — Ambient meals 819 395 1,457 1,134 Frozen and chilled meals 413 448 1,306 1,454 Meats 685 44 781 150 Refreshment beverages 353 — 353 — Coffee 310 — 310 — Infant/nutrition 190 273 707 859 Desserts, toppings and baking 203 — 203 — Nuts and salted snacks 243 — 243 — Other 196 89 485 438 Total $ 6,120 $ 2,594 $ 11,214 $ 8,123 |
Supplemental Financial Informat
Supplemental Financial Information (Notes) | 9 Months Ended |
Sep. 27, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Information | Supplemental Financial Information As discussed in Note 11, Debt , we fully and unconditionally guarantee the notes issued by our 100% owned operating subsidiary, Kraft Heinz Foods Company. None of our other subsidiaries guarantee these notes. Set forth below are the unaudited condensed consolidating financial statements presenting the results of operations, financial position and cash flows of The Kraft Heinz Company (as parent guarantor), Kraft Heinz Foods Company (as subsidiary issuer of the notes), and the non-guarantor subsidiaries on a combined basis and eliminations necessary to arrive at the total reported information on a consolidated basis. This unaudited condensed consolidating financial information has been prepared and presented pursuant to SEC Regulation S-X Rule 3-10, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or being Registered.” This information is not intended to present the financial position, results of operations and cash flows of the individual companies or groups of companies in accordance with U.S. GAAP. Eliminations represent adjustments to eliminate investments in subsidiaries and intercompany balances and transactions between or among the parent guarantor, subsidiary issuer, and the non-guarantor subsidiaries. The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Three Months Ended September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 3,155 $ 3,094 $ (129 ) $ 6,120 Cost of products sold — 2,372 2,249 (129 ) 4,492 Gross profit — 783 845 — 1,628 Selling, general and administrative expenses — 1,077 152 — 1,229 Operating (loss)/income — (294 ) 693 — 399 Interest expense — 450 10 — 460 Other (income)/expense, net — (13 ) 121 — 108 (Loss)/income before income taxes — (731 ) 562 — (169 ) Equity in earnings of subsidiaries (123 ) 442 — (319 ) — (Benefit from)/provision for income taxes — (166 ) 117 — (49 ) Net (loss)/income (123 ) (123 ) 445 (319 ) (120 ) Net income attributable to noncontrolling interest — — 3 — 3 Net (loss)/income excluding noncontrolling interest $ (123 ) $ (123 ) $ 442 $ (319 ) $ (123 ) Comprehensive loss excluding noncontrolling interest $ (17 ) $ (17 ) $ (269 ) $ 286 $ (17 ) The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Three Months Ended September 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 50 $ 2,594 $ (50 ) $ 2,594 Cost of products sold — — 1,877 (50 ) 1,827 Gross profit — 50 717 — 767 Selling, general and administrative expenses — 37 321 — 358 Operating income — 13 396 — 409 Interest expense — 155 12 — 167 Other expense, net — 3 25 — 28 (Loss)/income before income taxes — (145 ) 359 — 214 Equity in earnings of subsidiaries 172 304 — (476 ) — (Benefit from)/provision for income taxes — (13 ) 53 — 40 Net income 172 172 306 (476 ) 174 Net income attributable to noncontrolling interest — — 2 — 2 Net income excluding noncontrolling interest $ 172 $ 172 $ 304 $ (476 ) $ 172 Comprehensive loss excluding noncontrolling interest $ (268 ) $ (268 ) $ (425 ) $ 693 $ (268 ) The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Nine Months Ended September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 3,261 $ 8,188 $ (235 ) $ 11,214 Cost of products sold — 2,373 5,719 (235 ) 7,857 Gross profit — 888 2,469 — 3,357 Selling, general and administrative expenses — 1,189 816 — 2,005 Operating (loss)/income — (301 ) 1,653 — 1,352 Interest expense — 1,019 36 — 1,055 Other expense, net — 70 244 — 314 (Loss)/income before income taxes — (1,390 ) 1,373 — (17 ) Equity in earnings of subsidiaries (11 ) 1,108 — (1,097 ) — (Benefit from)/provision for income taxes — (271 ) 255 — (16 ) Net (loss)/income (11 ) (11 ) 1,118 (1,097 ) (1 ) Net income attributable to noncontrolling interest — — 10 — 10 Net (loss)/income excluding noncontrolling interest $ (11 ) $ (11 ) $ 1,108 $ (1,097 ) $ (11 ) Comprehensive loss excluding noncontrolling interest $ (50 ) $ (50 ) $ (226 ) $ 276 $ (50 ) The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Nine Months Ended September 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 165 $ 8,123 $ (165 ) $ 8,123 Cost of products sold — 2 5,904 (165 ) 5,741 Gross profit — 163 2,219 — 2,382 Selling, general and administrative expenses — 124 1,042 — 1,166 Operating income — 39 1,177 — 1,216 Interest expense — 466 38 — 504 Other expense, net — 20 60 — 80 (Loss)/income before income taxes — (447 ) 1,079 — 632 Equity in earnings of subsidiaries 494 934 — (1,428 ) — (Benefit from)/provision for income taxes — (7 ) 132 — 125 Net income 494 494 947 (1,428 ) 507 Net income attributable to noncontrolling interest — — 13 — 13 Net income excluding noncontrolling interest $ 494 $ 494 $ 934 $ (1,428 ) $ 494 Comprehensive (loss)/income excluding noncontrolling interest $ (7 ) $ (7 ) $ 275 $ (268 ) $ (7 ) The Kraft Heinz Company Condensed Consolidating Balance Sheets (in millions) (Unaudited) As of September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ — $ 2,734 $ 1,703 $ — $ 4,437 Trade receivables — 639 974 — 1,613 Receivables due from affiliates — 382 88 (470 ) — Inventories — 1,450 1,531 — 2,981 Short-term lending due from affiliates — 1,677 4,312 (5,989 ) — Other current assets — 737 643 — 1,380 Total current assets — 7,619 9,251 (6,459 ) 10,411 Property, plant and equipment, net — 3,785 2,647 — 6,432 Goodwill — 27,683 19,067 — 46,750 Investments in subsidiaries 67,131 60,733 — (127,864 ) — Intangible assets, net — 3,119 53,574 — 56,693 Long-term lending due from affiliates — 1,700 2,000 (3,700 ) — Other assets — 462 1,044 — 1,506 TOTAL ASSETS $ 67,131 $ 105,101 $ 87,583 $ (138,023 ) $ 121,792 LIABILITIES AND EQUITY Short-term lending due to affiliates — 4,312 1,677 (5,989 ) — Trade payables — 1,061 1,658 — 2,719 Payables due to affiliates — 88 382 (470 ) — Accrued marketing — 260 472 — 732 Accrued postemployment costs — 363 38 — 401 Income taxes payable — 35 375 — 410 Other current liabilities — 1,112 372 — 1,484 Total current liabilities — 7,231 4,974 (6,459 ) 5,746 Long-term debt — 24,197 1,053 — 25,250 Long-term borrowings due to affiliates — 2,000 1,897 (3,897 ) — Deferred income taxes — 1,435 18,249 — 19,684 Accrued postemployment costs — 2,551 468 — 3,019 Other liabilities — 556 178 — 734 TOTAL LIABILITIES — 37,970 26,819 (10,356 ) 54,433 Redeemable noncontrolling interest — — 22 — 22 9.00% Series A cumulative redeemable preferred stock 8,320 — — — 8,320 Total shareholders' equity 58,811 67,131 60,536 (127,667 ) 58,811 Noncontrolling interest — — 206 — 206 TOTAL EQUITY 58,811 67,131 60,742 (127,667 ) 59,017 TOTAL LIABILITIES AND EQUITY $ 67,131 $ 105,101 $ 87,583 $ (138,023 ) $ 121,792 The Kraft Heinz Company Condensed Consolidating Balance Sheets (in millions) (Unaudited) As of December 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ — $ 533 $ 1,765 $ — $ 2,298 Trade receivables — — 851 — 851 Receivables due from affiliates — 231 187 (418 ) — Inventories — — 1,185 — 1,185 Short-term lending due from affiliates — 534 2,604 (3,138 ) — Other current assets — 285 356 (60 ) 581 Total current assets — 1,583 6,948 (3,616 ) 4,915 Property, plant and equipment, net — 246 2,119 — 2,365 Goodwill — — 14,959 — 14,959 Investments in subsidiaries 15,437 27,176 — (42,613 ) — Intangible assets, net — 5,017 8,171 — 13,188 Long-term lending due from affiliates — — 2,000 (2,000 ) — Other assets — 458 650 — 1,108 TOTAL ASSETS $ 15,437 $ 34,480 $ 34,847 $ (48,229 ) $ 36,535 LIABILITIES AND EQUITY Short-term lending due to affiliates — 2,604 534 (3,138 ) — Trade payables — 28 1,623 — 1,651 Payables due to affiliates — 187 231 (418 ) — Accrued marketing — — 297 — 297 Accrued postemployment costs — — 15 — 15 Income taxes payable — 176 104 (48 ) 232 Other current liabilities — 281 628 (12 ) 897 Total current liabilities — 3,276 3,432 (3,616 ) 3,092 Long-term debt — 11,346 2,012 — 13,358 Long-term borrowings due to affiliates — 2,000 228 (2,228 ) — Deferred income taxes — 2,304 1,563 — 3,867 Accrued postemployment costs — 13 231 — 244 Other liabilities — 104 185 — 289 TOTAL LIABILITIES — 19,043 7,651 (5,844 ) 20,850 Redeemable noncontrolling interest — — 29 — 29 9.00% Series A cumulative redeemable preferred stock 8,320 — — — 8,320 Total shareholders' equity 7,117 15,437 26,948 (42,385 ) 7,117 Noncontrolling interest — — 219 — 219 TOTAL EQUITY 7,117 15,437 27,167 (42,385 ) 7,336 TOTAL LIABILITIES AND EQUITY $ 15,437 $ 34,480 $ 34,847 $ (48,229 ) $ 36,535 The Kraft Heinz Company Condensed Consolidating Statements of Cash Flows (in millions) (Unaudited) For the Nine Months Ended September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by/(used for) operating activities $ 180 $ (503 ) $ 1,249 $ (180 ) $ 746 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures — (130 ) (236 ) — (366 ) Net proceeds from/(payments on) intercompany lending activities — 785 (650 ) (135 ) — Return of capital 997 5 — (1,002 ) — Payments to acquire Kraft Foods Group, Inc., net of cash acquired — (9,535 ) 67 — (9,468 ) Additional investments in subsidiaries (10,000 ) — — 10,000 — Other investing activities, net — 450 (17 ) — 433 Net cash (used for)/provided by investing activities (9,003 ) (8,425 ) (836 ) 8,863 (9,401 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt — (12,282 ) (26 ) — (12,308 ) Proceeds from long-term debt — 14,033 790 — 14,823 Net repayments of short-term debt — — (49 ) — (49 ) Net proceeds from/(payments on) intercompany borrowing activities — 650 (785 ) 135 — Proceeds from issuance of common stock 10,000 10,000 — (10,000 ) 10,000 Dividends paid-preferred stock (540 ) — — — (540 ) Dividends paid-common stock (637 ) (1,177 ) — 1,177 (637 ) Other intercompany capital stock transactions — — (5 ) 5 — Other financing activities, net — (95 ) (3 ) — (98 ) Net cash provided by/(used for) financing activities 8,823 11,129 (78 ) (8,683 ) 11,191 Effect of exchange rate changes on cash and cash equivalents — — (397 ) — (397 ) Cash and cash equivalents: Net increase/(decrease) — 2,201 (62 ) — 2,139 Balance at beginning of period — 533 1,765 — 2,298 Balance at end of period $ — $ 2,734 $ 1,703 $ — $ 4,437 The Kraft Heinz Company Condensed Consolidating Statements of Cash Flows (in millions) (Unaudited) For the Nine Months Ended September 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by/(used for) operating activities $ 417 $ 206 $ 1,601 $ (893 ) $ 1,331 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures — (45 ) (202 ) — (247 ) Net (payments on)/proceeds from intercompany lending activities — (273 ) (649 ) 922 — Return of capital 123 — — (123 ) — Other investing activities, net — 14 24 — 38 Net cash provided by/(used for) investing activities 123 (304 ) (827 ) 799 (209 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt — (71 ) (4 ) — (75 ) Proceeds from long-term debt — — 2 — 2 Net repayments of short-term debt — — (11 ) — (11 ) Net proceeds from/(payments on) intercompany borrowing activities — 649 273 (922 ) — Dividends paid-preferred stock (540 ) — — — (540 ) Dividends paid-common stock — (540 ) (476 ) 1,016 — Other financing activities, net — 14 — — 14 Net cash (used for)/provided by financing activities (540 ) 52 (216 ) 94 (610 ) Effect of exchange rate changes on cash and cash equivalents — — (117 ) — (117 ) Cash and cash equivalents: Net (decrease)/increase — (46 ) 441 — 395 Balance at beginning of period — 48 2,411 — 2,459 Balance at end of period $ — $ 2 $ 2,852 $ — $ 2,854 |
Background and Basis of Prese27
Background and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 27, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards: In May 2014, the Financial Accounting Standards Board (the “FASB”) issued an accounting standards update (“ASU”) that superseded previously existing revenue recognition guidance. Under this ASU, an entity will apply a principles-based five step model to recognize revenue upon the transfer of promised goods or services to customers and in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This ASU will be effective beginning in the first quarter of our fiscal year 2018. We are currently evaluating the impact that this ASU will have on our financial statements and related disclosures. In April 2015, the FASB issued an ASU intended to simplify the presentation of debt issuance costs. The ASU requires that debt issuance costs be presented on the balance sheet as a direct deduction from the carrying amount of debt, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this ASU. We early-adopted this ASU in the third quarter of 2015, and accordingly reclassified unamortized debt issuance costs of $228 million from other assets to long-term debt on the condensed consolidated balance sheet at December 28, 2014. In September 2015, the FASB issued an ASU intended to simplify the accounting for measurement period adjustments in a business combination. Measurement period adjustments are changes to provisional amounts recorded when the accounting for a business combination is incomplete as of the end of a reporting period. The measurement period can extend for up to a year following the transaction date. During the measurement period, companies may make adjustments to provisional amounts when information necessary to complete the measurement is received. The ASU requires companies to recognize these adjustments, including any related impacts to net income, in the reporting period in which the adjustments are determined. Companies are no longer required to retroactively apply measurement period adjustments to all periods presented. We early-adopted this ASU in the third quarter of 2015. The adoption of this ASU did not have a material impact on our financial statements and related disclosures. |
Merger and Acquisition (Tables)
Merger and Acquisition (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Business Combinations [Abstract] | |
Business Combination, Schedule of Consideration Exchanged | The 2015 Merger was accounted for under the acquisition method of accounting for business combinations and Heinz was considered to be the acquiring company. Under the acquisition method of accounting, total consideration exchanged was (in millions): Aggregate fair value of Kraft common stock $ 42,502 $16.50 per share special cash dividend 9,782 Fair value of replacement equity awards 353 Total consideration exchanged $ 52,637 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The preliminary purchase price allocation to assets acquired and liabilities assumed in the transaction was: (in millions) Cash $ 314 Other current assets 3,893 Property, plant and equipment 4,215 Identifiable intangible assets 44,107 Other non-current assets 661 Trade and other payables (3,370 ) Long-term debt (9,286 ) Net postemployment benefits and other noncurrent liabilities (4,731 ) Deferred income tax liabilities (15,812 ) Net assets acquired 19,991 Goodwill on acquisition 32,646 Total consideration 52,637 Preliminary fair value of shares exchanged and equity awards 42,855 Total cash consideration paid to Kraft shareholders 9,782 Cash and cash equivalents of Kraft at Merger Date 314 Acquisition of business, net of cash on hand $ 9,468 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The preliminary purchase price allocation to identifiable intangible assets acquired was: Preliminary Fair Value Weighted Average Life (in millions of dollars) Indefinite-lived trademarks $ 39,710 Definite-lived trademarks 1,594 23 Customer relationships 2,803 29 Total identifiable intangible assets $ 44,107 |
Business Acquisition, Pro Forma Information | The following tables provide unaudited pro forma results, prepared in accordance with ASC 805, for the three and nine months ended September 27, 2015 and September 28, 2014 , as if Kraft had been acquired as of December 30, 2013. For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions, except per share data) Net sales $ 6,363 $ 6,993 $ 20,323 $ 21,626 Net income 12 608 1,116 1,500 Basic (loss)/earnings per share (0.14 ) 0.36 0.48 0.80 Diluted (loss)/earnings per share (0.14 ) 0.35 0.47 0.78 |
Integration and Restructuring29
Integration and Restructuring Expenses (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Costs Excluded from Segments | We do not include Integration Program and Restructuring expenses within Segment Adjusted EBITDA. The pre-tax impact of allocating such expenses to our reportable segments would have been as follows: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) United States $ 365 $ 47 $ 405 $ 130 Canada 39 — 51 103 Europe 72 73 106 144 Rest of World 1 14 10 34 Non-Operating 5 7 15 34 $ 482 $ 141 $ 587 $ 445 |
