Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 25, 2022 | Jul. 23, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 25, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-37482 | |
Entity Registrant Name | Kraft Heinz Co | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-2078182 | |
Entity Address, Address Line One | One PPG Place, | |
Entity Address, City or Town | Pittsburgh, | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 15222 | |
City Area Code | 412 | |
Local Phone Number | 456-5700 | |
Title of 12(b) Security | Common stock, $0.01 par value | |
Trading Symbol | KHC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 1,225,439,747 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001637459 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Income Statement [Abstract] | ||||
Net sales | $ 6,554 | $ 6,615 | $ 12,599 | $ 13,009 |
Cost of products sold | 4,570 | 4,324 | 8,684 | 8,517 |
Gross profit | 1,984 | 2,291 | 3,915 | 4,492 |
Selling, general and administrative expenses, excluding impairment losses | 812 | 943 | 1,639 | 1,825 |
Goodwill impairment losses | 235 | 35 | 224 | 265 |
Intangible asset impairment losses | 395 | 78 | 395 | 78 |
Selling, general and administrative expenses | 1,442 | 1,056 | 2,258 | 2,168 |
Operating income/(loss) | 542 | 1,235 | 1,657 | 2,324 |
Interest expense | 234 | 613 | 476 | 1,028 |
Other expense/(income) | (91) | (23) | (189) | (53) |
Income/(loss) before income taxes | 399 | 645 | 1,370 | 1,349 |
Provision for/(benefit from) income taxes | 134 | 670 | 324 | 806 |
Net income/(loss) | 265 | (25) | 1,046 | 543 |
Net income/(loss) attributable to noncontrolling interest | 0 | 2 | 5 | 7 |
Net income/(loss) attributable to common shareholders | $ 265 | $ (27) | $ 1,041 | $ 536 |
Per share data applicable to common shareholders: | ||||
Basic earnings/(loss) per common share (in dollars per share) | $ 0.22 | $ (0.02) | $ 0.85 | $ 0.44 |
Diluted earnings/(loss) per common share (in dollars per share) | $ 0.21 | $ (0.02) | $ 0.84 | $ 0.43 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income/(loss) | $ 265 | $ (25) | $ 1,046 | $ 543 |
Other comprehensive income/(loss), net of tax: | ||||
Foreign currency translation adjustments | (651) | 190 | (684) | 249 |
Net deferred gains/(losses) on net investment hedges | 205 | (49) | 257 | (44) |
Amounts excluded from the effectiveness assessment of net investment hedges | 9 | 5 | 18 | 10 |
Net deferred losses/(gains) on net investment hedges reclassified to net income/(loss) | (5) | (3) | (13) | (6) |
Net deferred gains/(losses) on cash flow hedges | (38) | (35) | (72) | (64) |
Amounts excluded from the effectiveness assessment of cash flow hedges | 1 | 7 | 8 | 14 |
Net deferred losses/(gains) on cash flow hedges reclassified to net income/(loss) | 27 | (1) | 49 | 26 |
Net actuarial gains/(losses) arising during the period | (143) | 71 | (143) | 73 |
Net postemployment benefit losses/(gains) reclassified to net income/(loss) | (7) | (7) | (11) | (13) |
Total other comprehensive income/(loss) | (602) | 178 | (591) | 245 |
Total comprehensive income/(loss) | (337) | 153 | 455 | 788 |
Comprehensive income/(loss) attributable to noncontrolling interest | (4) | 2 | 0 | 5 |
Comprehensive income/(loss) attributable to common shareholders | $ (333) | $ 151 | $ 455 | $ 783 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 1,518 | $ 3,445 |
Trade receivables (net of allowances of $49 at June 25, 2022 and $48 at December 25, 2021) | 2,145 | 1,957 |
Inventories | 3,433 | 2,729 |
Prepaid expenses | 191 | 136 |
Other current assets | 760 | 716 |
Assets held for sale | 91 | 11 |
Total current assets | 8,138 | 8,994 |
Property, plant and equipment, net | 6,568 | 6,806 |
Goodwill on acquisition | 31,176 | 31,296 |
Intangible assets, net | 42,960 | 43,542 |
Other non-current assets | 2,834 | 2,756 |
TOTAL ASSETS | 91,676 | 93,394 |
LIABILITIES AND EQUITY | ||
Commercial paper and other short-term debt | 47 | 14 |
Current portion of long-term debt | 1,147 | 740 |
Trade payables | 4,778 | 4,753 |
Accrued marketing | 892 | 804 |
Interest payable | 265 | 268 |
Other current liabilities | 1,990 | 2,485 |
Total current liabilities | 9,119 | 9,064 |
Long-term debt | 19,724 | 21,061 |
Deferred income taxes | 10,465 | 10,536 |
Accrued postemployment costs | 203 | 205 |
Long-term deferred income | 1,505 | 1,534 |
Other non-current liabilities | 1,658 | 1,542 |
TOTAL LIABILITIES | 42,674 | 43,942 |
Commitments and Contingencies (Note 15) | ||
Redeemable noncontrolling interest | 40 | 4 |
Equity: | ||
Common stock, $0.01 par value (5,000 shares authorized; 1,240 shares issued and 1,225 shares outstanding at June 25, 2022; 1,235 shares issued and 1,224 shares outstanding at December 25, 2021) | 12 | 12 |
Additional paid-in capital | 52,520 | 53,379 |
Retained earnings/(deficit) | (640) | (1,682) |
Accumulated other comprehensive income/(losses) | (2,410) | (1,824) |
Treasury stock, at cost (15 shares at June 25, 2022 and 11 shares at December 25, 2021) | (686) | (587) |
Total shareholders' equity | 48,796 | 49,298 |
Noncontrolling interest | 166 | 150 |
TOTAL EQUITY | 48,962 | 49,448 |
TOTAL LIABILITIES AND EQUITY | $ 91,676 | $ 93,394 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts Receivable, Allowance for Credit Loss | $ 49 | $ 48 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 5,000,000,000 | 5,000,000,000 |
Common Stock, Shares, Issued | 1,240,000,000 | 1,235,000,000 |
Common Stock, Shares, Outstanding | 1,225,000,000 | 1,224,000,000 |
Treasury Stock, Common, Shares | 15,000,000 | 11,000,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Retained Earnings/(Deficit) | Accumulated Other Comprehensive Income/(Losses) | Treasury Stock, at Cost | Noncontrolling Interest |
Beginning balance at Dec. 26, 2020 | $ 50,243 | $ 12 | $ 55,096 | $ (2,694) | $ (1,967) | $ (344) | $ 140 |
Total Shareholders' Equity [Roll forward] | |||||||
Net income/(loss) excluding redeemable noncontrolling interest | 568 | 563 | 5 | ||||
Other comprehensive income/(loss) | 67 | 69 | (2) | ||||
Dividends declared-common stock | (495) | (495) | |||||
Exercise of stock options, issuance of other stock awards, and other | 48 | 77 | 0 | (29) | |||
Ending balance at Mar. 27, 2021 | 50,431 | 12 | 54,678 | (2,131) | (1,898) | (373) | 143 |
Beginning balance at Dec. 26, 2020 | 50,243 | 12 | 55,096 | (2,694) | (1,967) | (344) | 140 |
Total Shareholders' Equity [Roll forward] | |||||||
Other comprehensive income/(loss) | 245 | ||||||
Ending balance at Jun. 26, 2021 | 50,142 | 12 | 54,255 | (2,158) | (1,720) | (392) | 145 |
Beginning balance at Mar. 27, 2021 | 50,431 | 12 | 54,678 | (2,131) | (1,898) | (373) | 143 |
Total Shareholders' Equity [Roll forward] | |||||||
Net income/(loss) excluding redeemable noncontrolling interest | (25) | (27) | 2 | ||||
Other comprehensive income/(loss) | 178 | 178 | 0 | ||||
Dividends declared-common stock | (495) | (495) | |||||
Exercise of stock options, issuance of other stock awards, and other | 53 | 72 | 0 | (19) | |||
Ending balance at Jun. 26, 2021 | 50,142 | 12 | 54,255 | (2,158) | (1,720) | (392) | 145 |
Beginning balance at Dec. 25, 2021 | 49,448 | 12 | 53,379 | (1,682) | (1,824) | (587) | 150 |
Total Shareholders' Equity [Roll forward] | |||||||
Net income/(loss) excluding redeemable noncontrolling interest | 780 | 776 | 4 | ||||
Other comprehensive income/(loss) | 11 | 12 | (1) | ||||
Dividends declared-common stock | (492) | (492) | |||||
Exercise of stock options, issuance of other stock awards, and other | 50 | 67 | 1 | (18) | |||
Ending balance at Mar. 26, 2022 | 49,797 | 12 | 52,954 | (905) | (1,812) | (605) | 153 |
Beginning balance at Dec. 25, 2021 | 49,448 | 12 | 53,379 | (1,682) | (1,824) | (587) | 150 |
Total Shareholders' Equity [Roll forward] | |||||||
Other comprehensive income/(loss) | (591) | ||||||
Ending balance at Jun. 25, 2022 | 48,962 | 12 | 52,520 | (640) | (2,410) | (686) | 166 |
Beginning balance at Mar. 26, 2022 | 49,797 | 12 | 52,954 | (905) | (1,812) | (605) | 153 |
Total Shareholders' Equity [Roll forward] | |||||||
Net income/(loss) excluding redeemable noncontrolling interest | 267 | 265 | 2 | ||||
Other comprehensive income/(loss) | (602) | (598) | (4) | ||||
Dividends declared-common stock | (494) | (494) | |||||
Exercise of stock options, issuance of other stock awards, and other | (6) | 60 | 0 | (81) | |||
Ending balance at Jun. 25, 2022 | $ 48,962 | $ 12 | $ 52,520 | $ (640) | $ (2,410) | $ (686) | $ 166 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity (Parenthetical) - $ / shares | 3 Months Ended | |||
Jun. 25, 2022 | Mar. 26, 2022 | Jun. 26, 2021 | Mar. 27, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||
Common stock dividends declared (in dollars per share) | $ 0.40 | $ 0.40 | $ 0.40 | $ 0.40 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 25, 2022 | Jun. 26, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income/(loss) | $ 1,046 | $ 543 |
Adjustments to reconcile net income/(loss) to operating cash flows: | ||
Depreciation and amortization | 456 | 449 |
Amortization of postemployment benefit plans prior service costs/(credits) | (7) | (3) |
Divestiture-related license income | (27) | 0 |
Equity award compensation expense | 79 | 104 |
Deferred income tax provision/(benefit) | (107) | (114) |
Postemployment benefit plan contributions | (11) | (14) |
Goodwill and intangible asset impairment losses | 619 | 343 |
Nonmonetary currency devaluation | 10 | 4 |
Loss/(gain) on sale of business | (1) | 65 |
Other items, net | (86) | 278 |
Changes in current assets and liabilities: | ||
Trade receivables | (222) | 62 |
Inventories | (768) | (227) |
Accounts payable | 202 | 220 |
Other current assets | (70) | (67) |
Other current liabilities | (325) | 386 |
Net cash provided by/(used for) operating activities | 788 | 2,029 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (435) | (431) |
Payments to acquire business, net of cash acquired | (481) | 0 |