Restructuring Costs by Type and Income Statement Location | Our total Integration Program and Restructuring expenses were: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Severance and Employee benefit costs - COGS $ 85 $ 21 $ 104 $ 100 Severance and Employee benefit costs - SG&A 311 21 324 32 Asset related costs - COGS 49 41 83 169 Asset related costs - SG&A — — — 8 Other exit costs - COGS 25 47 48 107 Other exit costs - SG&A 12 11 28 29 $ 482 $ 141 $ 587 $ 445 |
Integration Program | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Restructuring Reserve by Type of Cost | As of September 27, 2015, the liability balance associated with the Integration Program, which qualifies as U.S. GAAP exit and disposal costs, was: Severance and Employee Benefit Costs Other Exit Costs (a) Total (in millions) Balance at December 28, 2014 $ — $ — $ — Charges 379 5 384 Cash payments (147 ) (2 ) (149 ) Non-cash utilization (64 ) — (64 ) Balance at September 27, 2015 $ 168 $ 3 $ 171 (a) Other costs primarily represent contract and lease terminations. |
Restructuring Activities | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Restructuring Reserve by Type of Cost | As of September 27, 2015, the liability balance associated with active restructuring projects, which qualifies as U.S. GAAP exit and disposal costs, was: Severance and Employee Benefit Costs Other Exit Costs (a) Total (in millions) Balance at December 28, 2014 $ 53 $ 26 $ 79 Charges 49 14 63 Cash payments (86 ) (14 ) (100 ) Non-cash utilization (1 ) (1 ) (2 ) Balance at September 27, 2015 $ 15 $ 25 $ 40 (a) Other costs primarily represent contract and lease terminations. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories at September 27, 2015 and December 28, 2014 were: September 27, 2015 December 28, 2014 (in millions) Packaging and ingredients $ 611 $ 223 Work in process 405 136 Finished product 1,965 826 Inventories $ 2,981 $ 1,185 |
Property, Plant and Equipment31
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment at September 27, 2015 and December 28, 2014 were: September 27, 2015 December 28, 2014 (in millions) Land $ 317 $ 199 Buildings and improvements 1,690 597 Equipment and other 4,214 1,735 Construction in progress 824 265 7,045 2,796 Accumulated depreciation (613 ) (431 ) Property, plant and equipment, net $ 6,432 $ 2,365 |
Goodwill and Intangible Asset32
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the carrying amount of goodwill | Changes in the carrying amount of goodwill from December 28, 2014 to September 27, 2015 , by reportable segment, were: United States Canada Europe Rest of World Total (in millions) Balance at December 28, 2014 $ 8,754 $ 1,348 $ 3,454 $ 1,403 $ 14,959 2015 Merger purchase accounting 27,682 4,964 — — 32,646 Translation adjustments — (540 ) (115 ) (246 ) (901 ) Other 1 (5 ) (94 ) 144 46 Balance at September 27, 2015 $ 36,437 $ 5,767 $ 3,245 $ 1,301 $ 46,750 |
Changes in the carrying amount of indefinite-lived intangible assets | Indefinite-lived intangible assets primarily consisted of trademarks. The changes in indefinite-lived intangible assets from December 28, 2014 to September 27, 2015 were: (in millions) Balance at December 28, 2014 $ 11,872 2015 Merger purchase accounting 39,710 Impairment losses on indefinite-lived intangible assets (58 ) Transfers to definite-lived intangible assets (553 ) Translation adjustments (392 ) Balance at September 27, 2015 $ 50,579 |
Schedule of definite-lived intangible assets by major asset class | Definite-lived intangible assets at September 27, 2015 and December 28, 2014 were: September 27, 2015 December 28, 2014 Gross Accumulated Amortization Net Gross Accumulated Amortization Net (in millions) Trademarks $ 2,091 $ (22 ) $ 2,069 $ — $ — $ — Customer-related assets 4,051 (166 ) 3,885 1,315 (99 ) 1,216 Licenses 193 (44 ) 149 118 (31 ) 87 Other 15 (4 ) 11 15 (2 ) 13 $ 6,350 $ (236 ) $ 6,114 $ 1,448 $ (132 ) $ 1,316 |
Employees' Stock Incentive Pl33
Employees' Stock Incentive Plans (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Rollforward of stock option activity | Our stock option activity from December 28, 2014 to September 27, 2015 was: Number of Stock Options Options outstanding at December 28, 2014 8,570,796 Kraft options converted 13,887,135 Options granted 3,409,031 Options forfeited (593,462 ) Options exercised (655,436 ) Options outstanding at September 27, 2015 24,618,064 |
Allocation of share-based compensation costs | The compensation cost related to equity awards is primarily recognized in SG&A. Equity award compensation cost and the related tax benefit was: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Pre-tax compensation cost $ 91 $ 3 $ 98 $ 6 Tax benefit 34 1 37 2 After-tax compensation cost $ 57 $ 2 $ 61 $ 4 |
Postemployment Benefits (Tables
Postemployment Benefits (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Components of Net Cost/(Benefit) | Net pension cost/(benefit) consisted of the following for the three and nine months ended September 27, 2015 and September 28, 2014: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans (in millions) Service cost $ 22 $ 1 $ 8 $ 6 $ 25 $ 3 $ 18 $ 19 Interest cost 82 7 30 28 91 22 73 83 Expected return on plan assets (86 ) (12 ) (55 ) (44 ) (94 ) (35 ) (140 ) (132 ) Amortization of unrecognized losses 1 — — — 3 — — — Settlements — — 8 — — — 19 — Curtailments (1 ) — (7 ) (2 ) (1 ) — (9 ) (2 ) Special termination benefits — — 4 2 — — 4 2 Other 3 — — — 3 — — — Net periodic cost/(benefit) $ 21 $ (4 ) $ (12 ) $ (10 ) $ 27 $ (10 ) $ (35 ) $ (30 ) |
Postretirement Benefit Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Components of Net Cost/(Benefit) | Net postretirement health care cost consisted of the following for the three and nine months ended September 27, 2015 and September 28, 2014: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Service cost $ 7 $ 2 $ 9 $ 4 Interest cost 33 3 37 7 Amortization of prior service credits (28 ) (2 ) (31 ) (5 ) Curtailments 1 (7 ) 1 (7 ) Net postretirement health care cost $ 13 $ (4 ) $ 16 $ (1 ) |
Accumulated Other Comprehensi35
Accumulated Other Comprehensive Losses (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Equity [Abstract] | |
Components of and Changes in Accumulated Other Comprehensive Losses | The components of, and changes in, accumulated other comprehensive losses were as follows (net of tax): Foreign Currency Translation Adjustments Net Postemployment Benefit Plan Adjustments Net Cash Flow Hedge Adjustments Total (in millions) Balance as of December 28, 2014 $ (574 ) $ 61 $ (61 ) $ (574 ) Foreign currency translation adjustments (1,426 ) — — (1,426 ) Net deferred gains on net investment hedges 421 — — 421 Net postemployment benefit gains — 873 — 873 Reclassification of net postemployment benefit gains to net income — (4 ) — (4 ) Net deferred losses on cash flow hedges — — (32 ) (32 ) Net deferred losses on cash flow hedges reclassified to net income — — 129 129 Total other comprehensive (loss)/income (1,005 ) 869 97 (39 ) Balance as of September 27, 2015 $ (1,579 ) $ 930 $ 36 $ (613 ) |
Tax (Expense)/Benefit Associated with each Component of Other Comprehensive Income/(Loss) | The tax (expense)/benefit recorded in and associated with each component of other comprehensive income/(loss) for the three and nine months ended September 27, 2015 and September 28, 2014 were as follows: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Net deferred gains on net investment hedges $ (45 ) $ (166 ) $ (240 ) $ (67 ) Net postemployment benefit gains/(losses) $ (554 ) $ 9 $ (548 ) $ 16 Reclassification of net postemployment benefit gains to net income $ 8 $ 1 $ 5 $ 2 Net deferred gains/(losses) on cash flow hedges $ (8 ) $ (15 ) $ 35 $ 64 Net deferred (gains)/losses on cash flow hedges reclassified to net income $ 6 $ 2 $ (78 ) $ 7 |
Amounts Reclassified From Accumulated Other Comprehensive Losses | The amounts reclassified from accumulated other comprehensive losses in the three and nine months ended September 27, 2015 and September 28, 2014 were as follows: Accumulated Other Comprehensive Losses Component Reclassified from Accumulated Other Comprehensive (Loss)/Income to Net Income Affected Line Item in the Statement Where Net Income is Presented For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Losses/(gains) on cash flow hedges: Foreign exchange contracts $ — $ — $ 2 $ 1 Net sales Foreign exchange contracts (16 ) 2 (32 ) (7 ) Cost of products sold Foreign exchange contracts — — (1 ) (1 ) Other expense, net Interest rate contracts 1 — 238 — Interest expense (15 ) 2 207 (7 ) Income before income taxes 6 2 (78 ) 7 Provision for income taxes $ (9 ) $ 4 $ 129 $ — Net income Losses/(gains) on postemployment benefits: Amortization of unrecognized losses $ 1 $ — $ 3 $ — (a) Prior service credits (28 ) (2 ) (31 ) (5 ) (a) Settlement loss 8 — 19 — (a) (19 ) (2 ) (9 ) (5 ) Income before income taxes 8 1 5 2 Provision for income taxes $ (11 ) $ (1 ) $ (4 ) $ (3 ) Net income (a) These components are included in the computation of net periodic postemployment benefit costs. See Note 9, Postemployment Benefits , for additional information. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-Term Debt: At September 27, 2015, the carrying value of our long-term debt consisted of the following (in millions of dollars): Currency: Maturity Dates Interest Rates* Carrying Value U.S. Dollar 2016-2045 1.500%-7.125% $ 22,807 Canadian Dollar 2018-2020 1.787%-2.700% 748 Euro 2023 2.000% 828 British Pound Sterling 2027-2030 4.125%-6.250% 801 Capital lease obligations (various) 140 Total long-term debt $ 25,324 Current portion of long-term debt 74 Total long-term debt, excluding current portion $ 25,250 *Floating interest rates are stated as of September 27, 2015 |
Schedule of Debt Activity | During the nine months ended September 27, 2015, the composition of our long-term debt changed largely due to the assumption of all outstanding long-term debt obligations of Kraft in connection with the 2015 Merger, as well as certain debt issuances, refinancing activities and repayments as summarized in the table below (excluding capital lease activity): Aggregate Principal Amount (in millions) Issuances and assumption of debt: 2025 Notes (a) $ 2,000 Euro Notes (b) € 750 Pound Sterling Notes (c) £ 400 US Dollar Notes (d) $ 10,000 Canadian Dollar Notes (e) C$ 1,000 Term Loan Facility (f) $ 600 Assumption of Kraft's long-term debt obligations (g) $ 8,600 Debt repayments (h) : Term B-1 Loan $ 2,780 Term B-2 Loan $ 5,601 2020 Notes $ 3,100 2025 Notes $ 800 (a) $2.0 billion aggregate principal amount of 4.875% Second Lien Senior Secured Notes due February 15, 2025 (the “2025 Notes”) (b) €750 million aggregate principal amount of 2.000% Senior Notes due June 30, 2023 (the “Euro Notes”) (c) £400 million aggregate principal amount of 4.125% Senior Notes due July 1, 2027 (the “Pound Sterling Notes”) (d) $1.0 billion aggregate principal amount of 1.600% Senior Notes due June 30, 2017 ; $1.5 billion aggregate principal amount of 2.000% Senior Notes due July 2, 2018 ; $1.5 billion aggregate principal amount of 2.800% Senior Notes due July 2, 2020 ; $1.0 billion aggregate principal amount of 3.500% Senior Notes due July 15, 2022 ; $2.0 billion aggregate principal amount of 3.950% Senior Notes due July 15, 2025 ; $1.0 billion aggregate principal amount of 5.000% Senior Notes due July 15, 2035 ; and $2.0 billion aggregate principal amount of 5.200% Senior Notes due July 15, 2045 (collectively, the “U.S. Dollar Notes”) (e) C$200 million aggregate principal amount of Floating Rate Senior Notes due July 6, 2018 , C$300 million aggregate principal amount of 2.700% Senior Notes due July 6, 2020 , and C$500 million aggregate principal amount of Floating Rate Senior Notes due July 6, 2020 (collectively, the “Canadian Dollar Notes”) (f) $600 million aggregate principal amount of our Senior Unsecured Term Loan Facility floating rate (LIBOR plus 1.250% ) due July 6, 2020 (the “Term Loan Facility”) (g) In connection with the 2015 Merger, Kraft Heinz Foods Company, our 100% owned subsidiary, assumed all of the long-term debt obligations of Kraft including the following obligations relating to its notes (collectively, the “Kraft Notes”). : $1.0 billion aggregate principal amount of 2.250% Notes due June 5, 2017 ; $1,035 million aggregate principal amount of 6.125% Notes due August 23, 2018 ; $900 million aggregate principal amount of 5.375% Notes due February 10, 2020 ; $2.0 billion aggregate principal amount of 3.500% Notes due June 6, 2022 ; $878 million aggregate principal amount of 6.875% Notes due January 26, 2039 ; $787 million aggregate principal amount of 6.500% Notes due February 9, 2040 ; and $2.0 billion aggregate principal amount of 5.000% Notes due June 4, 2042 The aggregate principal amounts above exclude a $686 million fair value adjustment that was recorded in preliminary purchase accounting as a debt premium. (h) In January 2015 we repaid $650 million aggregate principal amount of the Term B-1 Loan and $1,310 million aggregate principal amount of the Term B-2 Loan. On July 2, 2015, we repaid the remaining aggregate principal amounts of the Term B-1 Loan and the Term B-2 Loan, fully redeemed $3.1 billion aggregate principal amount of the 4.250% Second Lien Senior Secured Notes due 2020 (the “2020 Notes”) and partially redeemed $800 million aggregate principal amount of the 2025 Notes. |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of notional amounts of outstanding derivative positions | The notional values of our derivative instruments at September 27, 2015 and December 28, 2014 were: Notional Amount September 27, 2015 December 28, 2014 (in millions) Commodity contracts $ 954 $ — Foreign exchange contracts 1,824 4,607 Cross-currency contracts 4,418 9,900 Interest rate contracts — 7,921 |
Schedule of derivative fair values and levels within the fair value hierarchy on the balance sheets | The fair values and the levels within the fair value hierarchy of derivative instruments recorded on the condensed consolidated balance sheets at September 27, 2015 and December 28, 2014 were (in millions): September 27, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts $ — $ — $ 45 $ 13 $ — $ — $ 45 $ 13 Cross-currency contracts — — 513 — — — 513 — Derivatives not designated as hedging instruments: Commodity contracts 25 54 1 4 — — 26 58 Foreign exchange contracts — — 35 1 — — 35 1 Cross-currency contracts — — 66 — — — 66 — Total fair value $ 25 $ 54 $ 660 $ 18 $ — $ — $ 685 $ 72 December 28, 2014 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts $ — $ — $ 46 $ 15 $ — $ — $ 46 $ 15 Cross-currency contracts — — 357 2 — — 357 2 Interest rate contracts — — 2 16 — — 2 16 Derivatives not designated as hedging instruments: Foreign exchange contracts — — 169 108 — — 169 108 Total fair value $ — $ — $ 574 $ 141 $ — $ — $ 574 $ 141 |
Schedule of cross-currency swap derivatives | At September 27, 2015 , our cross-currency swaps consisted of: Instrument Pay % Notional (local) (in billions) Receive % Notional (USD) (in billions) Exchanges Maturity Cross-currency swap 6.462% £ 0.8 6.15% $ 1.4 Jan-Apr-Jul-Oct October 2019 Cross-currency swap 5.696% € 0.9 6.15% $ 1.1 Jan-Apr-Jul-Oct October 2019 Cross-currency swap 6.68% C$ 1.8 6.15% $ 1.6 Mar-Jun-Sep-Dec December 2019 |
Schedule of gains/(losses) recognized in statements of operations | The following tables present the pre-tax effect of derivative instruments on the statements of income and statements of comprehensive income for the three and nine months ended September 27, 2015 and September 28, 2014 : For the Three Months Ended September 27, 2015 September 28, 2014 Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate Contracts Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate (in millions) Derivatives designated as hedging instruments: Cash flow hedges: Gains recognized in other comprehensive income (effective portion) $ — $ 53 $ — $ — $ — $ 8 $ — $ 30 Net investment hedges: Gains recognized in other comprehensive income (effective portion) — — 218 — — — 435 — Total gains recognized in other comprehensive income (effective portion) $ — $ 53 $ 218 $ — $ — $ 8 $ 435 $ 30 Cash flow hedges: Cost of products sold (effective portion) $ — $ 16 $ — $ — $ — $ (2 ) $ — $ — Interest expense — — — (1 ) — — — — — 16 — (1 ) — (2 ) — — Derivatives not designated as hedging instruments: Losses on derivatives recognized in cost of products sold (21 ) — — — — — — — Gains/(losses) on derivatives recognized in other expense, net — 9 46 (3 ) — 99 — — (21 ) 9 46 (3 ) — 99 — — Total (losses)/gains recognized in statement of income $ (21 ) $ 25 $ 46 $ (4 ) $ — $ 97 $ — $ — For the Nine Months Ended September 27, 2015 September 28, 2014 Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate Contracts Commodity Contracts Foreign Exchange Cross-Currency Contracts Interest Rate (in millions) Derivatives designated as hedging instruments: Cash flow hedges: Gains/(losses) recognized in other comprehensive income (effective portion) $ — $ 44 $ — $ (111 ) $ — $ (22 ) $ — $ (178 ) Net investment hedges: Gains recognized in other comprehensive income (effective portion) — — 639 — — — 176 — Total gains/(losses) recognized in other comprehensive income (effective portion) $ — $ 44 $ 639 $ (111 ) $ — $ (22 ) $ 176 $ (178 ) Cash flow hedges: Net sales $ — $ (2 ) $ — $ — $ — $ (1 ) $ — $ — Cost of products sold (effective portion) — 32 — — — 7 — — Other expense, net — 1 — — — 1 — — Interest expense — — — (238 ) — — — — — 31 — (238 ) — 7 — — Derivatives not designated as hedging instruments: Losses on derivatives recognized in cost of products sold (21 ) — — — — — — — Gains on derivatives recognized in other expense, net — 42 46 8 — 99 — — (21 ) 42 46 8 — 99 — — Total (losses)/gains recognized in statement of income $ (21 ) $ 73 $ 46 $ (230 ) $ — $ 106 $ — $ — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | As a result of the stock conversion prior to the 2015 Merger (see Note 1, Background and Basis of Presentation ) all historical per share data, and numbers of shares and numbers of equity awards outstanding were retroactively adjusted. For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions, except per share amounts) Basic and Diluted Earnings Per Common Share: Net loss attributable to common shareholders $ (303 ) $ (8 ) $ (551 ) $ (46 ) Weighted average shares of common stock outstanding 1,142 377 633 377 Loss per share $ (0.27 ) $ (0.02 ) $ (0.87 ) $ (0.12 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Segment Reporting [Abstract] | |
Net Sales by Segment | Our reportable segment net sales and income consisted of: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Net sales: United States $ 4,298 $ 834 $ 6,043 $ 2,643 Canada 539 148 804 474 Europe 599 696 1,845 2,225 Rest of World 684 916 2,522 2,781 Net sales $ 6,120 $ 2,594 $ 11,214 $ 8,123 |
Segment Adjusted EBITDA | For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Segment Adjusted EBITDA: United States $ 1,061 $ 1,046 $ 3,437 $ 3,361 Canada 110 138 374 435 Europe 222 205 661 658 Rest of World 125 177 498 493 General corporate expenses (36 ) (32 ) (106 ) (111 ) Depreciation and amortization (excluding integration and restructuring expenses) (193 ) (222 ) (619 ) (694 ) Integration and restructuring expenses (482 ) (163 ) (681 ) (502 ) Merger costs (139 ) (15 ) (193 ) (49 ) Unrealized gains/(losses) on commodity hedges — (10 ) 23 13 Impairment losses — — (58 ) (62 ) Gain/(loss) on sale of business — — 21 — Nonmonetary currency devaluation — — (49 ) — Equity award compensation expense (16 ) (26 ) (60 ) (80 ) Pro forma adjustments (253 ) (689 ) (1,896 ) (2,246 ) Operating income 399 409 1,352 1,216 Interest expense 460 167 1,055 504 Other expense, net 108 28 314 80 (Loss)/income before income taxes $ (169 ) $ 214 $ (17 ) $ 632 |
Net Sales by Product | Our net sales by product categories were: For the Three Months Ended For the Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 (in millions) Condiments and sauces $ 1,524 $ 1,345 $ 4,185 $ 4,088 Cheese and dairy 1,184 — 1,184 — Ambient meals 819 395 1,457 1,134 Frozen and chilled meals 413 448 1,306 1,454 Meats 685 44 781 150 Refreshment beverages 353 — 353 — Coffee 310 — 310 — Infant/nutrition 190 273 707 859 Desserts, toppings and baking 203 — 203 — Nuts and salted snacks 243 — 243 — Other 196 89 485 438 Total $ 6,120 $ 2,594 $ 11,214 $ 8,123 |
Supplemental Financial Inform40
Supplemental Financial Information (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidating Statements of Income | The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Three Months Ended September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 3,155 $ 3,094 $ (129 ) $ 6,120 Cost of products sold — 2,372 2,249 (129 ) 4,492 Gross profit — 783 845 — 1,628 Selling, general and administrative expenses — 1,077 152 — 1,229 Operating (loss)/income — (294 ) 693 — 399 Interest expense — 450 10 — 460 Other (income)/expense, net — (13 ) 121 — 108 (Loss)/income before income taxes — (731 ) 562 — (169 ) Equity in earnings of subsidiaries (123 ) 442 — (319 ) — (Benefit from)/provision for income taxes — (166 ) 117 — (49 ) Net (loss)/income (123 ) (123 ) 445 (319 ) (120 ) Net income attributable to noncontrolling interest — — 3 — 3 Net (loss)/income excluding noncontrolling interest $ (123 ) $ (123 ) $ 442 $ (319 ) $ (123 ) Comprehensive loss excluding noncontrolling interest $ (17 ) $ (17 ) $ (269 ) $ 286 $ (17 ) The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Three Months Ended September 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 50 $ 2,594 $ (50 ) $ 2,594 Cost of products sold — — 1,877 (50 ) 1,827 Gross profit — 50 717 — 767 Selling, general and administrative expenses — 37 321 — 358 Operating income — 13 396 — 409 Interest expense — 155 12 — 167 Other expense, net — 3 25 — 28 (Loss)/income before income taxes — (145 ) 359 — 214 Equity in earnings of subsidiaries 172 304 — (476 ) — (Benefit from)/provision for income taxes — (13 ) 53 — 40 Net income 172 172 306 (476 ) 174 Net income attributable to noncontrolling interest — — 2 — 2 Net income excluding noncontrolling interest $ 172 $ 172 $ 304 $ (476 ) $ 172 Comprehensive loss excluding noncontrolling interest $ (268 ) $ (268 ) $ (425 ) $ 693 $ (268 ) The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Nine Months Ended September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 3,261 $ 8,188 $ (235 ) $ 11,214 Cost of products sold — 2,373 5,719 (235 ) 7,857 Gross profit — 888 2,469 — 3,357 Selling, general and administrative expenses — 1,189 816 — 2,005 Operating (loss)/income — (301 ) 1,653 — 1,352 Interest expense — 1,019 36 — 1,055 Other expense, net — 70 244 — 314 (Loss)/income before income taxes — (1,390 ) 1,373 — (17 ) Equity in earnings of subsidiaries (11 ) 1,108 — (1,097 ) — (Benefit from)/provision for income taxes — (271 ) 255 — (16 ) Net (loss)/income (11 ) (11 ) 1,118 (1,097 ) (1 ) Net income attributable to noncontrolling interest — — 10 — 10 Net (loss)/income excluding noncontrolling interest $ (11 ) $ (11 ) $ 1,108 $ (1,097 ) $ (11 ) Comprehensive loss excluding noncontrolling interest $ (50 ) $ (50 ) $ (226 ) $ 276 $ (50 ) The Kraft Heinz Company Condensed Consolidating Statements of Income (in millions) (Unaudited) For the Nine Months Ended September 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 165 $ 8,123 $ (165 ) $ 8,123 Cost of products sold — 2 5,904 (165 ) 5,741 Gross profit — 163 2,219 — 2,382 Selling, general and administrative expenses — 124 1,042 — 1,166 Operating income — 39 1,177 — 1,216 Interest expense — 466 38 — 504 Other expense, net — 20 60 — 80 (Loss)/income before income taxes — (447 ) 1,079 — 632 Equity in earnings of subsidiaries 494 934 — (1,428 ) — (Benefit from)/provision for income taxes — (7 ) 132 — 125 Net income 494 494 947 (1,428 ) 507 Net income attributable to noncontrolling interest — — 13 — 13 Net income excluding noncontrolling interest $ 494 $ 494 $ 934 $ (1,428 ) $ 494 Comprehensive (loss)/income excluding noncontrolling interest $ (7 ) $ (7 ) $ 275 $ (268 ) $ (7 ) |
Condensed Consolidating Balance Sheets | The Kraft Heinz Company Condensed Consolidating Balance Sheets (in millions) (Unaudited) As of September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ — $ 2,734 $ 1,703 $ — $ 4,437 Trade receivables — 639 974 — 1,613 Receivables due from affiliates — 382 88 (470 ) — Inventories — 1,450 1,531 — 2,981 Short-term lending due from affiliates — 1,677 4,312 (5,989 ) — Other current assets — 737 643 — 1,380 Total current assets — 7,619 9,251 (6,459 ) 10,411 Property, plant and equipment, net — 3,785 2,647 — 6,432 Goodwill — 27,683 19,067 — 46,750 Investments in subsidiaries 67,131 60,733 — (127,864 ) — Intangible assets, net — 3,119 53,574 — 56,693 Long-term lending due from affiliates — 1,700 2,000 (3,700 ) — Other assets — 462 1,044 — 1,506 TOTAL ASSETS $ 67,131 $ 105,101 $ 87,583 $ (138,023 ) $ 121,792 LIABILITIES AND EQUITY Short-term lending due to affiliates — 4,312 1,677 (5,989 ) — Trade payables — 1,061 1,658 — 2,719 Payables due to affiliates — 88 382 (470 ) — Accrued marketing — 260 472 — 732 Accrued postemployment costs — 363 38 — 401 Income taxes payable — 35 375 — 410 Other current liabilities — 1,112 372 — 1,484 Total current liabilities — 7,231 4,974 (6,459 ) 5,746 Long-term debt — 24,197 1,053 — 25,250 Long-term borrowings due to affiliates — 2,000 1,897 (3,897 ) — Deferred income taxes — 1,435 18,249 — 19,684 Accrued postemployment costs — 2,551 468 — 3,019 Other liabilities — 556 178 — 734 TOTAL LIABILITIES — 37,970 26,819 (10,356 ) 54,433 Redeemable noncontrolling interest — — 22 — 22 9.00% Series A cumulative redeemable preferred stock 8,320 — — — 8,320 Total shareholders' equity 58,811 67,131 60,536 (127,667 ) 58,811 Noncontrolling interest — — 206 — 206 TOTAL EQUITY 58,811 67,131 60,742 (127,667 ) 59,017 TOTAL LIABILITIES AND EQUITY $ 67,131 $ 105,101 $ 87,583 $ (138,023 ) $ 121,792 The Kraft Heinz Company Condensed Consolidating Balance Sheets (in millions) (Unaudited) As of December 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ — $ 533 $ 1,765 $ — $ 2,298 Trade receivables — — 851 — 851 Receivables due from affiliates — 231 187 (418 ) — Inventories — — 1,185 — 1,185 Short-term lending due from affiliates — 534 2,604 (3,138 ) — Other current assets — 285 356 (60 ) 581 Total current assets — 1,583 6,948 (3,616 ) 4,915 Property, plant and equipment, net — 246 2,119 — 2,365 Goodwill — — 14,959 — 14,959 Investments in subsidiaries 15,437 27,176 — (42,613 ) — Intangible assets, net — 5,017 8,171 — 13,188 Long-term lending due from affiliates — — 2,000 (2,000 ) — Other assets — 458 650 — 1,108 TOTAL ASSETS $ 15,437 $ 34,480 $ 34,847 $ (48,229 ) $ 36,535 LIABILITIES AND EQUITY Short-term lending due to affiliates — 2,604 534 (3,138 ) — Trade payables — 28 1,623 — 1,651 Payables due to affiliates — 187 231 (418 ) — Accrued marketing — — 297 — 297 Accrued postemployment costs — — 15 — 15 Income taxes payable — 176 104 (48 ) 232 Other current liabilities — 281 628 (12 ) 897 Total current liabilities — 3,276 3,432 (3,616 ) 3,092 Long-term debt — 11,346 2,012 — 13,358 Long-term borrowings due to affiliates — 2,000 228 (2,228 ) — Deferred income taxes — 2,304 1,563 — 3,867 Accrued postemployment costs — 13 231 — 244 Other liabilities — 104 185 — 289 TOTAL LIABILITIES — 19,043 7,651 (5,844 ) 20,850 Redeemable noncontrolling interest — — 29 — 29 9.00% Series A cumulative redeemable preferred stock 8,320 — — — 8,320 Total shareholders' equity 7,117 15,437 26,948 (42,385 ) 7,117 Noncontrolling interest — — 219 — 219 TOTAL EQUITY 7,117 15,437 27,167 (42,385 ) 7,336 TOTAL LIABILITIES AND EQUITY $ 15,437 $ 34,480 $ 34,847 $ (48,229 ) $ 36,535 |
Condensed Consolidating Statements of Cash Flows | The Kraft Heinz Company Condensed Consolidating Statements of Cash Flows (in millions) (Unaudited) For the Nine Months Ended September 27, 2015 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by/(used for) operating activities $ 180 $ (503 ) $ 1,249 $ (180 ) $ 746 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures — (130 ) (236 ) — (366 ) Net proceeds from/(payments on) intercompany lending activities — 785 (650 ) (135 ) — Return of capital 997 5 — (1,002 ) — Payments to acquire Kraft Foods Group, Inc., net of cash acquired — (9,535 ) 67 — (9,468 ) Additional investments in subsidiaries (10,000 ) — — 10,000 — Other investing activities, net — 450 (17 ) — 433 Net cash (used for)/provided by investing activities (9,003 ) (8,425 ) (836 ) 8,863 (9,401 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt — (12,282 ) (26 ) — (12,308 ) Proceeds from long-term debt — 14,033 790 — 14,823 Net repayments of short-term debt — — (49 ) — (49 ) Net proceeds from/(payments on) intercompany borrowing activities — 650 (785 ) 135 — Proceeds from issuance of common stock 10,000 10,000 — (10,000 ) 10,000 Dividends paid-preferred stock (540 ) — — — (540 ) Dividends paid-common stock (637 ) (1,177 ) — 1,177 (637 ) Other intercompany capital stock transactions — — (5 ) 5 — Other financing activities, net — (95 ) (3 ) — (98 ) Net cash provided by/(used for) financing activities 8,823 11,129 (78 ) (8,683 ) 11,191 Effect of exchange rate changes on cash and cash equivalents — — (397 ) — (397 ) Cash and cash equivalents: Net increase/(decrease) — 2,201 (62 ) — 2,139 Balance at beginning of period — 533 1,765 — 2,298 Balance at end of period $ — $ 2,734 $ 1,703 $ — $ 4,437 The Kraft Heinz Company Condensed Consolidating Statements of Cash Flows (in millions) (Unaudited) For the Nine Months Ended September 28, 2014 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by/(used for) operating activities $ 417 $ 206 $ 1,601 $ (893 ) $ 1,331 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures — (45 ) (202 ) — (247 ) Net (payments on)/proceeds from intercompany lending activities — (273 ) (649 ) 922 — Return of capital 123 — — (123 ) — Other investing activities, net — 14 24 — 38 Net cash provided by/(used for) investing activities 123 (304 ) (827 ) 799 (209 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt — (71 ) (4 ) — (75 ) Proceeds from long-term debt — — 2 — 2 Net repayments of short-term debt — — (11 ) — (11 ) Net proceeds from/(payments on) intercompany borrowing activities — 649 273 (922 ) — Dividends paid-preferred stock (540 ) — — — (540 ) Dividends paid-common stock — (540 ) (476 ) 1,016 — Other financing activities, net — 14 — — 14 Net cash (used for)/provided by financing activities (540 ) 52 (216 ) 94 (610 ) Effect of exchange rate changes on cash and cash equivalents — — (117 ) — (117 ) Cash and cash equivalents: Net (decrease)/increase — (46 ) 441 — 395 Balance at beginning of period — 48 2,411 — 2,459 Balance at end of period $ — $ 2 $ 2,852 $ — $ 2,854 |
Background and Basis of Prese41
Background and Basis of Presentation Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 02, 2015 | Mar. 29, 2015 | Sep. 28, 2014 | Sep. 28, 2014 | Sep. 27, 2015 | Dec. 28, 2014 | Jun. 07, 2013 |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Prior Period Reclassification Adjustment | $ 228 | ||||||
Common stock, shares outstanding | 1,213,171,703 | 377,010,463 | |||||
Common stock, shares issued | 1,213,358,420 | 377,010,463 | |||||
Total cash consideration paid to Kraft shareholders | $ 9,782 | ||||||
Business acquisition, common stock of parent, conversion ratio to common stock of successor company | 0.443332 | ||||||
Revision to Previously Misclassified Customer Related Intangible Asset Amortization Effect of Revision on Selling, General, and Administrative Expenses | $ 17 | $ 51 | |||||
Revision to Previously Misclassified Customer Related Intangible Asset Amortization Effect of Revision on Costs of Products Sold | (17) | (51) | |||||
Out-of-period correction to Goodwill | $ (40) | ||||||
Out-of-period correction to Deferred Tax Assets | (11) | ||||||
Out-of-period correction to Accumulated Other Comprehensive Income | $ (51) | ||||||
Berkshire Hathaway and 3G Global Food Holdings | |||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Common stock, shares outstanding | 850,000,000 | ||||||
Common stock, shares issued | 500,000,000 | ||||||
Total cash consideration paid to Kraft shareholders | $ 10,000 | ||||||
Berkshire Hathaway | |||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Noncash or part noncash acquisition, equity consideration, warrants issued | 46,000,000 | ||||||
H.J. Heinz Holding Corporation | |||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Business acquisition, common stock of parent, conversion ratio to common stock of successor company | 0.443332 | ||||||
Kraft Shareholders | H.J. Heinz Holding Corporation | |||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Business Acquisition, Common Stock of Subsidiary, Conversion Ratio to Common Stock of Parent | 1 | ||||||
Special Cash Dividend | Kraft Shareholders | |||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Common Stock, Dividends, Per Share, Declared | $ 16.50 | ||||||
Change to Accounting Policy for Certain Warehouse and Distribution Costs | |||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Change in Accounting Policy Effect of Change on Selling, General, and Administrative Expenses | (171) | (501) | |||||
Change in Accounting Policy Effect of Change on Costs of Products Sold | 171 | 501 | |||||
Change to Accounting Policy for Trademark and License Intangible Asset Impairments and Amortization | |||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||
Change in Accounting Policy Effect of Change on Selling, General, and Administrative Expenses | 5 | 77 | |||||
Change in Accounting Policy Effect of Change on Costs of Products Sold | $ (5) | $ (77) |
Merger and Acquisition Addition
Merger and Acquisition Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 27, 2015 | Sep. 27, 2015 | Sep. 27, 2015 | Dec. 27, 2014 | Jul. 02, 2015 | Dec. 28, 2014 | |
Business Combinations [Abstract] | ||||||
Net sales | $ 18,200 | |||||
Business combination, net sales of acquiree since Merger Date, actual | $ 3,900 | |||||
Business combination, net loss of acquiree since Merger Date, actual | (90) | |||||
Goodwill on acquisition | $ 46,750 | $ 46,750 | $ 46,750 | $ 32,646 | $ 14,959 | |
Business combination, inventory fair value adjustment | 347 | |||||