Proceeds from sale of business, net of cash disposed and working capital adjustments | (20) | 3,435 |
Other investing activities, net | 15 | 23 |
Net cash provided by/(used for) investing activities | (921) | 3,027 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayments of long-term debt | (660) | (3,090) |
Debt prepayment and extinguishment costs | (16) | (433) |
Dividends paid | (980) | (979) |
Other financing activities, net | (66) | (53) |
Net cash provided by/(used for) financing activities | (1,722) | (4,555) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (72) | 23 |
Cash, cash equivalents, and restricted cash | ||
Net increase/(decrease) | (1,927) | 524 |
Balance at beginning of period | 3,446 | 3,418 |
Balance at end of period | $ 1,519 | $ 3,942 |
Basis of Presentation (Notes)
Basis of Presentation (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation 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 accordance with the rules of the Securities and Exchange Commission (the “SEC”). In management’s opinion, these interim financial statements include all adjustments (consisting only of normal recurring adjustments) and accruals necessary to fairly state our results for the periods presented. We operate on a 52- or 53-week fiscal year ending on the last Saturday in December in each calendar year. Unless the context requires otherwise, references to years and quarters contained herein pertain to our fiscal years and fiscal quarters. Our 2022 fiscal year is scheduled to be a 53-week period ending on December 31, 2022, and our 2021 fiscal year was a 52-week period that ended on December 25, 2021. The condensed consolidated balance sheet data at December 25, 2021 was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These statements should be read in conjunction with our audited consolidated financial statements and related notes in our Annual Report on Form 10-K for the year ended December 25, 2021. The results for interim periods are not necessarily indicative of future or annual results. Principles of Consolidation The condensed consolidated financial statements include The Kraft Heinz Company and all of our controlled subsidiaries. All intercompany transactions are eliminated. Reportable Segments In the second quarter of 2022, our internal reporting and reportable segments changed. We combined our United States and Canada zones to form the North America zone as a result of previously announced organizational changes, which are intended to advance and support our long-term growth plans by streamlining and synergizing our United States and Canada businesses. Subsequently, we manage and report our operating results through two reportable segments defined by geographic region: North America and International. We have reflected this change in all historical periods presented. Considerations Related to COVID-19 In the preparation of these financial statements and related disclosures we have assessed the impact that COVID-19 has had on our estimates, assumptions, forecasts, and accounting policies and made additional disclosures, as necessary. As COVID-19 and its impacts are unprecedented and ever evolving, future events and effects related to the pandemic cannot be determined with precision and actual results could significantly differ from estimates or forecasts. See Note 8, Goodwill and Intangible Assets , for further discussion of COVID-19 considerations. Use of Estimates We prepare our condensed consolidated financial statements in accordance with U.S. GAAP, which requires us to make accounting policy elections, estimates, and assumptions that affect the reported amount of assets, liabilities, reserves, and expenses. These accounting policy elections, estimates, and assumptions are based on our best estimates and judgments. We evaluate our policy elections, estimates, and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. We believe these estimates to be reasonable given the current facts available. We adjust our policy elections, estimates, and assumptions when facts and circumstances dictate. Market volatility, including foreign currency exchange rates, increases the uncertainty inherent in our estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from estimates. If actual amounts differ from estimates, we include the revisions in our consolidated results of operations in the period the actual amounts become known. Historically, the aggregate differences, if any, between our estimates and actual amounts in any year have not had a material effect on our condensed consolidated financial statements. Reclassifications We made reclassifications and adjustments to certain previously reported financial information to conform to our current period presentation. Held for Sale At June 25, 2022, we classified certain assets as held for sale in our condensed consolidated balance sheet, including certain property, plant and equipment, net in our North America segment related to the sale of a manufacturing facility, as well as inventory in our International segment and certain manufacturing equipment and land use rights across the globe. At December 25, 2021, we classified certain assets as held for sale in our condensed consolidated balance sheet, including inventory in our International segment and certain manufacturing equipment and land use rights across the globe. See Note 4, Acquisitions and Divestitures , for additional information. |
Significant Accounting Policies
Significant Accounting Policies (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting PoliciesThere were no significant changes to our accounting policies from those disclosed in our Annual Report on Form 10-K for the year ended December 25, 2021. |
New Accounting Standards (Notes
New Accounting Standards (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
New Accounting Standards | New Accounting Standards Accounting Standards Not Yet Adopted Accounting for Contract Assets and Contract Liabilities from Contracts with Customers: In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-08 to amend the accounting for contract assets and contract liabilities acquired in a business combination under Accounting Standards Codification (“ASC”) 805, Business Combinations . The guidance requires entities engaged in a business combination to recognize and measure contract assets acquired and contract liabilities assumed in accordance with ASC 606, Revenue from Contracts with Customers , rather than at fair value on the acquisition date. The amendments also apply to other contracts such as contract liabilities arising from nonfinancial assets under ASC 610-20, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets . The ASU will be effective beginning in the first quarter of 2023. Early adoption is permitted, including in an interim period. We currently expect to adopt ASU 2021-08 in the first quarter of 2023 on a prospective basis. While the impact of these amendments is dependent on the nature of any future transactions, we currently do not expect this ASU to have a significant impact on our financial statements and related disclosures. Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting: In March 2020, the FASB issued ASU 2020-04 to provide temporary optional expedients and exceptions to the U.S. GAAP guidance for accounting for contracts, hedging relationships, and other transactions affected by the transition from discontinued reference rates, such as the London Interbank Offered Rate (LIBOR), to alternative reference rates. The new accounting requirements can be applied from March 12, 2020 through December 31, 2022. While we currently do not expect this new guidance to have a significant impact on our financial statements or related disclosures, we continue to evaluate our contracts and the optional expedients provided by the new standard. |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures Acquisitions Hemmer Acquisition: On March 31, 2022 (the “Hemmer Acquisition Date”), we acquired a majority of the outstanding equity interests of Companhia Hemmer Indústria e Comércio (“Hemmer”), a Brazilian food and beverage manufacturing company focused on the condiments and sauces category, from certain third-party shareholders (the “Hemmer Acquisition”). The Hemmer Acquisition was accounted for under the acquisition method of accounting for business combinations. Total cash consideration related to the Hemmer Acquisition was approximately 1.3 billion Brazilian reais (approximately $279 million at the Hemmer Acquisition Date). A noncontrolling interest was recognized at fair value, which was determined to be the noncontrolling interest’s proportionate share of the acquiree’s identifiable net assets, as of the Hemmer Acquisition Date. As of the Hemmer Acquisition Date, we acquired 94% of the outstanding shares of Hemmer. We entered into foreign exchange derivative contracts to economically hedge the foreign currency exposure related to the cash consideration for the Hemmer Acquisition. See Note 12, Financial Instruments , for additional information. We utilized fair values at the Hemmer Acquisition Date to allocate the total consideration exchanged to the net tangible and intangible assets acquired and liabilities assumed. The fair value estimates of the assets acquired are subject to adjustment during the measurement period (up to one year from the Hemmer Acquisition Date). The primary areas of accounting for the Hemmer Acquisition that are not yet finalized relate to the fair value of certain intangible assets and tangible net assets acquired, residual goodwill, and any related tax impact. The fair values of these net assets acquired are based on management’s estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. While we believe that such preliminary estimates provide a reasonable basis for estimating the fair value of assets acquired and liabilities assumed, we will evaluate any additional information prior to finalization of the fair value. During the measurement period, we will adjust