Business acquisition, pro forma adjustments, business acquisition costs, net of tax | 59 | 102 | ||||
Business Acquisition, Pro Forma Adjustment, Inventory Fair Value Adjustment, Net of Tax | $ 213 | $ 213 |
Merger and Acquisition Consider
Merger and Acquisition Consideration Transferred (Details) $ / shares in Units, $ in Millions | Jul. 02, 2015USD ($)$ / shares |
Business Acquisition [Line Items] | |
Preliminary fair value of shares exchanged and equity awards | $ 42,855 |
$16.50 per share special cash dividend | 9,782 |
Fair value of replacement equity awards | 42,855 |
Total consideration exchanged | $ 52,637 |
Special Cash Dividend | Kraft Shareholders | |
Business Acquisition [Line Items] | |
Common Stock, Dividends, Per Share, Declared | $ / shares | $ 16.50 |
Common Stock | |
Business Acquisition [Line Items] | |
Preliminary fair value of shares exchanged and equity awards | $ 42,502 |
Fair value of replacement equity awards | 42,502 |
Equity Securities | |
Business Acquisition [Line Items] | |
Preliminary fair value of shares exchanged and equity awards | 353 |
Fair value of replacement equity awards | $ 353 |
Merger and Acquisition Recogniz
Merger and Acquisition Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Jul. 02, 2015 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 |
Business Combinations [Abstract] | ||||
Cash | $ 314 | |||
Other current assets | 3,893 | |||
Property, plant and equipment | 4,215 | |||
Identifiable intangible assets | 44,107 | |||
Other non-current assets | 661 | |||
Trade and other payables | (3,370) | |||
Long-term debt | (9,286) | |||
Net postemployment benefits and other noncurrent liabilities | (4,731) | |||
Deferred income tax liabilities | (15,812) | |||
Net assets acquired | 19,991 | |||
Goodwill on acquisition | 32,646 | $ 46,750 | $ 14,959 | |
Total consideration exchanged | 52,637 | |||
Preliminary fair value of shares exchanged and equity awards | 42,855 | |||
Total cash consideration paid to Kraft shareholders | 9,782 | |||
Acquisition of business, net of cash on hand | $ 9,468 | $ 9,468 | $ 0 |
Merger and Acquisition Indefini
Merger and Acquisition Indefinite-lived and Definite-lived Intangible Assets Acquired (Details) $ in Millions | Jul. 02, 2015USD ($) |
Business Acquisition [Line Items] | |
Identifiable intangible assets | $ 44,107 |
Trademarks | |
Business Acquisition [Line Items] | |
Identifiable intangible assets | 39,710 |
Trademarks | |
Business Acquisition [Line Items] | |
Identifiable intangible assets | $ 1,594 |
Finite-lived intangible asset, useful life | 23 years |
Customer relationships | |
Business Acquisition [Line Items] | |
Identifiable intangible assets | $ 2,803 |
Finite-lived intangible asset, useful life | 29 years |
Merger and Acquisition Pro Form
Merger and Acquisition Pro Forma (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Business Combinations [Abstract] | ||||
Net sales | $ 6,363 | $ 6,993 | $ 20,323 | $ 21,626 |
Net income | $ 12 | $ 608 | $ 1,116 | $ 1,500 |
Basic (loss)/earnings per share (in dollars per share) | $ (0.14) | $ 0.36 | $ 0.48 | $ 0.80 |
Diluted (loss)/earnings per share (in dollars per share) | $ (0.14) | $ 0.35 | $ 0.47 | $ 0.78 |
Integration and Restructuring47
Integration and Restructuring Expenses Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 28 Months Ended | ||
Sep. 27, 2015USD ($)factory | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($)employeefactory | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($)employeefactory | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, incurred costs | $ 482 | $ 141 | $ 587 | $ 445 | |
Integration Program | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring, expected annual pre-tax cost savings | 1,500 | 1,500 | $ 1,500 | ||
Restructuring, expected costs | $ 1,900 | $ 1,900 | $ 1,900 | ||
Restructuring and related cost, expected cost, classified as costs of products sold, percent | 60.00% | 60.00% | 60.00% | ||
Restructuring and related activities, number of facilities eliminated | factory | 7 | 7 | 7 | ||
Restructuring and related cost, incurred costs | $ 401 | $ 443 | |||
Charges | $ 384 | ||||
Restructuring and related cost, expected cost, cash expenditures, percent | 60.00% | 60.00% | 60.00% | ||
Restructuring and related cost, expected cost, capital expenditures | $ 1,100 | $ 1,100 | $ 1,100 | ||
Number, positions eliminated | employee | 2,250 | ||||
Restructuring Activities | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, incurred costs | 81 | $ 141 | $ 144 | $ 445 | |
Charges | 63 | ||||
Number, positions eliminated | employee | 7,800 | ||||
Severance and Employee Benefit Costs | Integration Program | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring, expected costs | 700 | $ 700 | $ 700 | ||
Restructuring and related cost, expected number of positions eliminated | employee | 2,650 | ||||
Restructuring and related cost, incurred costs | 375 | $ 379 | |||
Charges | 379 | ||||
Severance and Employee Benefit Costs | Restructuring Activities | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Charges | 49 | ||||
Restructuring, costs incurred to date | 500 | 500 | 500 | ||
Non-Cash Asset-Related Costs | Integration Program | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring, expected costs | 1,100 | $ 1,100 | 1,100 | ||
Restructuring and related cost, expected number of positions eliminated | employee | 2,600 | ||||
Restructuring and related cost, incurred costs | 3 | $ 25 | |||
Non-Cash Asset-Related Costs | Restructuring Activities | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring, costs incurred to date | 330 | 330 | 330 | ||
Other Exit Costs | Integration Program | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring, expected costs | 100 | 100 | 100 | ||
Charges | 5 | ||||
Other Exit Costs | Restructuring Activities | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Charges | 14 | ||||
Restructuring, costs incurred to date | 160 | 160 | $ 160 | ||
Other Implementation Costs | Integration Program | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, incurred costs | $ 23 | $ 34 | |||
Minimum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related activities, length of time for facility closures | 12 months | ||||
Maximum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related activities, length of time for facility closures | 24 months |
Integration and Restructuring48
Integration and Restructuring Expenses Integration Program Reserve Roll-forward (Details) - Integration Program $ in Millions | 9 Months Ended |
Sep. 27, 2015USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance | $ 0 |
Charges | 384 |
Cash payments | (149) |
Non-cash utilization | (64) |
Ending Balance | 171 |
Severance and Employee Benefit Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance | 0 |
Charges | 379 |
Cash payments | (147) |
Non-cash utilization | (64) |
Ending Balance | 168 |
Other Exit Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance | 0 |
Charges | 5 |
Cash payments | (2) |
Non-cash utilization | 0 |
Ending Balance | $ 3 |
Integration and Restructuring49
Integration and Restructuring Expenses Restructuring Reserve Roll-forward (Details) - Restructuring Activities $ in Millions | 9 Months Ended |
Sep. 27, 2015USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance | $ 79 |
Charges | 63 |
Cash payments | (100) |
Non-cash utilization | (2) |
Ending Balance | 40 |
Severance and Employee Benefit Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance | 53 |
Charges | 49 |
Cash payments | (86) |
Non-cash utilization | (1) |
Ending Balance | 15 |
Other Exit Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance | 26 |
Charges | 14 |
Cash payments | (14) |
Non-cash utilization | (1) |
Ending Balance | $ 25 |
Integration and Restructuring50
Integration and Restructuring Expenses Restructuring Costs by Type and Income Statement Location (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred costs | $ 482 | $ 141 | $ 587 | $ 445 |
Severance and Employee Benefit Costs | Cost of products sold | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred costs | 85 | 21 | 104 | 100 |
Severance and Employee Benefit Costs | Selling, general and administrative expenses | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred costs | 311 | 21 | 324 | 32 |
Non-Cash Asset-Related Costs | Cost of products sold | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred costs | 49 | 41 | 83 | 169 |
Non-Cash Asset-Related Costs | Selling, general and administrative expenses | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred costs | 0 | 0 | 0 | 8 |
Other Exit Costs | Cost of products sold | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred costs | 25 | 47 | 48 | 107 |
Other Exit Costs | Selling, general and administrative expenses | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred costs | $ 12 | $ 11 | $ 28 | $ 29 |
Integration and Restructuring51
Integration and Restructuring Expenses Restructuring Costs Excluded from Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred costs | $ 482 | $ 141 | $ 587 | $ 445 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred costs | 365 | 47 | 405 | 130 |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred costs | 39 | 0 | 51 | 103 |
Europe | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred costs | 72 | 73 | 106 | 144 |
Rest of World | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred costs | 1 | 14 | 10 | 34 |
Non-Operating | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred costs | $ 5 | $ 7 | $ 15 | $ 34 |
Inventories Components of Inven
Inventories Components of Inventories (Details) - USD ($) $ in Millions | Sep. 27, 2015 | Dec. 28, 2014 |
Inventory Disclosure [Abstract] | ||
Packaging and ingredients | $ 611 | $ 223 |
Work in process | 405 | 136 |
Finished product | 1,965 | 826 |
Inventories | $ 2,981 | $ 1,185 |
Property, Plant and Equipment C
Property, Plant and Equipment Components of Property, Plant and Equipment (Details) - USD ($) $ in Millions | Sep. 27, 2015 | Dec. 28, 2014 |
Property, Plant and Equipment [Abstract] | ||
Land | $ 317 | $ 199 |
Buildings and improvements | 1,690 | 597 |
Equipment and other | 4,214 | 1,735 |
Construction in progress | 824 | 265 |
Property, plant and equipment, gross | 7,045 | 2,796 |
Accumulated depreciation | (613) | (431) |
Property, plant and equipment, net | $ 6,432 | $ 2,365 |
Property, Plant and Equipment A
Property, Plant and Equipment Additional Information (Details) $ in Millions | Jul. 02, 2015USD ($) |
Property, Plant and Equipment [Abstract] | |
Business Combination, Property, Plant, and Equipment Acquired | $ 4,215 |
Goodwill and Intangible Asset55
Goodwill and Intangible Assets Goodwill by Segment (Details) $ in Millions | 9 Months Ended |
Sep. 27, 2015USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 14,959 |
Goodwill, purchase accounting adjustments | 32,646 |
Goodwill, translation adjustments | (901) |
Goodwill, other changes | 46 |
Goodwill, ending balance | 46,750 |
United States | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 8,754 |
Goodwill, purchase accounting adjustments | 27,682 |
Goodwill, translation adjustments | 0 |
Goodwill, other changes | 1 |
Goodwill, ending balance | 36,437 |
Canada | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 1,348 |
Goodwill, purchase accounting adjustments | 4,964 |
Goodwill, translation adjustments | (540) |
Goodwill, other changes | (5) |
Goodwill, ending balance | 5,767 |
Europe | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 3,454 |
Goodwill, purchase accounting adjustments | 0 |
Goodwill, translation adjustments | (115) |
Goodwill, other changes | (94) |
Goodwill, ending balance | 3,245 |
Rest of World | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 1,403 |
Goodwill, purchase accounting adjustments | 0 |
Goodwill, translation adjustments | (246) |
Goodwill, other changes | 144 |
Goodwill, ending balance | $ 1,301 |
Goodwill and Intangible Asset56
Goodwill and Intangible Assets Goodwill-Additional Information (Details) | 9 Months Ended |
Sep. 27, 2015USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, purchase accounting adjustments | $ 32,646,000,000 |
Reporting unit, percentage of fair value in excess of carrying amount (less than) | 10.00% |
Goodwill, accumulated impairment loss | $ 0 |
Goodwill and Intangible Asset57
Goodwill and Intangible Assets Indefinite-Lived Intangible Assets Roll-forward (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 27, 2015 | Jun. 28, 2015 | Sep. 28, 2014 | Jun. 29, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Indefinite-lived Intangible Assets [Roll Forward] | ||||||
Indefinite-lived intangible assets, beginning balance | $ 11,872 | |||||
Indefinite-lived intangible assets, purchase accounting adjustments | 39,710 | |||||
Impairment losses on indefinite-lived intangible assets | $ 0 | $ (58) | $ 0 | $ (62) | (58) | $ (62) |
Transfers from indefinite-lived intangible assets to definite-lived intangible assets | (553) | |||||
Translation adjustments | (392) | |||||
Indefinite-lived intangible assets, ending balance | $ 50,579 | $ 50,579 |
Goodwill and Intangible Asset58
Goodwill and Intangible Assets Indefinite-Lived Intangible Assets-Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Sep. 27, 2015USD ($)Brand | Jun. 28, 2015USD ($) | Sep. 28, 2014USD ($) | Jun. 29, 2014USD ($) | Sep. 27, 2015USD ($) | Sep. 28, 2014USD ($) | Jul. 02, 2015USD ($) | |
Indefinite-lived Intangible Assets [Line Items] | |||||||
Identifiable intangible assets | $ 44,107 | ||||||
Impairment losses on indefinite-lived intangible assets | $ 0 | $ 58 | $ 0 | $ 62 | $ 58 | $ 62 | |
Number of brands with fair values that exceed carrying amounts by less than ten percent | Brand | 21 | ||||||
Indefinite-lived intangible assets, aggregate carrying value of intangibles with a fair value that exceeds the carrying amount | $ 2,400 | ||||||
Indefinite-lived intangible assets, percentage of fair value in excess of carrying amount (less than) | 10.00% | 10.00% | |||||
Trademarks | |||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||
Identifiable intangible assets | $ 39,710 |
Goodwill and Intangible Asset59
Goodwill and Intangible Assets Definite-Lived Intangible Assets (Details) - USD ($) $ in Millions | Sep. 27, 2015 | Dec. 28, 2014 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | $ 6,350 | $ 1,448 |
Accumulated Amortization | (236) | (132) |
Net | 6,114 | 1,316 |
Trademarks | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 2,091 | 0 |
Accumulated Amortization | (22) | 0 |
Net | 2,069 | 0 |
Customer-related assets | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 4,051 | 1,315 |
Accumulated Amortization | (166) | (99) |
Net | 3,885 | 1,216 |
Licenses | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 193 | 118 |
Accumulated Amortization | (44) | (31) |
Net | 149 | 87 |
Other | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 15 | 15 |
Accumulated Amortization | (4) | (2) |
Net | $ 11 | $ 13 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets Definite-Lived Intangible Assets-Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 66 | $ 23 | $ 111 | $ 68 |
Transfers from indefinite-lived intangible assets to definite-lived intangible assets | (553) | |||
Finite lived intangible assets, annual future amortization expense | $ 268 |
Income Taxes Additional Informa
Income Taxes Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 | |
Income Tax Disclosure [Abstract] | |||||
Unrecognized tax benefits | $ 357 | $ 357 | $ 71 | ||
Unrecognized tax benefits that would impact effective tax rate | 225 | 225 | $ 58 | ||
Decrease in unrecognized tax benefit, reasonably possible | $ 127 | $ 127 | |||
Effective tax rate | (29.10%) | 18.80% | (92.40%) | 19.80% | |
Tax Benefit Resulting from Internal Restructuring | $ 76 | $ 76 | |||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | (14) | ||||
Expense/(Benefit) Related to an Increase/(Decrease) in Tax Reserves | 43 | 43 | |||
Tax Expense From an Increase of State Deferred Tax Rates | $ 27 | $ 27 |
Employees' Stock Incentive Pl62
Employees' Stock Incentive Plans Additional Information (Details) $ / shares in Units, $ in Millions | Jul. 02, 2015shares | Sep. 27, 2015USD ($)annual_installment$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Business acquisition, common stock of parent, conversion ratio to common stock of successor company | 0.443332 | |
Options granted | 3,409,031 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 9.60 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 655,436 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ | $ 21 | |
Business Acquisition, Restricted Stock Units of Acquiree, Conversion Ratio to Restricted Stock Units of Successor Company | 1 | |
Business Acquisition, Restricted Stock Units of Acquiree, Converted to Restricted Stock Units of Successor Company, Number of Shares | 2,000,000 | |
Share-based compensation costs not yet recognized | $ | $ 133 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 400,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ | $ 31 | |
2013 Omnibus Plan | Employee stock option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation by type of award, number of shares authorized | 17,555,947 | |
Award vesting period | 5 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |
2012 Performance Incentive Plan | Employee stock option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 13,900,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ / shares | $ 37.69 | |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting, Number of Annual Installments | annual_installment | 3 | |
Involuntary termination without cause | 2013 Omnibus Plan | Employee stock option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting percentage | 20.00% |
Employees' Stock Incentive Pl63
Employees' Stock Incentive Plans Stock Option Activity (Details) | 9 Months Ended |
Sep. 27, 2015shares | |
Stock Options Outstanding (in shares) | |
Beginning balance | 8,570,796 |
Kraft options converted | 13,887,135 |
Options granted | 3,409,031 |
Options forfeited | (593,462) |
Options exercised | (655,436) |
Ending balance | 24,618,064 |
Employees' Stock Incentive Pl64
Employees' Stock Incentive Plans Compensation Costs Related to Equity Plans (Details) - Stock option and restricted stock units - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Pre-tax compensation cost | $ 91 | $ 3 | $ 98 | $ 6 |
Tax benefit | 34 | 1 | 37 | 2 |
After-tax compensation cost | $ 57 | $ 2 | $ 61 | $ 4 |
Postemployment Benefits Additio
Postemployment Benefits Additional Information (Details) - USD ($) $ in Millions | Jul. 02, 2015 | Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 |
Defined Benefit Plan Disclosure [Line Items] | |||||
Postemployment assets assumed due to merger | $ 89 | ||||
Postemployment liabilities assumed due to merger | $ 4,400 | ||||
Other Comprehensive (Income) Loss, Other Postretirement Benefit Plans, Adjustment, before Reclassification Adjustments, Net of Tax | $ 892 | $ (25) | $ 873 | $ (53) | |
Amortization of prior service credits | (31) | (5) | |||
U.S. Plans | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Employer contribution | 4 | ||||
Estimated future employer contributions in current fiscal year | 45 | ||||
Non-U.S. Plans | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Employer contribution | 43 | ||||
Estimated future employer contributions in current fiscal year | 15 | ||||
Postretirement Benefit Plans | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Other Comprehensive (Income) Loss, Other Postretirement Benefit Plans, Adjustment, before Reclassification Adjustments, Net of Tax | 900 | ||||
Amortization of prior service credits | $ (28) | $ (2) | $ (31) | $ (5) |
Postemployment Benefits Pension
Postemployment Benefits Pension Plans-Components of Net Pension Cost/(Benefit) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
U.S. Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 22 | $ 1 | $ 25 | $ 3 |
Interest cost | 82 | 7 | 91 | 22 |
Expected return on plan assets | (86) | (12) | (94) | (35) |
Amortization of unrecognized losses | 1 | 0 | 3 | 0 |
Settlements | 0 | 0 | 0 | 0 |
Curtailments | (1) | 0 | (1) | 0 |
Special termination benefits | 0 | 0 | 0 | 0 |
Other | 3 | 0 | 3 | 0 |
Defined benefit plan net cost / (benefit) | 21 | (4) | 27 | (10) |
Non-U.S. Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 8 | 6 | 18 | 19 |
Interest cost | 30 | 28 | 73 | 83 |
Expected return on plan assets | (55) | (44) | (140) | (132) |
Amortization of unrecognized losses | 0 | 0 | 0 | 0 |
Settlements | 8 | 0 | 19 | 0 |
Curtailments | (7) | (2) | (9) | (2) |
Special termination benefits | 4 | 2 | 4 | 2 |
Other | 0 | 0 | 0 | 0 |
Defined benefit plan net cost / (benefit) | $ (12) | $ (10) | $ (35) | $ (30) |
Postemployment Benefits Postret
Postemployment Benefits Postretirement Benefit Plans-Components of Net Postretirement Health Care Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Amortization of prior service credits | $ (31) | $ (5) | ||
Postretirement Benefit Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 7 | $ 2 | 9 | 4 |
Interest cost | 33 | 3 | 37 | 7 |
Amortization of prior service credits | (28) | (2) | (31) | (5) |
Curtailments | 1 | (7) | 1 | (7) |
Defined benefit plan net cost / (benefit) | $ 13 | $ (4) | $ 16 | $ (1) |
Accumulated Other Comprehensi68
Accumulated Other Comprehensive Losses Components of and Changes in AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance as of December 28, 2014 | $ (574) | |||
Foreign currency translation adjustments | $ (1,023) | $ (714) | (1,456) | $ (419) |
Net deferred gains on net investment hedges | 195 | 269 | 421 | 109 |
Net postemployment benefit gains/(losses) | 892 | (25) | 873 | (53) |
Reclassification of net postemployment benefit gains to net income | (11) | (1) | (4) | (3) |
Net deferred losses on cash flow hedges | 45 | 23 | (32) | (136) |
Net deferred losses on cash flow hedges reclassified to net income | (9) | 4 | 129 | 0 |
Balance as of September 27, 2015 | (613) | (613) | ||
Foreign Currency Translation Adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance as of December 28, 2014 | (574) | |||
Foreign currency translation adjustments | (1,426) | |||
Net deferred gains on net investment hedges | 421 | |||
Net postemployment benefit gains/(losses) | 0 | |||
Reclassification of net postemployment benefit gains to net income | 0 | |||
Net deferred losses on cash flow hedges | 0 | |||
Net deferred losses on cash flow hedges reclassified to net income | 0 | |||
Total other comprehensive (loss)/income | (1,005) | |||
Balance as of September 27, 2015 | (1,579) | (1,579) | ||
Net Postemployment Benefit Plan Adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance as of December 28, 2014 | 61 | |||
Foreign currency translation adjustments | 0 | |||
Net deferred gains on net investment hedges | 0 | |||
Net postemployment benefit gains/(losses) | 873 | |||
Reclassification of net postemployment benefit gains to net income | (4) | |||
Net deferred losses on cash flow hedges | 0 | |||
Net deferred losses on cash flow hedges reclassified to net income | 0 | |||
Total other comprehensive (loss)/income | 869 | |||
Balance as of September 27, 2015 | 930 | 930 | ||
Net Cash Flow Hedge Adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance as of December 28, 2014 | (61) | |||
Foreign currency translation adjustments | 0 | |||
Net deferred gains on net investment hedges | 0 | |||
Net postemployment benefit gains/(losses) | 0 | |||
Reclassification of net postemployment benefit gains to net income | 0 | |||
Net deferred losses on cash flow hedges | (32) | |||
Net deferred losses on cash flow hedges reclassified to net income | 129 | |||
Total other comprehensive (loss)/income | 97 | |||
Balance as of September 27, 2015 | 36 | 36 | ||
AOCI Attributable to Parent | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance as of December 28, 2014 | (574) | |||
Foreign currency translation adjustments | (1,426) | |||
Net deferred gains on net investment hedges | 421 | |||
Net postemployment benefit gains/(losses) | 873 | |||
Reclassification of net postemployment benefit gains to net income | (11) | (1) | (4) | (3) |
Net deferred losses on cash flow hedges | (32) | |||
Net deferred losses on cash flow hedges reclassified to net income | (9) | $ 4 | 129 | $ 0 |
Total other comprehensive (loss)/income | (39) | |||
Balance as of September 27, 2015 | $ (613) | $ (613) |
Accumulated Other Comprehensi69
Accumulated Other Comprehensive Losses Tax (Expense)/Benefit Associated with each Component of OCI (Details) - AOCI Attributable to Parent - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Accumulated Other Comprehensive Losses [Line Items] | ||||
Net deferred gains on net investment hedges | $ (45) | $ (166) | $ (240) | $ (67) |
Net postemployment benefit gains/(losses) | (554) | 9 | (548) | 16 |
Reclassification of net postemployment benefit gains to net income | 8 | 1 | 5 | 2 |
Net deferred gains/(losses) on cash flow hedges | (8) | (15) | 35 | 64 |
Net deferred (gains)/losses on cash flow hedges reclassified to net income | $ 6 | $ 2 | $ (78) | $ 7 |
Accumulated Other Comprehensi70
Accumulated Other Comprehensive Losses Amounts Reclassified from Accumulated Other Comprehensive Losses (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Derivative hedging losses/(gains), net of tax | $ (9) | $ 4 | $ 129 | $ 0 |
Postemployment benefits losses/(gains), net of tax | (11) | (1) | (4) | (3) |
AOCI Attributable to Parent | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Derivative hedging losses/(gains), before tax | (15) | 2 | 207 | (7) |
Derivative hedging losses/(gains), tax | 6 | 2 | (78) | 7 |
Derivative hedging losses/(gains), net of tax | (9) | 4 | 129 | 0 |
Amortization of unrecognized losses | 1 | 0 | 3 | 0 |
Prior service credits | (28) | (2) | (31) | (5) |
Settlement loss | 8 | 0 | 19 | 0 |
Postemployment benefits losses/(gains), before tax | (19) | (2) | (9) | (5) |
Postemployment benefits losses/(gains), tax | 8 | 1 | 5 | 2 |
Postemployment benefits losses/(gains), net of tax | (11) | (1) | (4) | (3) |
AOCI Attributable to Parent | Net sales | Foreign exchange contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Derivative hedging losses/(gains), before tax | 0 | 0 | 2 | 1 |
AOCI Attributable to Parent | Cost of products sold | Foreign exchange contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Derivative hedging losses/(gains), before tax | (16) | 2 | (32) | (7) |
AOCI Attributable to Parent | Other expense, net | Foreign exchange contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Derivative hedging losses/(gains), before tax | 0 | 0 | (1) | (1) |
AOCI Attributable to Parent | Interest expense | Interest rate contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Derivative hedging losses/(gains), before tax | $ 1 | $ 0 | $ 238 | $ 0 |
Debt Long Term Debt by Currency
Debt Long Term Debt by Currency (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 27, 2015 | Dec. 28, 2014 | |
Debt Instrument [Line Items] | ||
Capital lease obligations (various) | $ 140 | |
Total long-term debt | 25,324 | $ 13,400 |
Current portion of long-term debt | 74 | |
Total long-term debt, excluding current portion | $ 25,250 | $ 13,358 |
U.S. Dollar Denominated Debt | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Maturity Date Range, Start | 2,016 | |
Debt Instrument, Maturity Date Range, End | 2,045 | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 1.50% | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 7.125% | |
Long-term Debt | $ 22,807 | |
Canadian Dollar Denominated Debt | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Maturity Date Range, Start | 2,018 | |
Debt Instrument, Maturity Date Range, End | 2,020 | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 1.787% | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 2.70% | |
Long-term Debt | $ 748 | |
Euro Denominated Debt | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Maturity Date Range, Start | 2,023 | |
Debt Instrument, Maturity Date Range, End | 2,023 | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 2.00% | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 2.00% | |
Long-term Debt | $ 828 | |
British Pound Sterling Denominated Debt | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Maturity Date Range, Start | 2,027 | |
Debt Instrument, Maturity Date Range, End | 2,030 | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 4.125% | |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 6.25% | |
Long-term Debt | $ 801 |
Debt Additional Information (De
Debt Additional Information (Details) £ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 27, 2015USD ($) | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($) | Sep. 27, 2015GBP (£) | Sep. 28, 2014USD ($) | Dec. 28, 2014USD ($) | |
Debt Instrument [Line Items] | ||||||
Total long-term debt, excluding current portion | $ 25,324,000,000 | $ 25,324,000,000 | $ 13,400,000,000 | |||
Gains (Losses) on Extinguishment of Debt | (341,000,000) | |||||
Write-off of Debt Issuance Costs | 236,000,000 | |||||
Aggregate Principal Amount of Previously Issued Debt that Parent Became Guarantor of During the Period | $ 1,719,000,000 | |||||
Percentage of Subsidiary Owned by Parent | 100.00% | 100.00% | ||||
Unamortized Debt Issuance Costs | 88,000,000 | $ 88,000,000 | ||||
Amortization of Financing Costs | 2,000,000 | $ 12,000,000 | 24,000,000 | $ 37,000,000 | ||
Debt Instrument, Unamortized Discount (Premium), Net | (720,000,000) | (720,000,000) | ||||
Amortization of Debt Discount (Premium) | (21,000,000) | $ (1,000,000) | $ (24,000,000) | $ (3,000,000) | ||
Line of Credit Facility, Initiation Date | Jul. 6, 2015 | Jul. 6, 2015 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 4,000,000,000 | $ 4,000,000,000 | ||||
Line of Credit Facility, Expiration Date | Jul. 6, 2020 | Jul. 6, 2020 | ||||
Revolving Credit Facility Sub-Limit for Borrowings in Canadian Dollars, Euro or Sterling | 1,000,000,000 | $ 1,000,000,000 | ||||
Revolving Credit Facility Letter of Credit Sub-Facility Maximum Borrowing Capacity | 150,000,000 | 150,000,000 | ||||
Maximum Possible Increase in the Amount of Revolving Commitments and/or Term Loans | 1,000,000,000 | 1,000,000,000 | ||||
Proceeds from Lines of Credit | 0 | |||||
Long-term Debt, Fair Value | $ 26,100,000,000 | $ 26,100,000,000 | ||||
Two Point Zero Zero Zero Percent U.S. Dollar Notes Due 2016 | ||||||
Debt Instrument [Line Items] | ||||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 2.00% | 2.00% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,016 | 2,016 | ||||
One Point Five Zero Zero Percent U.S. Dollar Notes Due 2017 | ||||||
Debt Instrument [Line Items] | ||||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 1.50% | 1.50% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,017 | 2,017 | ||||
Three Point One Two Five Percent U.S. Dollar Notes Due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 3.125% | 3.125% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,021 | 2,021 | ||||
Two Point Eight Five Zero Percent U.S. Dollar Notes Due 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 2.85% | 2.85% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,022 | 2,022 | ||||
Six Point Three Seven Five Percent Debentures Due 2028 | ||||||
Debt Instrument [Line Items] | ||||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 6.375% | 6.375% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,028 | 2,028 | ||||
Six Point Seven Five Zero Percent Debentures Due 2032 | ||||||
Debt Instrument [Line Items] | ||||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 6.75% | 6.75% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,032 | 2,032 | ||||
Seven Point One Two Five Percent Debentures Due 2039 | ||||||
Debt Instrument [Line Items] | ||||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 7.125% | 7.125% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,039 | 2,039 | ||||
Six Point Two Five Zero Percent Pound Sterling Notes Due 2030 | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate Principal Amount of Previously Issued Debt that Parent Became Guarantor of During the Period | £ | £ 125 | |||||
Stated Interest Rate Percentage on Previously Issued Debt that Parent Became Guarantor of During the Period | 6.25% | 6.25% | ||||
Maturity Year for Previously Issued Debt that Parent Became Guarantor of During the Period | 2,030 | 2,030 | ||||
Four Point Two Five Zero Percent Second Lien Senior Secured Notes due 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Call Premiums | $ 66,000,000 | |||||
Four Point Eight Seven Five Percent Second Lien Senior Secured Notes Due February 15, 2025 | ||||||
Debt Instrument [Line Items] | ||||||
Call Premiums | 39,000,000 | |||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | $ 2,000,000,000 | |||||
Debt Instrument, Maturity Date | Feb. 15, 2025 | Feb. 15, 2025 | ||||
Debt Instrument, Face Amount | $ 2,000,000,000 | $ 2,000,000,000 | ||||
Senior Unsecured Term Loan Facility Floating Rate (LIBOR plus 1.250 percent) due July 6, 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | $ 600,000,000 | |||||
Debt Instrument, Maturity Date | Jul. 6, 2020 | Jul. 6, 2020 | ||||
Debt Instrument, Face Amount | $ 600,000,000 | $ 600,000,000 |
Debt Schedule of Debt Activity
Debt Schedule of Debt Activity (Details) € in Millions, £ in Millions, CAD in Millions, $ in Millions | Jul. 02, 2015USD ($) | Feb. 01, 2015USD ($) | Sep. 27, 2015USD ($) | Sep. 27, 2015GBP (£) | Sep. 27, 2015EUR (€) | Sep. 27, 2015CAD | Sep. 27, 2015GBP (£) | Sep. 27, 2015EUR (€) | Sep. 27, 2015CAD |
Debt Instrument [Line Items] | |||||||||
Percentage of Subsidiary Owned by Parent | 100.00% | 100.00% | 100.00% | 100.00% | |||||
Debt Fair Value Adjustment Recorded in Preliminary Purchase Accounting | $ 686 | ||||||||
Four Point Eight Seven Five Percent Second Lien Senior Secured Notes Due February 15, 2025 | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | 2,000 | ||||||||
Repayments of Debt | $ 800 | 800 | |||||||
Debt Instrument, Face Amount | $ 2,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.875% | 4.875% | 4.875% | 4.875% | |||||