preliminary valuations assigned to assets and liabilities if new information is obtained about facts and circumstances that existed as of the Hemmer Acquisition Date, that, if known, would have resulted in revised values for these items as of that date. The impact of all changes, if any, that do not qualify as measurement period adjustments will be included in current period earnings. The preliminary purchase price allocation to assets acquired and liabilities assumed in the Hemmer Acquisition was (in millions): Initial Allocation Cash $ 1 Trade receivables 13 Inventories 17 Other current assets 2 Property, plant and equipment, net 14 Identifiable intangible assets 122 Other non-current assets 13 Short-term debt (9) Trade payables (11) Other current liabilities (31) Long-term debt (11) Other non-current liabilities (44) Net assets acquired 76 Noncontrolling interest (16) Goodwill on acquisition 219 Total consideration $ 279 The Hemmer Acquisition preliminarily resulted in $219 million of non-tax deductible goodwill relating principally to Hemmer’s long-term experience and large presence operating in emerging markets. This goodwill was assigned to the Latin America (“LATAM”) reporting unit within our International segment. See Note 8, Goodwill and Intangible Assets , for additional information. The preliminary purchase price allocation to identifiable intangible assets acquired in the Hemmer Acquisition was: Fair Value Weighted Average Life Definite-lived trademarks $ 101 13 Customer-related assets 21 15 Total $ 122 We valued trademarks using the relief from royalty method and customer-related assets using the distributor method. Some of the more significant assumptions inherent in developing the valuations included the estimated annual net cash flows for each 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’s plans, and market comparables. We used carrying values as of the Hemmer Acquisition Date to value certain current and non-current assets and liabilities, as we determined that they represented the fair value of those items at such date. Just Spices Acquisition: On January 18, 2022 (the “Just Spices Acquisition Date”), we acquired 85% of the shares of Just Spices GmbH (“Just Spices”), a German-based company focused on direct-to-consumer sales of premium spice blends, from certain third-party shareholders (the “Just Spices Acquisition”). The Just Spices Acquisition was accounted for under the acquisition method of accounting for business combinations. Total cash consideration related to the Just Spices Acquisition was approximately 214 million euros (approximately $243 million at the Just Spices Acquisition Date). A noncontrolling interest was recognized at fair value, which was determined to be the noncontrolling interest’s proportionate share of the acquiree’s identifiable net assets, as of the Just Spices Acquisition Date. Under the terms of certain transaction agreements, Just Spices’ other equity holders each have a put option to require us to purchase the remaining equity interests beginning three years after the Just Spices Acquisition Date. If the put option is not exercised, we have a call option to acquire the remaining equity interests of Just Spices. Considering the contractual terms related to the noncontrolling interest, it is classified as redeemable noncontrolling interest on our condensed consolidated balance sheet. Subsequent to the Just Spices Acquisition, the redeemable noncontrolling interest is measured at the greater of the amount that would be paid if settlement occurred as of the balance sheet date based on the contractually defined redemption value and its carrying amount adjusted for the net income/(loss) attributable to the noncontrolling interest. We utilized fair values at the Just Spices Acquisition Date to allocate the total consideration exchanged to the net tangible and intangible assets acquired and liabilities assumed. The purchase price allocation for the Just Spices Acquisition is preliminary and subject to adjustment. The fair value estimates of the assets acquired are subject to adjustment during the measurement period (up to one year from the Just Spices Acquisition Date). The primary areas of accounting for the Just Spices Acquisition that are not yet finalized relate to the fair value of certain tangible net assets acquired, residual goodwill, and any related tax impact. The fair values of these net assets acquired are based on management’s estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. While we believe that such preliminary estimates provide a reasonable basis for estimating the fair value of assets acquired and liabilities assumed, we will evaluate any additional information prior to finalization of the fair value. During the measurement period, we will adjust preliminary valuations assigned to assets and liabilities if new information is obtained about facts and circumstances that existed as of the Just Spices Acquisition Date, that, if known, would have resulted in revised values for these items as of that date. The impact of all changes, if any, that do not qualify as measurement period adjustments will be included in current period earnings. The preliminary purchase price allocation to assets acquired and liabilities assumed in the Just Spices Acquisition was (in millions): Initial Allocation (a) Adjustments Updated Allocation Cash $ 2 $ — $ 2 Trade receivables 4 — 4 Inventories 7 — 7 Other current assets 9 — 9 Property, plant and equipment, net 1 — 1 Identifiable intangible assets 172 — 172 Trade payables (10) — (10) Other current liabilities (12) — (12) Other non-current liabilities (54) — (54) Net assets acquired 119 — 119 Redeemable noncontrolling interest (43) 4 (39) Goodwill on acquisition 167 (4) 163 Total consideration $ 243 $ — $ 243 (a) As reported in Note 4, Acquisitions and Divestitures , to our condensed consolidated financial statements in our Quarterly Report on Form 10-Q for the three months ended March 26, 2022. The Just Spices Acquisition preliminarily resulted in $167 million of non-tax deductible goodwill relating principally to Just Spices’ social media presence. This goodwill was assigned to the Continental Europe reporting unit within our International segment. In the second quarter of 2022, certain insignificant measurement period adjustments were made to the initial allocation, and the preliminary amount of goodwill was adjusted to $163 million. See Note 8, Goodwill and Intangible Assets , for additional information. The preliminary purchase price allocation to identifiable intangible assets acquired in the Just Spices Acquisition was: Fair Value Weighted Average Life Definite-lived trademarks $ 72 10 Customer-related assets 100 15 Total $ 172 We valued trademarks using the relief from royalty method and customer-related assets using the distributor method. Some of the more significant assumptions inherent in developing the valuations included the estimated annual net cash flows for each 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’s plans, and market comparables. We used carrying values as of the Just Spices Acquisition Date to value certain current and non-current assets and liabilities, as we determined that they represented the fair value of those items at such date. Assan Foods Acquisition: On October 1, 2021 (the “Assan Foods Acquisition Date”), we acquired all of the outstanding equity interests in Assan Gıda Sanayi ve Ticaret A.Ş. (“Assan Foods”), a condiments and sauces manufacturer based in Turkey, from third parties Kibar Holding Anonim Şirketi and a holder of registered shares of Assan Foods (the “Assan Foods Acquisition”). The Assan Foods Acquisition was accounted for under the acquisition method of accounting for business combinations. Total consideration related to the Assan Foods Acquisition was approximately $79 million, including cash consideration of $70 million and contingent consideration of approximately $9 million. We utilized fair values at the Assan Foods Acquisition Date to allocate the total consideration exchanged to the net tangible and intangible assets acquired and liabilities assumed. The purchase price allocation for the Assan Foods Acquisition is preliminary and subject to adjustment. The fair value estimates of the assets acquired are subject to adjustment during the measurement period (up to one year from the Assan Foods Acquisition Date). The primary areas of accounting for the Assan Foods Acquisition that are not yet finalized relate to the fair value of certain tangible net assets acquired and the related impact on residual goodwill. The fair values of these net assets acquired are based on management’s estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. While we believe that such preliminary estimates provide a reasonable basis for estimating the fair value of assets acquired and liabilities assumed, we will evaluate any additional information prior to finalization of the fair value. During the measurement period, we will adjust preliminary valuations assigned to assets and liabilities if new information is obtained about facts and circumstances that existed as of the Assan Foods Acquisition Date, that, if known, would have resulted in revised values for these items as of that date. The impact of all changes, if any, that do not qualify as measurement period adjustments will be included in current period earnings. The preliminary purchase price allocation to assets acquired and liabilities assumed in the Assan Foods Acquisition was (in millions): Initial Allocation (a) Adjustments Updated Allocation Cash $ 4 $ — $ 4 Trade receivables 24 — 24 Inventories 26 — 26 Other current assets 2 — 2 Property, plant and equipment, net 12 — 12 Identifiable intangible assets — 16 16 Other non-current assets 4 1 5 Short-term debt (21) — (21) Current portion of long-term debt (5) — (5) Trade payables (25) — (25) Other current liabilities (2) — (2) Long-term debt (4) — (4) Other non-current liabilities — (4) (4) Net