Debt Instrument, Maturity Date | Feb. 15, 2025 | Feb. 15, 2025 | Feb. 15, 2025 | Feb. 15, 2025 | |||||
Two Point Zero Zero Zero Percent Senior Notes due June 30, 2023 | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | € | € 750 | ||||||||
Debt Instrument, Face Amount | € | € 750 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | 2.00% | 2.00% | 2.00% | |||||
Debt Instrument, Maturity Date | Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2023 | |||||
Four Point One Two Five Percent Senior Notes Due July 1, 2027 | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | £ | £ 400 | ||||||||
Debt Instrument, Face Amount | £ | £ 400 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.125% | 4.125% | 4.125% | 4.125% | |||||
Debt Instrument, Maturity Date | Jul. 1, 2027 | Jul. 1, 2027 | Jul. 1, 2027 | Jul. 1, 2027 | |||||
US Dollar Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | $ 10,000 | ||||||||
Canadian Dollar Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | CAD | CAD 1,000 | ||||||||
Senior Unsecured Term Loan Facility Floating Rate (LIBOR plus 1.250 percent) due July 6, 2020 | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | 600 | ||||||||
Debt Instrument, Face Amount | $ 600 | ||||||||
Debt Instrument, Maturity Date | Jul. 6, 2020 | Jul. 6, 2020 | Jul. 6, 2020 | Jul. 6, 2020 | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | 1.25% | 1.25% | 1.25% | |||||
Assumption of Long-Term Debt Obligations from Company Acquired Excluding Capital Leases | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate Principal Amount of Debt Issued or Assumed During the Period | $ 8,600 | ||||||||
Term B-1 Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of Debt | $ 650 | 2,780 | |||||||
Term B-2 Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of Debt | $ 1,310 | 5,601 | |||||||
Four Point Two Five Zero Percent Second Lien Senior Secured Notes due 2020 | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of Debt | $ 3,100 | $ 3,100 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | 4.25% | 4.25% | 4.25% | |||||
Debt Instrument Maturity Year | 2,020 | 2,020 | 2,020 | 2,020 | |||||
One Point Six Zero Zero Percent Senior Notes Due June 30, 2017 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.60% | 1.60% | 1.60% | 1.60% | |||||
Debt Instrument, Maturity Date | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | |||||
Two Point Zero Zero Zero Senior Notes Due July 2, 2018 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,500 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | 2.00% | 2.00% | 2.00% | |||||
Debt Instrument, Maturity Date | Jul. 2, 2018 | Jul. 2, 2018 | Jul. 2, 2018 | Jul. 2, 2018 | |||||
Two Point Eight Zero Zero Senior Notes Due July 2, 2020 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,500 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.80% | 2.80% | 2.80% | 2.80% | |||||
Debt Instrument, Maturity Date | Jul. 2, 2020 | Jul. 2, 2020 | Jul. 2, 2020 | Jul. 2, 2020 | |||||
Three Point Five Zero Zero Percent Senior Notes Due July 15, 2022 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | 3.50% | 3.50% | 3.50% | |||||
Debt Instrument, Maturity Date | Jul. 15, 2022 | Jul. 15, 2022 | Jul. 15, 2022 | Jul. 15, 2022 | |||||
Three Point Nine Five Zero Percent Senior Notes Due July 15, 2025 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 2,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.95% | 3.95% | 3.95% | 3.95% | |||||
Debt Instrument, Maturity Date | Jul. 15, 2025 | Jul. 15, 2025 | Jul. 15, 2025 | Jul. 15, 2025 | |||||
Five Point Zero Zero Zero Senior Notes Due July 15, 2035 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | 5.00% | 5.00% | |||||
Debt Instrument, Maturity Date | Jul. 15, 2035 | Jul. 15, 2035 | Jul. 15, 2035 | Jul. 15, 2035 | |||||
Five Point Two Zero Zero Senior Notes Due July 15, 2045 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 2,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.20% | 5.20% | 5.20% | 5.20% | |||||
Debt Instrument, Maturity Date | Jul. 15, 2045 | Jul. 15, 2045 | Jul. 15, 2045 | Jul. 15, 2045 | |||||
Floating Rate Senior Notes Due July 6, 2018 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | CAD | CAD 200 | ||||||||
Debt Instrument, Maturity Date | Jul. 6, 2018 | Jul. 6, 2018 | Jul. 6, 2018 | Jul. 6, 2018 | |||||
Two Point Seven Zero Zero Senior Notes Due July 6, 2020 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | CAD | CAD 300 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.70% | 2.70% | 2.70% | 2.70% | |||||
Debt Instrument, Maturity Date | Jul. 6, 2020 | Jul. 6, 2020 | Jul. 6, 2020 | Jul. 6, 2020 | |||||
Floating Rate Senior Notes Due July 6, 2020 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | CAD | CAD 500 | ||||||||
Debt Instrument, Maturity Date | Jul. 6, 2020 | Jul. 6, 2020 | Jul. 6, 2020 | Jul. 6, 2020 | |||||
Two Point Two Five Zero Percent Notes due June 5, 2017 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.25% | 2.25% | 2.25% | 2.25% | |||||
Debt Instrument, Maturity Date | Jun. 5, 2017 | Jun. 5, 2017 | Jun. 5, 2017 | Jun. 5, 2017 | |||||
Six Point One Two Five Percent Notes due August 23, 2018 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,035 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.125% | 6.125% | 6.125% | 6.125% | |||||
Debt Instrument, Maturity Date | Aug. 23, 2018 | Aug. 23, 2018 | Aug. 23, 2018 | Aug. 23, 2018 | |||||
Five Point Three Seven Five Percent Notes due February 10, 2020 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 900 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.375% | 5.375% | 5.375% | 5.375% | |||||
Debt Instrument, Maturity Date | Feb. 10, 2020 | Feb. 10, 2020 | Feb. 10, 2020 | Feb. 10, 2020 | |||||
Three Point Five Zero Zero Notes due June 6, 2022 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 2,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | 3.50% | 3.50% | 3.50% | |||||
Debt Instrument, Maturity Date | Jun. 6, 2022 | Jun. 6, 2022 | Jun. 6, 2022 | Jun. 6, 2022 | |||||
Six Point Eight Seven Five Percent Notes due January 26, 2039 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 878 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | 6.875% | 6.875% | 6.875% | |||||
Debt Instrument, Maturity Date | Jan. 26, 2039 | Jan. 26, 2039 | Jan. 26, 2039 | Jan. 26, 2039 | |||||
Six Point Five Zero Zero Notes due February 9, 2040 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 787 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.50% | 6.50% | 6.50% | 6.50% | |||||
Debt Instrument, Maturity Date | Feb. 9, 2040 | Feb. 9, 2040 | Feb. 9, 2040 | Feb. 9, 2040 | |||||
Five Point Zero Zero Zero Notes due June 4, 2042 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 2,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | 5.00% | 5.00% | |||||
Debt Instrument, Maturity Date | Jun. 4, 2042 | Jun. 4, 2042 | Jun. 4, 2042 | Jun. 4, 2042 |
Preferred Stock and Warrants Ad
Preferred Stock and Warrants Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 07, 2013 | Jun. 28, 2015 | Sep. 27, 2015 | Sep. 27, 2015 | Dec. 28, 2014 |
Preferred Units [Line Items] | |||||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 | |||
Warrants | $ 367 | $ 0 | $ 0 | $ 367 | |
Berkshire Hathaway | |||||
Preferred Units [Line Items] | |||||
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Warrants Issued | 46,000,000 | 20,000,000 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.01 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 8,000 | ||||
Common Shares Purchased When Warrant Was Exercised | 46,000,000 | ||||
Nine point zero zero percent Series A cumulative redeemable preferred stock | |||||
Preferred Units [Line Items] | |||||
Preferred Stock, Shares Authorized | 80,000 | 80,000 | 80,000 | ||
9.00% Series A cumulative redeemable preferred stock, 80,000 shares issued | 80,000 | 80,000 | 80,000 | ||
9.00% Series A cumulative redeemable preferred stock, dividend percentage | 9.00% | 9.00% | |||
Preferred Stock, Value, Outstanding | $ 7,633 | ||||
Nine point zero zero percent Series A cumulative redeemable preferred stock | Berkshire Hathaway | |||||
Preferred Units [Line Items] | |||||
9.00% Series A cumulative redeemable preferred stock, 80,000 shares issued | 80,000 | ||||
9.00% Series A cumulative redeemable preferred stock, dividend percentage | 9.00% | 9.00% | |||
Preferred Stock, Liquidation Preference Per Share | $ 100,000 | $ 100,000 | |||
Nine point zero zero percent Series A cumulative redeemable preferred stock | Berkshire Hathaway | June 7, 2016 through June 6, 2017 | |||||
Preferred Units [Line Items] | |||||
Preferred Stock, Redemption Price Per Share | 104,000 | 104,000 | |||
Nine point zero zero percent Series A cumulative redeemable preferred stock | Berkshire Hathaway | June 7, 2017 through June 6, 2018 | |||||
Preferred Units [Line Items] | |||||
Preferred Stock, Redemption Price Per Share | 105,000 | 105,000 | |||
Nine point zero zero percent Series A cumulative redeemable preferred stock | Berkshire Hathaway | June 7, 2018 through June 6, 2019 | |||||
Preferred Units [Line Items] | |||||
Preferred Stock, Redemption Price Per Share | 106,000 | 106,000 | |||
Nine point zero zero percent Series A cumulative redeemable preferred stock | Berkshire Hathaway | June 7, 2019 through June 6, 2020 | |||||
Preferred Units [Line Items] | |||||
Preferred Stock, Redemption Price Per Share | 107,000 | 107,000 | |||
Nine point zero zero percent Series A cumulative redeemable preferred stock | Berkshire Hathaway | After June 7, 2020 | |||||
Preferred Units [Line Items] | |||||
Preferred Stock, Redemption Price Per Share | 108,000 | 108,000 | |||
Nine point zero zero percent Series A cumulative redeemable preferred stock | Berkshire Hathaway | After June 7, 2021 | |||||
Preferred Units [Line Items] | |||||
Preferred Stock, Redemption Price Per Share | $ 108,000 | $ 108,000 |
Financing Arrangements Addition
Financing Arrangements Additional Information (Details) € in Millions, £ in Millions, NZD in Millions, AUD in Millions, $ in Millions | 9 Months Ended | ||||||
Sep. 27, 2015USD ($) | Oct. 09, 2015USD ($) | Sep. 27, 2015GBP (£) | Sep. 27, 2015NZD | Sep. 27, 2015EUR (€) | Sep. 27, 2015AUD | Dec. 28, 2014USD ($) | |
Securitization or Asset-backed Financing Arrangement, Financial Asset for which Transfer is Accounted as Sale [Line Items] | |||||||
Amount of accounts receivable securitization program | £ 90 | NZD 50 | € 35 | AUD 70 | |||
Receivables derecognized under receivable securitization program | $ 267 | $ 284 | |||||
Fair value of deferred purchase price | $ 83 | $ 161 | |||||
Maximum | |||||||
Securitization or Asset-backed Financing Arrangement, Financial Asset for which Transfer is Accounted as Sale [Line Items] | |||||||
Accounts receivables securitization program, cash consideration, percent | 95.00% | ||||||
Subsequent Event | |||||||
Securitization or Asset-backed Financing Arrangement, Financial Asset for which Transfer is Accounted as Sale [Line Items] | |||||||
Amount of amended accounts receivable securitization program | $ 150 |
Financial Instruments Additiona
Financial Instruments Additional Information (Details) $ in Millions, € in Billions, £ in Billions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 27, 2015USD ($) | Jun. 28, 2015USD ($) | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($) | Sep. 28, 2014USD ($) | Sep. 27, 2015GBP (£) | Sep. 27, 2015EUR (€) | Dec. 28, 2014USD ($) | |
Derivative [Line Items] | ||||||||
Derivative, collateral, obligation to return cash | $ 40 | $ 40 | $ 141 | |||||
Derivative, collateral, right to reclaim cash | 40 | 40 | $ 141 | |||||
Loss on discontinuation of interest rate cash flow hedge | $ 227 | $ 227 | $ 0 | |||||
Maximum length of time hedged in foreign currency cash flow hedge | 2 years | |||||||
Maximum length of time hedged in cross-currency net investment hedges | 4 years | |||||||
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net | 3 | $ 3 | ||||||
Net deferred gains on net investment hedges | 195 | $ 269 | 421 | $ 109 | ||||
Foreign exchange contracts | ||||||||
Derivative [Line Items] | ||||||||
Cash flow hedge gain (loss) to be reclassified within 12 months | $ 45 | |||||||
Foreign exchange contracts | Not designated as hedging instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative, term | 4 years | |||||||
Cross-currency contracts | Euro Member Countries, Euro | ||||||||
Derivative [Line Items] | ||||||||
Derivative asset, notional amount | 1,100 | $ 1,100 | ||||||
Derivative asset, notional amount unwound during the period | 1,900 | |||||||
Cross-currency contracts | United Kingdom, Pounds | ||||||||
Derivative [Line Items] | ||||||||
Derivative asset, notional amount | 1,400 | 1,400 | ||||||
Derivative asset, notional amount unwound during the period | 3,200 | |||||||
Cross-currency contracts | Australia, Dollars | ||||||||
Derivative [Line Items] | ||||||||
Derivative asset, notional amount unwound during the period | 750 | |||||||
Cross-currency contracts | Japan, Yen | ||||||||
Derivative [Line Items] | ||||||||
Derivative asset, notional amount unwound during the period | 50 | |||||||
Interest rate contracts | Not designated as hedging instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative asset, notional amount unwound during the period | $ 6,400 | |||||||
Net Investment Hedging | Designated as hedging instrument | ||||||||
Derivative [Line Items] | ||||||||
Net deferred gains on net investment hedges | $ 22 | |||||||
Net Investment Hedging | Debt | Designated as hedging instrument | Euro Member Countries, Euro | ||||||||
Derivative [Line Items] | ||||||||
Derivative, amount of hedged item | € | € 0.8 | |||||||
Net Investment Hedging | Debt | Designated as hedging instrument | United Kingdom, Pounds | ||||||||
Derivative [Line Items] | ||||||||
Derivative, amount of hedged item | £ | £ 0.4 |
Financial Instruments Outstandi
Financial Instruments Outstanding Notional Amounts (Details) - USD ($) $ in Millions | Sep. 27, 2015 | Dec. 28, 2014 |
Commodity contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 954 | $ 0 |
Foreign exchange contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | 1,824 | 4,607 |
Cross-currency contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | 4,418 | 9,900 |
Interest rate contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 0 | $ 7,921 |
Financial Instruments Fair Valu
Financial Instruments Fair Values (Details) - USD ($) $ in Millions | Sep. 27, 2015 | Dec. 28, 2014 |
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | $ 685 | $ 574 |
Derivative liability, fair value, gross liability | 72 | 141 |
Commodity contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 26 | |
Derivative liability, fair value, gross liability | 58 | |
Foreign exchange contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 45 | 46 |
Derivative liability, fair value, gross liability | 13 | 15 |
Foreign exchange contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 35 | 169 |
Derivative liability, fair value, gross liability | 1 | 108 |
Interest rate contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 2 | |
Derivative liability, fair value, gross liability | 16 | |
Cross-currency contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 513 | 357 |
Derivative liability, fair value, gross liability | 0 | 2 |
Cross-currency contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 66 | |
Derivative liability, fair value, gross liability | 0 | |
Level 1 | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 25 | 0 |
Derivative liability, fair value, gross liability | 54 | 0 |
Level 1 | Commodity contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 25 | |
Derivative liability, fair value, gross liability | 54 | |
Level 1 | Foreign exchange contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | 0 |
Derivative liability, fair value, gross liability | 0 | 0 |
Level 1 | Foreign exchange contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | 0 |
Derivative liability, fair value, gross liability | 0 | 0 |
Level 1 | Interest rate contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | |
Derivative liability, fair value, gross liability | 0 | |
Level 1 | Cross-currency contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | 0 |
Derivative liability, fair value, gross liability | 0 | 0 |
Level 1 | Cross-currency contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | |
Derivative liability, fair value, gross liability | 0 | |
Level 2 | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 660 | 574 |
Derivative liability, fair value, gross liability | 18 | 141 |
Level 2 | Commodity contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 1 | |
Derivative liability, fair value, gross liability | 4 | |
Level 2 | Foreign exchange contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 45 | 46 |
Derivative liability, fair value, gross liability | 13 | 15 |
Level 2 | Foreign exchange contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 35 | 169 |
Derivative liability, fair value, gross liability | 1 | 108 |
Level 2 | Interest rate contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 2 | |