assets acquired 15 13 28 Goodwill on acquisition 64 (13) 51 Total consideration $ 79 $ — $ 79 (a) As reported in Note 4, Acquisitions and Divestitures , to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021. The measurement period adjustments to the initial allocation are based on more detailed information obtained about the specific assets acquired. In the fourth quarter of 2021, the Assan Foods Acquisition preliminarily resulted in $64 million of non-tax deductible goodwill relating principally to additional capacity that the Assan Foods manufacturing facilities will provide for our brands in the EMEA East region. This goodwill was assigned to the EMEA East reporting unit within our International segment. Following the measurement period adjustments made in the first quarter of 2022, the preliminary amount of goodwill was adjusted to $51 million as of March 26, 2022. In the second quarter of 2022, we did not record any measurement period adjustments. See Note 8, Goodwill and Intangible Assets , in this Quarterly Report on Form 10-Q as well as Note 9, Goodwill and Intangible Assets , to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information. The preliminary purchase price allocation to identifiable intangible assets acquired in the Assan Foods Acquisition was: Fair Value Weighted Average Life Definite-lived trademarks $ 13 10 Customer-related assets 3 10 Total 16 We valued trademarks using the relief from royalty method and customer-related assets using the distributor method. Some of the more significant assumptions inherent in developing the valuations included the estimated annual net cash flows for each 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’s plans, and market comparables. We used carrying values as of the Assan Foods Acquisition Date to value certain current and non-current assets and liabilities, as we determined that they represented the fair value of those items at such date. Deal Costs: Related to our acquisitions, we incurred insignificant deal costs for the three and six months ended June 25, 2022 and the three and six months ended June 26, 2021. We recognized these deal costs in selling, general and administrative expenses (“SG&A”). Divestitures Cheese Transaction: In September 2020, we entered into a definitive agreement with a third party, an affiliate of Groupe Lactalis (“Lactalis”), to sell certain assets in our global cheese business, as well as to license certain trademarks, for total consideration of approximately $3.3 billion, including approximately $3.2 billion of cash consideration and approximately $141 million related to a perpetual license for the Cracker Barrel brand that Lactalis granted to us for certain products (the “Cheese Transaction”). The Cheese Transaction had two primary components. The first component related to the perpetual licenses for the Kraft and Velveeta brands that we granted to Lactalis for certain cheese products (the “ Kraft and Velveeta Licenses”), along with a three-year transitional license that we granted to Lactalis for the Philadelphia brand (the “ Philadelphia License” and collectively, the “Cheese Divestiture Licenses”). The second component related to the net assets transferred to Lactalis (the “Cheese Disposal Group”). The Cheese Transaction closed on November 29, 2021 (the “Cheese Transaction Closing Date”). Of the $3.3 billion total consideration, approximately $1.6 billion was attributed to the Cheese Divestiture Licenses based on the estimated fair value of the licensed portion of each brand. As of the Cheese Transaction Closing Date, the license income related to the Kraft and Velveeta Licenses will be recognized over approximately 30 years, and the license income related to the Philadelphia License will be recognized over approximately three years. Related to the Cheese Divestiture Licenses, we recognized approximately $13 million of license income for the three months and approximately $27 million for the six months ended June 25, 2022, which was recorded as a reduction to SG&A and classified as divestiture-related license income. Additionally, at June 25, 2022, we have recorded approximately $1.5 billion in long-term deferred income and $56 million in other current liabilities on the condensed consolidated balance sheet related to the Cheese Divestiture Licenses. In the first quarter of 2022, we reimbursed Lactalis approximately $20 million following a final inventory count performed after the Cheese Transaction closed. This amount reflects the difference between the estimated and actual value of inventory transferred, which was primarily driven by seasonal fluctuations in finished goods. The payment to Lactalis was recognized in our condensed consolidated statement of cash flows for the six months ended June 25, 2022 as a cash outflow from investing activities in proceeds from sale of business, net of cash disposed and working capital adjustments. In the second quarter of 2021, we assessed the fair value less costs to sell of the net assets of the Cheese Disposal Group and recorded an estimated pre-tax loss on sale of business of approximately $27 million, which was recognized in other expense/(income). See Note 4, Acquisitions and Divestitures , to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information related to the Cheese Transaction. Nuts Transaction: In February 2021, we entered into a definitive agreement with a third party, Hormel Foods Corporation, to sell certain assets in our global nuts business for total consideration of approximately $3.4 billion (the “Nuts Transaction”). The net assets transferred in the Nuts Transaction included, among other things, our intellectual property rights to the Planters brand and to the Corn Nuts brand, three manufacturing facilities in the United States, and the associated inventories (collectively, the “Nuts Disposal Group”). As of February 10, 2021, the date the Nuts Disposal Group was determined to be held for sale, we tested the individual assets included within the Nuts Disposal Group for impairment. The net assets of the Nuts Disposal Group had an aggregate carrying amount above their $3.4 billion estimated fair value. We determined that the goodwill within the Nuts Disposal Group was partially impaired. As a result, we recorded a non-cash goodwill impairment loss of $230 million, which was recognized in SG&A, in the first quarter of 2021. Additionally, we recorded an estimated pre-tax loss on sale of business of $19 million in the first quarter of 2021 primarily related to estimated costs to sell, which was recognized in other expense/(income). The Nuts Transaction closed in the second quarter of 2021. As a result of the Nuts Transaction closing, we recognized an incremental pre-tax loss on sale of business of $17 million in other expense/(income) on our condensed consolidated statement of income for the three months ended June 26, 2021. The total pre-tax loss on sale of business for the Nuts Transaction was $36 million for the six months ended June 26, 2021. See Note 4, Acquisitions and Divestitures , to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information related to the Nuts Transaction. Heinz India Transaction: On January 30, 2019 (the “Heinz India Closing Date”), we sold 100% of our equity interests in Heinz India Private Limited (“Heinz India”) to two third-parties, Zydus Wellness Limited and Cadila Healthcare Limited (collectively, the “Buyers”) for approximately 46 billion Indian rupees (approximately $655 million at the Heinz India Closing Date) (the “Heinz India Transaction”). In connection with the Heinz India Transaction, we agreed to indemnify the Buyers from and against any tax losses for any taxable period prior to the Heinz India Closing Date, including taxes for which we are liable as a result of any transaction that occurred on or before such date. To determine the fair value of our tax indemnity we made various assumptions, including the range of potential dates the tax matters will be resolved, the range of potential future cash flows, the probabilities associated with potential resolution dates and potential future cash flows, and the discount rate. We recorded tax indemnity liabilities related to the Heinz India Transaction totaling approximately $48 million at the Heinz India Closing Date. We also recorded a corresponding $48 million reduction of the pre-tax gain on the Heinz India Transaction within other expense/(income) in our condensed consolidated statement of income in the first quarter of 2019. Future changes to the fair value of these tax indemnity liabilities will continue to impact other expense/(income) throughout the life of the exposures as a component of the gain on sale of business for the Heinz India Transaction. As of June 25, 2022, the tax indemnity liabilities were $41 million, including $14 million included within other current liabilities and $27 million in other non-current liabilities on our condensed consolidated balance sheet. There was no impact to the gain/(loss) on sale of business related to the tax indemnity liabilities for the six months ended June 25, 2022 or the six months ended June 26, 2021. We recognized an insignificant pre-tax loss on sale of business related to the Heinz India Transaction for the six months ended June 25, 2022. Deal Costs: Related to our divestitures, we incurred insignificant deal costs for the three and six months ended June 25, 2022 and the three and six months ended June 26, 2021. We recognized these deal costs in SG&A. Held for Sale Our assets held for sale, by major class, were (in millions): June 25, 2022 December 25, 2021 ASSETS Inventories $ 4 $ 5 Property, plant and equipment, net 85 5 Intangible assets, net 2 1 Total assets held for sale $ 91 $ 11 The balances held for sale at June 25, 2022 primarily included certain property, plant and equipment, net in our North America segment related to the sale of a manufacturing facility, as well as inventory in our International segment related to the Cheese Transaction and certain manufacturing equipment and land use rights across the globe. At December 25, 2021, balances held for sale included inventory in our International segment related to the Cheese Transaction and certain manufacturing equipment and land use rights across the globe. In the first quarter of 2022, related to the manufacturing facility held for sale in our North America segment, we recorded an impairment loss of approximately $66 million to cost of products sold on our condensed consolidated statement of income. This impairment loss, which was recorded at the time the assets were determined to be held for sale, reflected the difference between the fair value and carrying value of the related asset disposal group, which primarily includes buildings and improvements, machinery and equipment, and land. The fair value of the asset disposal group was determined using the cost and market approaches. |
Restructuring Activities (Notes
Restructuring Activities (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | Restructuring ActivitiesSee our consolidated financial statements and related notes in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information on our restructuring activities. Restructuring Activities: We have restructuring programs globally, which are focused primarily on reducing our overall cost structure and streamlining our organizational design. For the six months ended June 25, 2022, we eliminated approximately 450 positions related to these programs. As of June 25, 2022, we expect to eliminate approximately 80 additional positions during the remainder of 2022. For the three months ended June 25, 2022, restructuring activities resulted in expenses of $11 million and included $1 million of credits in severance and employee benefit costs, $3 million of asset-related costs, and $9 million of other implementation costs. For the six months ended June 25, 2022, restructuring activities resulted in expenses of $30 million and included $9 million of severance and employee benefit costs, $7 million of asset-related costs, and $14 million of other implementation costs. Restructuring activities resulted in expenses of $19 million for the three months and $37 million for the six months ended June 26, 2021. Our net liability balance for restructuring project costs that qualify as exit and disposal costs under U.S. GAAP was (in millions): Severance and Employee Benefit Costs Other Exit Costs Total Balance at December 25, 2021 $ 27 $ 16 $ 43 Charges/(credits) 9 — 9 Cash payments (26) (3) (29) Balance at June 25, 2022 $ 10 $ 13 $ 23 We expect the majority of the liability for severance and employee benefit costs as of June 25, 2022 to be paid by the end of 2022. The liability for other exit costs primarily relates to lease obligations. The cash impact of these obligations will continue for the duration of the lease terms, which expire between 2022 and 2026. Total Expenses/(Income): Total expense/(income) related to restructuring activities, by income statement caption, were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Severance and employee benefit costs - Cost of products sold $ — $ 1 $ (3) $ 4 Severance and employee benefit costs - SG&A (1) 1 12 2 Asset-related costs - Cost of products sold 3 — 7 — Other costs - Cost of products sold 3 — 6 — Other costs - SG&A 6 17 8 31 $ 11 $ 19 $ 30 $ 37 We do not include our restructuring activities within Segment Adjusted EBITDA (as defined in Note 17, Segment Reporting ). The pre-tax impact of allocating such expenses/(income) to our segments would have been (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 North America $ 6 $ 1 $ 26 $ 2 International 3 2 1 6 General corporate expenses 2 16 3 29 $ 11 $ 19 $ 30 $ 37 |
Restricted Cash (Notes)
Restricted Cash (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash The following table provides a reconciliation of cash and cash equivalents, as reported on our condensed consolidated balance sheets, to cash, cash equivalents, and restricted cash, as reported on our condensed consolidated statements of cash flows (in millions): June 25, 2022 December 25, 2021 Cash and cash equivalents $ 1,518 $ 3,445 Restricted cash included in other non-current assets 1 1 Cash, cash equivalents, and restricted cash $ 1,519 $ 3,446 |
Inventories (Notes)
Inventories (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following (in millions): June 25, 2022 December 25, 2021 Packaging and ingredients $ 799 $ 571 Spare parts 210 208 Work in process 262 268 Finished products 2,162 1,682 Inventories $ 3,433 $ 2,729 At June 25, 2022 and December 25, 2021, inventories excluded amounts classified as held for sale. See Note 4, Acquisitions and Divestitures , for additional information. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Historically, we have tested our reporting units and brands for impairment annually as of the first day of our second quarter, or more frequently if events or circumstances indicate it is more likely than not that the fair value of a reporting unit or brand is less than its carrying amount. As discussed in further detail below, we performed an annual test as of March 27, 2022, the first day of our second quarter (the “Q2 2022 Annual Impairment Test”). Beginning in the third quarter of 2022 and for subsequent annual periods, we will voluntarily change the annual impairment assessment date to the first day of our third quarter and will perform an additional annual impairment test at that time. We believe this measurement date, which represents a change in the method of applying an accounting principle, better aligns with the timing of our strategic business planning process and financial forecasts, which are key components of the annual impairment tests and are typically completed in the third quarter of our fiscal year. Goodwill: Changes in the carrying amount of goodwill, by segment, were (in millions): North America International Total Balance at December 25, 2021 $ 28,242 $ 3,054 $ 31,296 Impairment losses (235) — (235) Acquisitions — 386 386 Measurement period adjustments — (8) (8) Translation adjustments and other (8) (255) (263) Balance at June 25, 2022 $ 27,999 $ 3,177 $ 31,176 In the first quarter of 2022, we closed the Just Spices Acquisition in our International segment, which resulted in preliminary goodwill of $167 million. Additionally, we recorded measurement period adjustments primarily related to the Assan Foods Acquisition that impacted goodwill. The Assan Foods Acquisition closed in the fourth quarter of 2021 and is in our International segment. These measurement period adjustments resulted in a net decrease to goodwill on acquisitions of approximately $15 million in the first quarter of 2022. However, as each of the affected reporting units (EMEA East and LATAM in our International segment) had no goodwill balance remaining, we recorded a reduction of the $53 million non-cash impairment loss recorded to SG&A in the fourth quarter of 2021 that fully impaired the goodwill related to the associated acquisitions and their respective reporting units. The impairment reduction of $11 million, which reflects the measurement period adjustment of $15 million adjusted for the impact of foreign currency, was recorded in SG&A in our International segment in the first quarter of 2022. Following these measurement period adjustments, there was no goodwill in the EMEA East or Latin America reporting units. See Note 9, Goodwill and Intangible Assets , to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information related to the impairment losses recorded in the fourth quarter of 2021. See Note 4, Acquisitions and Divestitures , for additional information related to these transactions and the related financial statement impacts. In the second quarter of 2022, we closed the Hemmer Acquisition in our International segment, which resulted in preliminary goodwill of $219 million. Additionally, we recorded insignificant measurement period adjustments related to the Just Spices Acquisition that impacted goodwill. These measurement period adjustments resulted in a decrease to goodwill on acquisitions of approximately $4 million in the second quarter of 2022. 2022 Year-to-Date Goodwill Impairment Testing As described in Note 1, Basis of Presentation , in the second quarter of 2022, our internal reporting and reportable segments changed. We combined our United States and Canada zones to form the North America zone. Subsequently, we manage and report our operating results through two reportable segments defined by geographic region: North America and International. We have reflected this change in all historical periods presented. The reorganization of our internal reporting and reportable segments changed the composition of certain of our reporting units wherein certain of our existing United States reporting units (primarily Enhancers, Specialty, and Away From Home (“ESA”); Kids, Snacks, and Beverages (“KSB”); Meal Foundations and Coffee (“MFC”); and Puerto Rico) and our existing Canada reporting units (Canada Retail and Canada Foodservice) have been reorganized into the following new North America reporting units: Taste, Meals, and Away From Home (“TMA”); Fresh, Beverages, and Desserts (“FBD”); Canada and North America Coffee (“CNAC”); and Other North America. As a result of this reorganization, we reassigned assets and liabilities to the applicable reporting units and allocated goodwill using the relative fair value approach. We performed an interim impairment test (or transition test) on the affected reporting units on both a pre- and post-reorganization basis. We performed our pre-reorganization impairment test as of March 27, 2022, which was our first day of the second quarter of 2022. There were six reporting units affected by the reassignment of assets and liabilities that maintained a goodwill balance as of our pre-reorganization impairment test date. These reporting units were ESA, KSB, MFC, Puerto Rico, Canada