Derivative liability, fair value, gross liability | 16 | |
Level 2 | Cross-currency contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 513 | 357 |
Derivative liability, fair value, gross liability | 0 | 2 |
Level 2 | Cross-currency contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 66 | |
Derivative liability, fair value, gross liability | 0 | |
Level 3 | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | 0 |
Derivative liability, fair value, gross liability | 0 | 0 |
Level 3 | Commodity contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | |
Derivative liability, fair value, gross liability | 0 | |
Level 3 | Foreign exchange contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | 0 |
Derivative liability, fair value, gross liability | 0 | 0 |
Level 3 | Foreign exchange contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | 0 |
Derivative liability, fair value, gross liability | 0 | 0 |
Level 3 | Interest rate contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | |
Derivative liability, fair value, gross liability | 0 | |
Level 3 | Cross-currency contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | 0 |
Derivative liability, fair value, gross liability | 0 | $ 0 |
Level 3 | Cross-currency contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset | 0 | |
Derivative liability, fair value, gross liability | $ 0 |
Financial Instruments Cross-Cur
Financial Instruments Cross-Currency Swaps (Details) - Cross-currency contracts € in Billions, £ in Billions, CAD in Billions, $ in Billions | Sep. 27, 2015USD ($) | Sep. 27, 2015GBP (£) | Sep. 27, 2015EUR (€) | Sep. 27, 2015CAD |
United Kingdom, Pounds | ||||
Derivative [Line Items] | ||||
Derivative, interest rate paid on swap | 6.462% | 6.462% | 6.462% | 6.462% |
Derivative liability, notional amount | £ | £ 0.8 | |||
Derivative, interest rate received on swap | 6.15% | 6.15% | 6.15% | 6.15% |
Derivative asset, notional amount | $ 1.4 | |||
Euro Member Countries, Euro | ||||
Derivative [Line Items] | ||||
Derivative, interest rate paid on swap | 5.696% | 5.696% | 5.696% | 5.696% |
Derivative liability, notional amount | € | € 0.9 | |||
Derivative, interest rate received on swap | 6.15% | 6.15% | 6.15% | 6.15% |
Derivative asset, notional amount | $ 1.1 | |||
Canada, Dollars | ||||
Derivative [Line Items] | ||||
Derivative, interest rate paid on swap | 6.68% | 6.68% | 6.68% | 6.68% |
Derivative liability, notional amount | CAD | CAD 1.8 | |||
Derivative, interest rate received on swap | 6.15% | 6.15% | 6.15% | 6.15% |
Derivative asset, notional amount | $ 1.6 |
Financial Instruments Gain_(Los
Financial Instruments Gain/(Loss) Recognized in Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Commodity contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | $ (21) | $ 0 | $ (21) | $ 0 |
Foreign exchange contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 25 | 97 | 73 | 106 |
Cross-currency contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 46 | 0 | 46 | 0 |
Interest rate contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (4) | 0 | (230) | 0 |
Designated as hedging instrument | Commodity contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Designated as hedging instrument | Foreign exchange contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 53 | 8 | 44 | (22) |
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 16 | (2) | 31 | 7 |
Designated as hedging instrument | Cross-currency contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 218 | 435 | 639 | 176 |
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Designated as hedging instrument | Interest rate contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 0 | 30 | (111) | (178) |
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (1) | 0 | (238) | 0 |
Not designated as hedging instrument | Commodity contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (21) | 0 | (21) | 0 |
Not designated as hedging instrument | Foreign exchange contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 9 | 99 | 42 | 99 |
Not designated as hedging instrument | Cross-currency contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 46 | 0 | 46 | 0 |
Not designated as hedging instrument | Interest rate contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (3) | 0 | 8 | 0 |
Not designated as hedging instrument | Cost of products sold | Commodity contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (21) | 0 | (21) | 0 |
Not designated as hedging instrument | Cost of products sold | Foreign exchange contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Cost of products sold | Cross-currency contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Cost of products sold | Interest rate contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Other income/(expense), net | Commodity contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Other income/(expense), net | Foreign exchange contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 9 | 99 | 42 | 99 |
Not designated as hedging instrument | Other income/(expense), net | Cross-currency contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 46 | 0 | 46 | 0 |
Not designated as hedging instrument | Other income/(expense), net | Interest rate contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (3) | 0 | 8 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Commodity contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Foreign exchange contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 53 | 8 | 44 | (22) |
Cash Flow Hedging | Designated as hedging instrument | Cross-currency contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Interest rate contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 0 | 30 | (111) | (178) |
Cash Flow Hedging | Designated as hedging instrument | Net sales | Commodity contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | ||
Cash Flow Hedging | Designated as hedging instrument | Net sales | Foreign exchange contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (2) | (1) | ||
Cash Flow Hedging | Designated as hedging instrument | Net sales | Cross-currency contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | ||
Cash Flow Hedging | Designated as hedging instrument | Net sales | Interest rate contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | ||
Cash Flow Hedging | Designated as hedging instrument | Cost of products sold | Commodity contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gain/(loss) recognized in income (effective portion) | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Cost of products sold | Foreign exchange contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gain/(loss) recognized in income (effective portion) | 16 | (2) | 32 | 7 |
Cash Flow Hedging | Designated as hedging instrument | Cost of products sold | Cross-currency contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gain/(loss) recognized in income (effective portion) | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Cost of products sold | Interest rate contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gain/(loss) recognized in income (effective portion) | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Other income/(expense), net | Commodity contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | ||
Cash Flow Hedging | Designated as hedging instrument | Other income/(expense), net | Foreign exchange contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 1 | 1 | ||
Cash Flow Hedging | Designated as hedging instrument | Other income/(expense), net | Cross-currency contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | ||
Cash Flow Hedging | Designated as hedging instrument | Other income/(expense), net | Interest rate contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | ||
Cash Flow Hedging | Designated as hedging instrument | Interest expense | Commodity contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Interest expense | Foreign exchange contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Interest expense | Cross-currency contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Interest expense | Interest rate contracts | ||||
Derivatives not designated as hedging instruments: | ||||
Total amount recognized in statement of income | (1) | 0 | (238) | 0 |
Net Investment Hedging | Designated as hedging instrument | Commodity contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 0 | 0 | 0 | 0 |
Net Investment Hedging | Designated as hedging instrument | Foreign exchange contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 0 | 0 | 0 | 0 |
Net Investment Hedging | Designated as hedging instrument | Cross-currency contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | 218 | 435 | 639 | 176 |
Net Investment Hedging | Designated as hedging instrument | Interest rate contracts | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Net gains recognized in other comprehensive loss (effective portion) | $ 0 | $ 0 | $ 0 | $ 0 |
Venezuela - Foreign Currency 81
Venezuela - Foreign Currency and Inflation Additional Information (Details) VEB in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 27, 2015USD ($)VEF / $ | Jun. 28, 2015USD ($)VEF / $ | Sep. 28, 2014USD ($) | Jun. 28, 2015USD ($)VEF / $ | Sep. 27, 2015USD ($)VEF / $ | Sep. 28, 2014USD ($) | Sep. 28, 2014VEB | |
Foreign Currency [Line Items] | |||||||
Number of exchange rates legally available to us in Venezuela | 3 | 3 | |||||
Foreign currency exchange rate, translation | VEF / $ | 197.7 | 197.7 | |||||
Cash exchanged on SICAD II Exchange Market | VEB | VEB 164 | ||||||
Cash received on SICAD II Market | $ 3 | ||||||
Nonmonetary currency devaluation | $ 234 | 23 | |||||
Outstanding requests for currency settlements at the official exchange rate | $ 26 | $ 26 | |||||
Nonmonetary currency devaluation | 0 | $ 49 | $ 0 | $ 49 | $ 0 | ||
Net Sales Attributable to Venezuela | 3 | $ 352 | |||||
Operating Income/(Loss) Attributable to Venezuela | $ (5) | $ 51 | |||||
Official CENCOEX BsF Rate | |||||||
Foreign Currency [Line Items] | |||||||
Foreign currency exchange rate, translation | VEF / $ | 6.30 | 6.30 | |||||
Venezuelan BsF on SICAD Market | |||||||
Foreign Currency [Line Items] | |||||||
Foreign currency exchange rate, translation | VEF / $ | 12 | 12 | |||||
Venezuelan BsF on SIMADI Market, Period End Average | |||||||
Foreign Currency [Line Items] | |||||||
Foreign currency exchange rate, translation | VEF / $ | 197 | 197 | |||||
Venezuelan BsF on SICAD II Market | |||||||
Foreign Currency [Line Items] | |||||||
Foreign currency exchange rate, translation | VEF / $ | 50 | 50 |
Commitments and Contingencies A
Commitments and Contingencies Additional Information (Details) | Sep. 27, 2015lawsuit |
Loss Contingency [Abstract] | |
Loss Contingency, Number of Lawsuits | 6 |
Earnings Per Share Basic and Di
Earnings Per Share Basic and Diluted (Loss)/Earnings Per Common Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Basic EPS | ||||
Net income attributable to common shareholders-basic | $ (303) | $ (8) | $ (551) | $ (46) |
Weighted average shares of common stock outstanding (in shares) | 1,142 | 377 | 633 | 377 |
Basic loss per share (in dollars per share) | $ (0.27) | $ (0.02) | $ (0.87) | $ (0.12) |
Diluted EPS | ||||
Net income attributable to common shareholders-diluted | $ (303) | $ (8) | $ (551) | $ (46) |
Weighted average shares of common stock, including dilutive effect (in shares) | 1,142 | 377 | 633 | 377 |
Diluted loss per share (in dollars per share) | $ (0.27) | $ (0.02) | $ (0.87) | $ (0.12) |
Earnings Per Share Additional I
Earnings Per Share Additional Information (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive shares excluded from computation of earnings per share | 12 | 20 | 19 | 20 |
Segment Reporting Additional In
Segment Reporting Additional Information (Details) | 9 Months Ended |
Sep. 27, 2015segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Number of operating segments in Rest of World reportable segment | 3 |
Segment Reporting Net Sales by
Segment Reporting Net Sales by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 6,120 | $ 2,594 | $ 11,214 | $ 8,123 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 4,298 | 834 | 6,043 | 2,643 |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 539 | 148 | 804 | 474 |
Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 599 | 696 | 1,845 | 2,225 |
Rest of World | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 684 | $ 916 | $ 2,522 | $ 2,781 |
Segment Reporting Segment Adjus
Segment Reporting Segment Adjusted EBITDA (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 27, 2015 | Jun. 28, 2015 | Sep. 28, 2014 | Jun. 29, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Segment Reporting Information [Line Items] | ||||||
General corporate expenses | $ (36) | $ (32) | $ (106) | $ (111) | ||
Depreciation and amortization, excluding accelerated depreciation | (193) | (222) | (619) | (694) | ||
Integration and restructuring expenses | (482) | (163) | (681) | (502) | ||
Merger costs | (139) | (15) | (193) | (49) | ||
Unrealized gains/(losses) on commodity contracts | 0 | (10) | 23 | 13 | ||
Impairment losses on indefinite-lived intangible assets | 0 | $ (58) | 0 | $ (62) | (58) | (62) |
Gain/(loss) on sale of business | 0 | 0 | 21 | 0 | ||
Nonmonetary currency devaluation | 0 | $ (49) | 0 | (49) | 0 | |
Equity award compensation expense | (16) | (26) | (60) | (80) | ||
Pro forma adjustments | (253) | (689) | (1,896) | (2,246) | ||
Operating income | 399 | 409 | 1,352 | 1,216 | ||
Interest expense | 460 | 167 | 1,055 | 504 | ||
Other expense, net | 108 | 28 | 314 | 80 | ||
(Loss)/income before income taxes | (169) | 214 | (17) | 632 | ||
United States | ||||||
Segment Reporting Information [Line Items] | ||||||
Segment Adjusted EBITDA | 1,061 | 1,046 | 3,437 | 3,361 | ||
Canada | ||||||
Segment Reporting Information [Line Items] | ||||||
Segment Adjusted EBITDA | 110 | 138 | 374 | 435 | ||
Europe | ||||||
Segment Reporting Information [Line Items] | ||||||
Segment Adjusted EBITDA | 222 | 205 | 661 | 658 | ||
Rest of World | ||||||
Segment Reporting Information [Line Items] | ||||||
Segment Adjusted EBITDA | $ 125 | $ 177 | $ 498 | $ 493 |
Segment Reporting Net Sales b88
Segment Reporting Net Sales by Product (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Revenue from External Customer [Line Items] | ||||
Net sales | $ 6,120 | $ 2,594 | $ 11,214 | $ 8,123 |
Condiments and sauces | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,524 | 1,345 | 4,185 | 4,088 |
Cheese and dairy | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,184 | 0 | 1,184 | 0 |
Ambient meals | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 819 | 395 | 1,457 | 1,134 |
Frozen and chilled meals | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 413 | 448 | 1,306 | 1,454 |
Meats | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 685 | 44 | 781 | 150 |
Refreshment beverages | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 353 | 0 | 353 | 0 |
Coffee | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 310 | 0 | 310 | 0 |
Infant/nutrition | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 190 | 273 | 707 | 859 |
Desserts, toppings and baking | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 203 | 0 | 203 | 0 |
Nuts and salted snacks | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 243 | 0 | 243 | 0 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 196 | $ 89 | $ 485 | $ 438 |
Supplemental Financial Inform89
Supplemental Financial Information Additional Information (Details) | 9 Months Ended |
Sep. 27, 2015 | |
Business Combinations [Abstract] | |
Percentage of Subsidiary Owned by Parent | 100.00% |
Supplemental Financial Inform90
Supplemental Financial Information Condensed Consolidating Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | $ 6,120 | $ 2,594 | $ 11,214 | $ 8,123 |
Cost of products sold | 4,492 | 1,827 | 7,857 | 5,741 |
Gross profit | 1,628 | 767 | 3,357 | 2,382 |
Selling, general and administrative expenses | 1,229 | 358 | 2,005 | 1,166 |
Operating income | 399 | 409 | 1,352 | 1,216 |
Interest expense | 460 | 167 | 1,055 | 504 |
Other expense, net | 108 | 28 | 314 | 80 |
(Loss)/income before income taxes | (169) | 214 | (17) | 632 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
(Benefit from)/provision for income taxes | (49) | 40 | (16) | 125 |
Net (loss)/income | (120) | 174 | (1) | 507 |
Net income attributable to noncontrolling interest | 3 | 2 | 10 | 13 |
Net (loss)/income attributable to Kraft Heinz | (123) | 172 | (11) | 494 |
Comprehensive (loss)/income excluding noncontrolling interest | (17) | (268) | (50) | (7) |
Parent Guarantor | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of products sold | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Operating income | 0 | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 | 0 |
Other expense, net | 0 | 0 | 0 | 0 |
(Loss)/income before income taxes | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries | (123) | 172 | (11) | 494 |
(Benefit from)/provision for income taxes | 0 | 0 | 0 | 0 |