Retail, and Canada Foodservice. One other reporting unit did not have a goodwill balance as of our pre-reorganization impairment test date. As part of our pre-reorganization impairment test, we utilized the discounted cash flow method under the income approach to estimate the fair values as of March 27, 2022 for the six reporting units noted above. As a result of our pre-reorganization impairment test, we recognized a non-cash impairment loss of approximately $235 million in SG&A in our North America segment in the second quarter of 2022. This included a $221 million impairment loss related to our Canada Retail reporting unit, which had a goodwill carrying amount of approximately $1.2 billion after impairment, and a $14 million impairment loss related to our Puerto Rico reporting unit, which represented all of the goodwill associated with the Puerto Rico reporting unit. The impairment of our Canada Retail reporting unit was primarily driven by an increase in the discount rate, which was impacted by higher interest rates and other market inputs, as well as a revised downward outlook for operating margin. The impairment of our Puerto Rico reporting unit was primarily driven by a revised downward outlook for operating margin. The other four reporting units for which no impairment charge was required were as follows: ESA, which had a goodwill carrying amount of approximately $11.4 billion; KSB, which had a goodwill carrying amount of approximately $9.3 billion; MFC, which had a goodwill carrying amount of approximately $6.0 billion; and Canada Foodservice, which had a goodwill carrying amount of approximately $158 million. As of the pre-reorganization impairment test, our MFC reporting unit had a fair value over carrying amount of less than 20%, our ESA and KSB reporting units had a fair value over carrying amount between 20-50%, and our Canada Foodservice reporting unit had a fair value over carrying amount in excess of 50%. We performed our post-reorganization impairment test in conjunction with our Q2 2022 Annual Impairment Test and tested the new North America reporting units (TMA, FBD, CNAC, and Other North America) along with the reporting units in our International segment. The new North America reporting units’ goodwill carrying amounts for the post-reorganization and Q2 2022 Annual Impairment Test reflected the pre-reorganization test results, including impairments recorded. We tested our reporting units for impairment as of the first day of our second quarter, which was March 27, 2022 for our Q2 2022 Annual Impairment Test. In performing this test, we incorporated information that was known through the date of filing this Quarterly Report on Form 10-Q. We utilized the discounted cash flow method under the income approach to estimate the fair value of our reporting units. As a result of our Q2 2022 Annual Impairment Test, we determined that the fair value of each of the reporting units tested was in excess of its carrying amount. As of June 25, 2022, we maintain 11 reporting units, seven of which comprise our goodwill balance. These seven reporting units had an aggregate goodwill carrying amount of $31.2 billion at June 25, 2022. As of the Q2 2022 Annual Impairment Test date, our reporting units with 20% or less fair value over carrying amount had an aggregate goodwill carrying amount of $4.5 billion and included Northern Europe, CNAC, and Continental Europe; and our reporting units with between 20-50% fair value over carrying amount had an aggregate goodwill carrying amount of $26.7 billion and included TMA, FBD, and Asia. Our LATAM reporting unit had no goodwill carrying amount at the time of the Q2 2022 Annual Impairment Test. As discussed above and in Note 4, Acquisitions and Divestitures , goodwill was subsequently added to our LATAM reporting unit as a result of the Hemmer Acquisition in the second quarter of 2022. Accumulated impairment losses to goodwill were $11.1 billion as of June 25, 2022 and $10.9 billion at December 25, 2021. 2021 Year-to-Date Goodwill Impairment Testing In the first quarter of 2021, we announced the Nuts Transaction and determined that the Nuts Disposal Group was held for sale. Accordingly, based on a relative fair value allocation, we reclassified $1.7 billion of goodwill to assets held for sale, which included a portion of goodwill from four of our pre-reorganization reporting units. The Nuts Transaction primarily affected our KSB reporting unit but also affected, to a lesser extent, our ESA, Canada Foodservice, and Puerto Rico reporting units. These reporting units were evaluated for impairment prior to their representative inclusion in the Nuts Disposal Group as well as on a post-reclassification basis. The fair value of all reporting units was determined to be in excess of their carrying amounts in both scenarios and, therefore, no impairment was recorded. We performed our 2021 annual impairment test as of March 28, 2021, which was the first day of our second quarter in 2021. We utilized the discounted cash flow method under the income approach to estimate the fair value of our reporting units. As a result of our 2021 annual impairment test, we recognized a non-cash impairment loss of approximately $35 million in SG&A in the second quarter of 2021 related to our Puerto Rico reporting unit within our North America segment. With the update of our five-year operating plan in the second quarter of 2021, we established a revised downward outlook for net sales for this reporting unit. See Note 9, Goodwill and Intangible Assets , to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information on this impairment loss. Additional Goodwill Considerations Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions, estimates, and market factors. Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding our future plans, as well as industry, economic, and regulatory conditions. These assumptions and estimates include estimated future annual net cash flows, income tax rates, discount rates, growth rates, and other market factors. Our current expectations also include certain assumptions that could be negatively impacted if we are unable to meet our pricing expectations in relation to inflation. If current expectations of future growth rates and margins are not met, if market factors outside of our control, such as discount rates, income tax rates, foreign currency exchange rates, inflation, or any factors that could be affected by COVID-19, change, or if management’s expectations or plans otherwise change, including updates to our long-term operating plans, then one or more of our reporting units might become impaired in the future. Additionally, any decisions to divest certain non-strategic assets has led and could in the future lead to goodwill impairments. Our reporting units that have 20% or less excess fair value over carrying amount as of the latest 2022 impairment testing date have a heightened risk of future impairments if any assumptions, estimates, or market factors change in the future. Although the remaining reporting units have more than 20% excess fair value over carrying amount as of the latest 2022 impairment testing date, these amounts are also associated with the acquisition of H. J. Heinz Company in 2013 by Berkshire Hathaway Inc. and 3G Global Food Holdings, LP (the “2013 Heinz Acquisition”) and the merger of Kraft Foods Group, Inc. with and into H.J. Heinz Holding Corporation in 2015 (the “2015 Merger”) and are recorded on our condensed consolidated balance sheet at their estimated acquisition date fair values. Therefore, if any assumptions, estimates, or market factors change in the future, these amounts are also susceptible to impairments. Indefinite-lived intangible assets: Changes in the carrying amount of indefinite-lived intangible assets, which primarily consisted of trademarks, were (in millions): Balance at December 25, 2021 $ 39,419 Impairment losses (395) Translation adjustments and other (306) Balance at June 25, 2022 $ 38,718 2022 Year-to-Date Indefinite-Lived Intangible Asset Impairment Testing We performed our Q2 2022 Annual Impairment Test as of March 27, 2022, which was the first day of our second quarter in 2022. As a result of our Q2 2022 Annual Impairment Test, we recognized a non-cash impairment loss of $395 million in SG&A in our North America segment in the second quarter of 2022 related to four brands, Maxwell House , Miracle Whip , Jet Puffed , and Classico. The impairments of the Maxwell House, Jet Puffed , and Classico brands were primarily due to downward revisions in expected future operating margins as well as an increase in the discount rate, which was impacted by higher interest rates and other market inputs. The impairment of the Miracle Whip brand was primarily due to an increase in the discount rate as well as downward revisions in expected future operating margins due to changes in expectations for commodity input costs, including soybean oil. These brands had an aggregate carrying amount of $3.2 billion prior to these impairments and $2.8 billion after these impairments. Our indefinite-lived intangible asset balance primarily consists of a number of individual brands, which had an aggregate carrying amount of $38.7 billion at June 25, 2022. As of the Q2 2022 Annual Impairment Test date, brands with 20% or less fair value over carrying amount had an aggregate carrying amount after impairment of $13.4 billion, brands with between 20-50% fair value over carrying amount had an aggregate carrying amount of $14.0 billion, and brands that had over 50% fair value over carrying amount had an aggregate carrying amount of $11.6 billion. 2021 Year-to-Date Indefinite-Lived Intangible Asset Impairment Testing We performed our 2021 annual impairment test as of March 28, 2021, which was the first day of our second quarter in 2021. As a result of our 2021 annual impairment test, we recognized a non-cash impairment loss of $69 million in SG&A in the second quarter of 2021 related to two brands, Plasmon and Maxwell House . We recorded non-cash impairment losses of $45 million in our International segment related to Plasmon and $24 million in our North America segment related to Maxwell House , consistent with the ownership of the trademarks. The impairment of the Plasmon brand was largely due to downward revised revenue expectations for infant nutrition in Italy. The impairment of the Maxwell House brand was primarily due to downward revised revenue expectations for mainstream coffee in the U.S. See Note 9, Goodwill and Intangible Assets , to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information on these impairment losses. Additional Indefinite-Lived Intangible Asset Considerations Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions, estimates, and market factors. Estimating the fair value of individual brands requires us to make assumptions and estimates regarding our future plans, as well as industry, economic, and regulatory conditions. These assumptions and estimates include estimated future annual net cash flows, income tax considerations, discount rates, growth rates, royalty rates, contributory asset charges, and other market factors. Our current expectations also include certain assumptions that could be negatively impacted if we are unable to meet our pricing expectations in relation to inflation. If current expectations of future growth rates and margins are not met, if market factors outside of our control, such as discount rates, income tax rates, foreign currency exchange rates, inflation, or any factors that could be affected by COVID-19, change, or if management’s expectations or plans otherwise change, including updates to our long-term operating plans, then one or more of our brands might become impaired in the future. Additionally, any decisions to divest certain non-strategic assets has led and could in the future lead to intangible asset impairments. Our brands that were impaired in 2022 and 2021 were written down to their respective fair values resulting in zero excess fair value over carrying amount as of the applicable impairment test dates. Accordingly, these and other individual brands that have 20% or less excess fair value over carrying amount as of their latest 2022 impairment testing date have a heightened risk of future impairments if any assumptions, estimates, or market factors change in the future. Although the remaining brands have more than 20% excess fair value over carrying amount as of the latest 2022 impairment testing date, these amounts are also associated with the 2013 Heinz Acquisition and the 2015 Merger and are recorded on our condensed consolidated balance sheet at their estimated acquisition date fair values. Therefore, if any assumptions, estimates, or market factors change in the future, these amounts are also susceptible to impairments. Definite-lived intangible assets: Definite-lived intangible assets were (in millions): June 25, 2022 December 25, 2021 Gross Accumulated Net Gross Accumulated Net Trademarks $ 2,239 $ (602) $ 1,637 $ 2,091 $ (556) $ 1,535 Customer-related assets 3,696 (1,101) 2,595 3,617 (1,040) 2,577 Other 16 (6) 10 17 (6) 11 $ 5,951 $ (1,709) $ 4,242 $ 5,725 $ (1,602) $ 4,123 At June 25, 2022 and December 25, 2021, definite-lived intangible assets excluded amounts classified as held for sale. See Note 4, Acquisitions and Divestitures , for additional information on amounts held for sale. Amortization expense for definite-lived intangible assets was $65 million for the three months and $129 million for the six months ended June 25, 2022 and $59 million for the three months and $119 million for the six months ended June 26, 2021. Aside from amortization expense, the change in definite-lived intangible assets from December 25, 2021 to June 25, 2022 primarily reflects $315 million of additions, which are largely related to the Hemmer Acquisition, the Just Spices Acquisition, and the Assan Foods Acquisition, as well as the impact of foreign currency. See Note 4, Acquisitions and Divestitures , for additional information on these acquisitions. In the second quarter of 2021, we recorded $9 million of non-cash impairment losses to SG&A related to a trademark in our International segment that had a net carrying value that was deemed not to be recoverable. We estimate that amortization expense related to definite-lived intangible assets will be approximately $260 million in 2022 and 2023 and $250 million in each of the following four years. |
Income Taxes (Notes)
Income Taxes (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
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 effective tax rate is a composite rate reflecting the earnings in various locations and the applicable tax rates. Additionally, the calculation of the percentage point impact of goodwill impairment and other items on the effective tax rate are affected by income/(loss) before income taxes. Further, small movements in tax rates due to a change in tax law or a change in tax rates that causes us to revalue our deferred tax balances produces volatility in our effective tax rate. Our quarterly income tax provision is determined based on our estimated full year effective tax rate, adjusted for tax attributable to infrequent or unusual items, which are recognized on a discrete period basis in the income tax provision for the period in which they occur. Our effective tax rate for the three months ended June 25, 2022 was an expense of 33.6% on pre-tax income. Our effective tax rate was unfavorably impacted by certain net discrete items, primarily non-deductible goodwill impairments (15.8%) and the establishment of valuation allowance reserves in certain foreign jurisdictions. These impacts were partially offset by a favorable geographic mix of pre-tax income in various non-U.S. jurisdictions. Our effective tax rate for the three months ended June 26, 2021 was an expense of 104.0% on pre-tax income. Our effective tax rate was unfavorably impacted by certain net discrete items, primarily the tax impact related to the Nuts Transaction (46.0%) and the revaluation of our deferred tax balances due to changes in international tax rates (35.4%), mainly an increase in U.K. tax rates. These impacts were partially offset by a favorable geographic mix of pre-tax income in various non-U.S. jurisdictions. Our effective tax rate for the six months ended June 25, 2022 was an expense of 23.7% on pre-tax income. Our effective tax rate was favorably impacted by the geographic mix of pre-tax income in various non-U.S. jurisdictions. This impact was partially offset by the unfavorable impact of certain net discrete items, primarily non-deductible goodwill impairments (4.4%). Our effective tax rate for the six months ended June 26, 2021 was an expense of 59.8% on pre-tax income. Our effective tax rate was unfavorably impacted by certain net discrete items, primarily the tax impact related to the Nuts Transaction (22.4%), the revaluation of our deferred tax balances due to changes in international and state tax rates (15.6%), mainly an increase in U.K. tax rates, and non-deductible goodwill impairments (5.2%). These impacts were partially offset by a favorable geographic mix of pre-tax income in various non-U.S. jurisdictions and the impact of certain net discrete items, including the reversal of uncertain tax position reserves in certain U.S. state and foreign jurisdictions. Other Income Tax Matters: In the second quarter of 2022, we paid cash taxes of approximately $620 million related to the Cheese Transaction. |
Employees' Stock Incentive Plan
Employees' Stock Incentive Plans (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Employees' Stock Incentive Plans | Employees’ Stock Incentive Plans Stock Options: Our stock option activity and related information was: Number of Stock Options Weighted Average Exercise Price Outstanding at December 25, 2021 11,778,068 $ 45.43 Granted 941,146 38.68 Forfeited (578,412) 60.60 Exercised (1,492,502) 27.26 Outstanding at June 25, 2022 10,648,300 46.56 The aggregate intrinsic value of stock options exercised during the period was $17 million for the six months ended June 25, 2022 . Restricted Stock Units: Our restricted stock unit (“RSU”) activity and related information was: Number of Units Weighted Average Grant Date Fair Value Outstanding at December 25, 2021 12,476,390 $ 33.08 Granted 2,888,143 37.79 Forfeited (968,890) 32.05 Vested (2,133,520) 39.49 Outstanding at June 25, 2022 12,262,123 33.16 The aggregate fair value of RSUs that vested during the period was $80 million for the six months ended June 25, 2022. Performance Share Units: Our performance share unit (“PSU”) activity and related information was: Number of Units Weighted Average Grant Date Fair Value Outstanding at December 25, 2021 5,319,980 $ 27.24 Granted 1,737,198 34.44 Forfeited (395,631) 30.54 Vested (660,879) 29.35 Outstanding at June 25, 2022 6,000,668 28.87 The aggregate fair value of PSUs that vested during the period was $25 million for the six months ended June 25, 2022. |
Postemployment Benefits (Notes)
Postemployment Benefits (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Retirement Benefits [Abstract] | |