Net (loss)/income | (123) | 172 | (11) | 494 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net (loss)/income attributable to Kraft Heinz | (123) | 172 | (11) | 494 |
Comprehensive (loss)/income excluding noncontrolling interest | (17) | (268) | (50) | (7) |
Subsidiary Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 3,155 | 50 | 3,261 | 165 |
Cost of products sold | 2,372 | 0 | 2,373 | 2 |
Gross profit | 783 | 50 | 888 | 163 |
Selling, general and administrative expenses | 1,077 | 37 | 1,189 | 124 |
Operating income | (294) | 13 | (301) | 39 |
Interest expense | 450 | 155 | 1,019 | 466 |
Other expense, net | (13) | 3 | 70 | 20 |
(Loss)/income before income taxes | (731) | (145) | (1,390) | (447) |
Equity in earnings of subsidiaries | 442 | 304 | 1,108 | 934 |
(Benefit from)/provision for income taxes | (166) | (13) | (271) | (7) |
Net (loss)/income | (123) | 172 | (11) | 494 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net (loss)/income attributable to Kraft Heinz | (123) | 172 | (11) | 494 |
Comprehensive (loss)/income excluding noncontrolling interest | (17) | (268) | (50) | (7) |
Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 3,094 | 2,594 | 8,188 | 8,123 |
Cost of products sold | 2,249 | 1,877 | 5,719 | 5,904 |
Gross profit | 845 | 717 | 2,469 | 2,219 |
Selling, general and administrative expenses | 152 | 321 | 816 | 1,042 |
Operating income | 693 | 396 | 1,653 | 1,177 |
Interest expense | 10 | 12 | 36 | 38 |
Other expense, net | 121 | 25 | 244 | 60 |
(Loss)/income before income taxes | 562 | 359 | 1,373 | 1,079 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
(Benefit from)/provision for income taxes | 117 | 53 | 255 | 132 |
Net (loss)/income | 445 | 306 | 1,118 | 947 |
Net income attributable to noncontrolling interest | 3 | 2 | 10 | 13 |
Net (loss)/income attributable to Kraft Heinz | 442 | 304 | 1,108 | 934 |
Comprehensive (loss)/income excluding noncontrolling interest | (269) | (425) | (226) | 275 |
Eliminations | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | (129) | (50) | (235) | (165) |
Cost of products sold | (129) | (50) | (235) | (165) |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Operating income | 0 | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 | 0 |
Other expense, net | 0 | 0 | 0 | 0 |
(Loss)/income before income taxes | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries | (319) | (476) | (1,097) | (1,428) |
(Benefit from)/provision for income taxes | 0 | 0 | 0 | 0 |
Net (loss)/income | (319) | (476) | (1,097) | (1,428) |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net (loss)/income attributable to Kraft Heinz | (319) | (476) | (1,097) | (1,428) |
Comprehensive (loss)/income excluding noncontrolling interest | $ 286 | $ 693 | $ 276 | $ (268) |
Supplemental Financial Inform91
Supplemental Financial Information Condensed Consolidating Balance Sheets (Details) - USD ($) $ in Millions | Sep. 27, 2015 | Jul. 02, 2015 | Dec. 28, 2014 |
Condensed Balance Sheet Statements, Captions [Line Items] | |||
Trade receivables | $ 1,613 | $ 851 | |
Receivables due from affiliates | 0 | 0 | |
Inventories | 2,981 | 1,185 | |
Short-term lending due from affiliates | 0 | 0 | |
Other current assets | 1,380 | 581 | |
Total current assets | 10,411 | 4,915 | |
Property, plant and equipment, net | 6,432 | 2,365 | |
Goodwill | 46,750 | $ 32,646 | 14,959 |
Investments in subsidiaries | 0 | 0 | |
Intangible assets, net | 56,693 | 13,188 | |
Long-term lending due from affiliates | 0 | 0 | |
Other assets | 1,506 | 1,108 | |
TOTAL ASSETS | 121,792 | 36,535 | |
Short-term lending due to affiliates | 0 | 0 | |
Trade payables | 2,719 | 1,651 | |
Payables due to affiliates | 0 | 0 | |
Accrued marketing | 732 | 297 | |
Accrued postemployment costs | 401 | 15 | |
Income taxes payable | 410 | 232 | |
Other current liabilities | 1,484 | 897 | |
Total current liabilities | 5,746 | 3,092 | |
Long-term debt | 25,250 | 13,358 | |
Long-term borrowings due to affiliates | 0 | 0 | |
Deferred income taxes | 19,684 | 3,867 | |
Accrued postemployment costs | 3,019 | 244 | |
Other liabilities | 734 | 289 | |
TOTAL LIABILITIES | 54,433 | 20,850 | |
Redeemable noncontrolling interest | 22 | 29 | |
9.00% Series A cumulative redeemable preferred stock, 80,000 authorized and issued shares at September 27, 2015 and December 28, 2014, $.01 par value | 8,320 | 8,320 | |
Total shareholders' equity | 58,811 | 7,117 | |
Noncontrolling interest | 206 | 219 | |
TOTAL EQUITY | 59,017 | 7,336 | |
TOTAL LIABILITIES AND EQUITY | 121,792 | 36,535 | |
Parent Guarantor | |||
Condensed Balance Sheet Statements, Captions [Line Items] | |||
Trade receivables | 0 | 0 | |
Receivables due from affiliates | 0 | 0 | |
Inventories | 0 | 0 | |
Short-term lending due from affiliates | 0 | 0 | |
Other current assets | 0 | 0 | |
Total current assets | 0 | 0 | |
Property, plant and equipment, net | 0 | 0 | |
Goodwill | 0 | 0 | |
Investments in subsidiaries | 67,131 | 15,437 | |
Intangible assets, net | 0 | 0 | |
Long-term lending due from affiliates | 0 | 0 | |
Other assets | 0 | 0 | |
TOTAL ASSETS | 67,131 | 15,437 | |
Short-term lending due to affiliates | 0 | 0 | |
Trade payables | 0 | 0 | |
Payables due to affiliates | 0 | 0 | |
Accrued marketing | 0 | 0 | |
Accrued postemployment costs | 0 | 0 | |
Income taxes payable | 0 | 0 | |
Other current liabilities | 0 | 0 | |
Total current liabilities | 0 | 0 | |
Long-term debt | 0 | 0 | |
Long-term borrowings due to affiliates | 0 | 0 | |
Deferred income taxes | 0 | 0 | |
Accrued postemployment costs | 0 | 0 | |
Other liabilities | 0 | 0 | |
TOTAL LIABILITIES | 0 | 0 | |
Redeemable noncontrolling interest | 0 | 0 | |
9.00% Series A cumulative redeemable preferred stock, 80,000 authorized and issued shares at September 27, 2015 and December 28, 2014, $.01 par value | 8,320 | 8,320 | |
Total shareholders' equity | 58,811 | 7,117 | |
Noncontrolling interest | 0 | 0 | |
TOTAL EQUITY | 58,811 | 7,117 | |
TOTAL LIABILITIES AND EQUITY | 67,131 | 15,437 | |
Subsidiary Issuer | |||
Condensed Balance Sheet Statements, Captions [Line Items] | |||
Trade receivables | 639 | 0 | |
Receivables due from affiliates | 382 | 231 | |
Inventories | 1,450 | 0 | |
Short-term lending due from affiliates | 1,677 | 534 | |
Other current assets | 737 | 285 | |
Total current assets | 7,619 | 1,583 | |
Property, plant and equipment, net | 3,785 | 246 | |
Goodwill | 27,683 | 0 | |
Investments in subsidiaries | 60,733 | 27,176 | |
Intangible assets, net | 3,119 | 5,017 | |
Long-term lending due from affiliates | 1,700 | 0 | |
Other assets | 462 | 458 | |
TOTAL ASSETS | 105,101 | 34,480 | |
Short-term lending due to affiliates | 4,312 | 2,604 | |
Trade payables | 1,061 | 28 | |
Payables due to affiliates | 88 | 187 | |
Accrued marketing | 260 | 0 | |
Accrued postemployment costs | 363 | 0 | |
Income taxes payable | 35 | 176 | |
Other current liabilities | 1,112 | 281 | |
Total current liabilities | 7,231 | 3,276 | |
Long-term debt | 24,197 | 11,346 | |
Long-term borrowings due to affiliates | 2,000 | 2,000 | |
Deferred income taxes | 1,435 | 2,304 | |
Accrued postemployment costs | 2,551 | 13 | |
Other liabilities | 556 | 104 | |
TOTAL LIABILITIES | 37,970 | 19,043 | |
Redeemable noncontrolling interest | 0 | 0 | |
9.00% Series A cumulative redeemable preferred stock, 80,000 authorized and issued shares at September 27, 2015 and December 28, 2014, $.01 par value | 0 | 0 | |
Total shareholders' equity | 67,131 | 15,437 | |
Noncontrolling interest | 0 | 0 | |
TOTAL EQUITY | 67,131 | 15,437 | |
TOTAL LIABILITIES AND EQUITY | 105,101 | 34,480 | |
Non-Guarantor Subsidiaries | |||
Condensed Balance Sheet Statements, Captions [Line Items] | |||
Trade receivables | 974 | 851 | |
Receivables due from affiliates | 88 | 187 | |
Inventories | 1,531 | 1,185 | |
Short-term lending due from affiliates | 4,312 | 2,604 | |
Other current assets | 643 | 356 | |
Total current assets | 9,251 | 6,948 | |
Property, plant and equipment, net | 2,647 | 2,119 | |
Goodwill | 19,067 | 14,959 | |
Investments in subsidiaries | 0 | 0 | |
Intangible assets, net | 53,574 | 8,171 | |
Long-term lending due from affiliates | 2,000 | 2,000 | |
Other assets | 1,044 | 650 | |
TOTAL ASSETS | 87,583 | 34,847 | |
Short-term lending due to affiliates | 1,677 | 534 | |
Trade payables | 1,658 | 1,623 | |
Payables due to affiliates | 382 | 231 | |
Accrued marketing | 472 | 297 | |
Accrued postemployment costs | 38 | 15 | |
Income taxes payable | 375 | 104 | |
Other current liabilities | 372 | 628 | |
Total current liabilities | 4,974 | 3,432 | |
Long-term debt | 1,053 | 2,012 | |
Long-term borrowings due to affiliates | 1,897 | 228 | |
Deferred income taxes | 18,249 | 1,563 | |
Accrued postemployment costs | 468 | 231 | |
Other liabilities | 178 | 185 | |
TOTAL LIABILITIES | 26,819 | 7,651 | |
Redeemable noncontrolling interest | 22 | 29 | |
9.00% Series A cumulative redeemable preferred stock, 80,000 authorized and issued shares at September 27, 2015 and December 28, 2014, $.01 par value | 0 | 0 | |
Total shareholders' equity | 60,536 | 26,948 | |
Noncontrolling interest | 206 | 219 | |
TOTAL EQUITY | 60,742 | 27,167 | |
TOTAL LIABILITIES AND EQUITY | 87,583 | 34,847 | |
Eliminations | |||
Condensed Balance Sheet Statements, Captions [Line Items] | |||
Trade receivables | 0 | 0 | |
Receivables due from affiliates | (470) | (418) | |
Inventories | 0 | 0 | |
Short-term lending due from affiliates | (5,989) | (3,138) | |
Other current assets | 0 | (60) | |
Total current assets | (6,459) | (3,616) | |
Property, plant and equipment, net | 0 | 0 | |
Goodwill | 0 | 0 | |
Investments in subsidiaries | (127,864) | (42,613) | |
Intangible assets, net | 0 | 0 | |
Long-term lending due from affiliates | (3,700) | (2,000) | |
Other assets | 0 | 0 | |
TOTAL ASSETS | (138,023) | (48,229) | |
Short-term lending due to affiliates | (5,989) | (3,138) | |
Trade payables | 0 | 0 | |
Payables due to affiliates | (470) | (418) | |
Accrued marketing | 0 | 0 | |
Accrued postemployment costs | 0 | 0 | |
Income taxes payable | 0 | (48) | |
Other current liabilities | 0 | (12) | |
Total current liabilities | (6,459) | (3,616) | |
Long-term debt | 0 | 0 | |
Long-term borrowings due to affiliates | (3,897) | (2,228) | |
Deferred income taxes | 0 | 0 | |
Accrued postemployment costs | 0 | 0 | |
Other liabilities | 0 | 0 | |
TOTAL LIABILITIES | (10,356) | (5,844) | |
Redeemable noncontrolling interest | 0 | 0 | |
9.00% Series A cumulative redeemable preferred stock, 80,000 authorized and issued shares at September 27, 2015 and December 28, 2014, $.01 par value | 0 | 0 | |
Total shareholders' equity | (127,667) | (42,385) | |
Noncontrolling interest | 0 | 0 | |
TOTAL EQUITY | (127,667) | (42,385) | |
TOTAL LIABILITIES AND EQUITY | $ (138,023) | $ (48,229) |
Supplemental Financial Inform92
Supplemental Financial Information Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Millions | Jul. 02, 2015 | Sep. 27, 2015 | Sep. 28, 2014 |
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash provided by/(used for) operating activities | $ 746 | $ 1,331 | |
Capital expenditures | (366) | (247) | |
Net proceeds from/(payments on) intercompany lending activities | 0 | 0 | |
Return of capital | 0 | 0 | |
Payments to acquire Kraft Foods Group, Inc., net of cash acquired | $ (9,468) | (9,468) | 0 |
Additional investments in subsidiaries | 0 | ||
Other investing activities, net | 433 | 38 | |
Net cash used for investing activities | (9,401) | (209) | |
Repayments of long-term debt | (12,308) | (75) | |
Proceeds from long-term debt | 14,823 | 2 | |
Net repayments of short-term debt | (49) | (11) | |
Net proceed from/(payments on) intercompany borrowing activities | 0 | 0 | |
Proceeds from issuance of common stock | 10,000 | 0 | |
Dividends paid-preferred stock | (540) | (540) | |
Dividends paid-common stock | (637) | 0 | |
Other intercompany capital stock transactions | 0 | ||
Other financing activities, net | (98) | 14 | |
Net cash provided by/(used for) financing activities | 11,191 | (610) | |
Effect of exchange rate changes on cash and cash equivalents | (397) | (117) | |
Net increase | 2,139 | 395 | |
Balance at beginning of period | 2,298 | 2,459 | |
Balance at end of period | 4,437 | 2,854 | |
Parent Guarantor | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash provided by/(used for) operating activities | 180 | 417 | |
Capital expenditures | 0 | 0 | |
Net proceeds from/(payments on) intercompany lending activities | 0 | 0 | |
Return of capital | 997 | 123 | |
Payments to acquire Kraft Foods Group, Inc., net of cash acquired | 0 | ||
Additional investments in subsidiaries | (10,000) | ||
Other investing activities, net | 0 | 0 | |
Net cash used for investing activities | (9,003) | 123 | |
Repayments of long-term debt | 0 | 0 | |
Proceeds from long-term debt | 0 | 0 | |
Net repayments of short-term debt | 0 | 0 | |
Net proceed from/(payments on) intercompany borrowing activities | 0 | 0 | |
Proceeds from issuance of common stock | 10,000 | ||
Dividends paid-preferred stock | (540) | (540) | |
Dividends paid-common stock | (637) | 0 | |
Other intercompany capital stock transactions | 0 | ||
Other financing activities, net | 0 | 0 | |
Net cash provided by/(used for) financing activities | 8,823 | (540) | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | |
Net increase | 0 | 0 | |
Balance at beginning of period | 0 | 0 | |
Balance at end of period | 0 | 0 | |
Subsidiary Issuer | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash provided by/(used for) operating activities | (503) | 206 | |
Capital expenditures | (130) | (45) | |
Net proceeds from/(payments on) intercompany lending activities | 785 | (273) | |
Return of capital | 5 | 0 | |
Payments to acquire Kraft Foods Group, Inc., net of cash acquired | (9,535) | ||
Additional investments in subsidiaries | 0 | ||
Other investing activities, net | 450 | 14 | |
Net cash used for investing activities | (8,425) | (304) | |
Repayments of long-term debt | (12,282) | (71) | |
Proceeds from long-term debt | 14,033 | 0 | |
Net repayments of short-term debt | 0 | 0 | |
Net proceed from/(payments on) intercompany borrowing activities | 650 | 649 | |
Proceeds from issuance of common stock | 10,000 | ||
Dividends paid-preferred stock | 0 | 0 | |
Dividends paid-common stock | (1,177) | (540) | |
Other intercompany capital stock transactions | 0 | ||
Other financing activities, net | (95) | 14 | |
Net cash provided by/(used for) financing activities | 11,129 | 52 | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | |
Net increase | 2,201 | (46) | |
Balance at beginning of period | 533 | 48 | |
Balance at end of period | 2,734 | 2 | |
Non-Guarantor Subsidiaries | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash provided by/(used for) operating activities | 1,249 | 1,601 | |
Capital expenditures | (236) | (202) | |
Net proceeds from/(payments on) intercompany lending activities | (650) | (649) | |
Return of capital | 0 | 0 | |
Payments to acquire Kraft Foods Group, Inc., net of cash acquired | 67 | ||
Additional investments in subsidiaries | 0 | ||
Other investing activities, net | (17) | 24 | |
Net cash used for investing activities | (836) | (827) | |
Repayments of long-term debt | (26) | (4) | |
Proceeds from long-term debt | 790 | 2 | |
Net repayments of short-term debt | (49) | (11) | |
Net proceed from/(payments on) intercompany borrowing activities | (785) | 273 | |
Proceeds from issuance of common stock | 0 | ||
Dividends paid-preferred stock | 0 | 0 | |
Dividends paid-common stock | 0 | (476) | |
Other intercompany capital stock transactions | (5) | ||
Other financing activities, net | (3) | 0 | |
Net cash provided by/(used for) financing activities | (78) | (216) | |
Effect of exchange rate changes on cash and cash equivalents | (397) | (117) | |
Net increase | (62) | 441 | |
Balance at beginning of period | 1,765 | 2,411 | |
Balance at end of period | 1,703 | 2,852 | |
Eliminations | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash provided by/(used for) operating activities | (180) | (893) | |
Capital expenditures | 0 | 0 | |
Net proceeds from/(payments on) intercompany lending activities | (135) | 922 | |
Return of capital | (1,002) | (123) | |
Payments to acquire Kraft Foods Group, Inc., net of cash acquired | 0 | ||
Additional investments in subsidiaries | 10,000 | ||
Other investing activities, net | 0 | 0 | |
Net cash used for investing activities | 8,863 | 799 | |
Repayments of long-term debt | 0 | 0 | |
Proceeds from long-term debt | 0 | 0 | |
Net repayments of short-term debt | 0 | 0 | |
Net proceed from/(payments on) intercompany borrowing activities | 135 | (922) | |
Proceeds from issuance of common stock | (10,000) | ||
Dividends paid-preferred stock | 0 | 0 | |
Dividends paid-common stock | 1,177 | 1,016 | |
Other intercompany capital stock transactions | 5 | ||
Other financing activities, net | 0 | 0 | |
Net cash provided by/(used for) financing activities | (8,683) | 94 | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | |
Net increase | 0 | 0 | |
Balance at beginning of period | 0 | 0 | |
Balance at end of period | $ 0 | $ 0 |