Postemployment Benefits | Postemployment Benefits See our consolidated financial statements and related notes in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information on our postemployment-related accounting policies. Pension Plans Components of Net Pension Cost/(Benefit): Net pension cost/(benefit) consisted of the following (in millions): For the Three Months Ended U.S. Plans Non-U.S. Plans June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Service cost $ 1 $ 1 $ 3 $ 4 Interest cost 24 21 9 8 Expected return on plan assets (49) (45) (17) (25) Amortization of prior service costs/(credits) — — — 1 Amortization of unrecognized losses/(gains) — — 1 1 Settlements (1) (6) — — Special/contractual termination benefits — (1) — — Net pension cost/(benefit) $ (25) $ (30) $ (4) $ (11) For the Six Months Ended U.S. Plans Non-U.S. Plans June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Service cost $ 2 $ 3 $ 7 $ 8 Interest cost 48 43 19 15 Expected return on plan assets (97) (90) (36) (48) Amortization of prior service costs/(credits) — — — 1 Amortization of unrecognized losses/(gains) — — 1 1 Settlements (1) (6) — — Special/contractual termination benefits — 3 — — Net pension cost/(benefit) $ (48) $ (47) $ (9) $ (23) We present all non-service cost components of net pension cost/(benefit) within other expense/(income) on our condensed consolidated statements of income. In 2021, we recognized special/contractual termination benefits related to the Nuts Transaction, including a gain of $1 million for the three months and a loss of $3 million for the six months ended June 26, 2021. These special/contractual termination benefits are recorded in other expense/(income) as a component of our pre-tax loss/(gain) on sale of business on the condensed consolidated statement of income for the three and six months ended June 26, 2021. Employer Contributions: Related to our non-U.S. pension plans, we contributed $6 million during the six months ended June 25, 2022 and plan to make further contributions of approximately $7 million during the remainder of 2022. We did not contribute to our U.S. pension plans during the six months ended June 25, 2022 and do not plan to make contributions during the remainder of 2022. Estimated future contributions take into consideration current economic conditions, which at this time are expected to have minimal impact on expected contributions for the remainder of 2022. Our actual contributions and plans may change due to many factors, including changes in tax, employee benefit, or other laws and regulations, tax deductibility, significant differences between expected and actual pension asset performance or interest rates, or other factors. Postretirement Plans Components of Net Postretirement Cost/(Benefit): Net postretirement cost/(benefit) consisted of the following (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Service cost $ 1 $ 2 $ 2 $ 3 Interest cost 5 5 10 10 Expected return on plan assets (13) (12) (27) (24) Amortization of prior service costs/(credits) (3) (2) (7) (4) Amortization of unrecognized losses/(gains) (5) (4) (9) (8) Curtailments — (4) — (4) Net postretirement cost/(benefit) $ (15) $ (15) $ (31) $ (27) We present all non-service cost components of net postretirement cost/(benefit) within other expense/(income) on our condensed consolidated statements of income. For the three and six months ended June 26, 2021, we recognized a curtailment gain of $4 million related to the Nuts Transaction. This gain was recorded in other expense/(income) as a component of our pre-tax loss/(gain) on sale of business on the condensed consolidated statements of income for the three and six months ended June 26, 2021. Employer Contributions: During the six months ended June 25, 2022, we contributed $5 million to our postretirement benefit plans. We plan to make further contributions of approximately $8 million to our postretirement benefit plans during the remainder of 2022. Estimated future contributions take into consideration current economic conditions, which at this time are expected to have minimal impact on expected contributions for the remainder of 2022. Our actual contributions and plans may change due to many factors, including changes in tax, employee benefit, or other laws and regulations, tax deductibility, significant differences between expected and actual postretirement plan asset performance or interest rates, or other factors. |
Financial Instruments (Notes)
Financial Instruments (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | Financial Instruments See our consolidated financial statements and related notes in our Annual Report on Form 10-K for the year ended December 25, 2021 for additional information on our overall risk management strategies, our use of derivatives, and our related accounting policies. Derivative Volume: The notional values of our outstanding derivative instruments were (in millions): Notional Amount June 25, 2022 December 25, 2021 Commodity contracts $ 975 $ 592 Foreign exchange contracts 3,610 3,359 Cross-currency contracts 7,239 7,239 Fair Value of Derivative Instruments: The fair values and the levels within the fair value hierarchy of derivative instruments recorded on the condensed consolidated balance sheets were (in millions): June 25, 2022 Quoted Prices in Active Markets for Identical Assets and Liabilities Significant Other Observable Inputs Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts (a) $ — $ — $ 29 $ 18 $ 29 $ 18 Cross-currency contracts (b) — — 358 228 358 228 Derivatives not designated as hedging instruments: Commodity contracts (c) 100 53 4 9 104 62 Foreign exchange contracts (a) — — 26 37 26 37 Cross-currency contracts (b) — — 36 — 36 — Total fair value $ 100 $ 53 $ 453 $ 292 $ 553 $ 345 (a) At June 25, 2022, the fair value of our derivative assets was recorded in other current assets ($40 million) and other non-current assets ($15 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($40 million) and other non-current liabilities ($15 million). (b) At June 25, 2022, the fair value of our derivative assets was recorded in other current assets ($111 million) and other non-current assets ($283 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($42 million) and other non-current liabilities ($186 million). (c) At June 25, 2022, the fair value of our derivative assets was recorded in other current assets and the fair value of derivative liabilities was recorded in other current liabilities. December 25, 2021 Quoted Prices in Active Markets for Identical Assets and Liabilities Significant Other Observable Inputs Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts (a) $ — $ — $ 24 $ 19 $ 24 $ 19 Cross-currency contracts (b) — — 247 212 247 212 Derivatives not designated as hedging instruments: Commodity contracts (c) 41 17 2 5 43 22 Foreign exchange contracts (a) — — 15 18 15 18 Total fair value $ 41 $ 17 $ 288 $ 254 $ 329 $ 271 (a) At December 25, 2021, the fair value of our derivative assets was recorded in other current assets ($31 million) and other non-current assets ($8 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($33 million) and other non-current liabilities ($4 million). (b) At December 25, 2021, the fair value of our derivative assets was recorded in other current assets ($74 million) and other non-current assets ($173 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($42 million) and other non-current liabilities ($170 million). (c) At December 25, 2021, the fair value of our derivative assets was recorded in other current assets, and the fair value of our derivative liabilities was recorded in other current liabilities. 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 $309 million at June 25, 2022 and $155 million at December 25, 2021. At June 25, 2022, we had posted an insignificant amount of collateral related to commodity derivative margin requirements, which was included in prepaid expenses on our condensed consolidated balance sheet. At December 25, 2021, we had collected collateral related to commodity derivative margin requirements of $12 million, which was included in other current liabilities on our condensed consolidated balance sheets. 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 swaps, foreign exchange forwards, options, and swaps, and cross-currency swaps. Commodity swaps 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 and swaps are valued using an income approach based on observable market forward rates less the contract rate multiplied by the notional amount. Foreign exchange options are valued using an income approach based on a Black-Scholes-Merton formula. This formula uses present value techniques and reflects the time value and intrinsic value based on observable market rates. Cross-currency swaps are valued based on observable market spot and swap rates. We did not have any Level 3 financial assets or liabilities in any period presented. Our calculation of the fair value of financial instruments takes into consideration the risk of nonperformance, including counterparty credit risk. Net Investment Hedging: At June 25, 2022, we had the following items designated as net investment hedges: • Non-derivative foreign-denominated debt with principal amounts of €650 million and £400 million; • Cross-currency contracts with notional amounts of £339 million ($450 million), C$1.4 billion ($1.1 billion), €1.9 billion ($2.1 billion), and ¥9.6 billion ($85 million); and • Foreign exchange contracts denominated in Chinese renminbi with an aggregate notional amount of $115 million and in euro with an aggregate notional amount of $82 million. We periodically use non-derivative instruments such as non-U.S. dollar financing transactions or non-U.S. dollar assets or liabilities, including intercompany loans, to hedge the exposure of changes in underlying foreign currency denominated subsidiary net assets, and they are designated as net investment hedges. At June 25, 2022, we had Chinese renminbi intercompany loans with an aggregate notional amount of $95 million and euro intercompany loans with an aggregate notional amount of $147 million designated as net investment hedges. 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 fair value movements on the effective portion of our cross-currency contracts and foreign exchange contracts and remeasurements of our foreign-denominated debt. Cash Flow Hedge Coverage: At June 25, 2022, we had entered into foreign exchange contracts designated as cash flow hedges for periods not exceeding the next two years and into cross-currency contracts designated as cash flow hedges for periods not exceeding the next six years. Deferred Hedging Gains and Losses on Cash Flow Hedges: Based on our valuation at June 25, 2022 and assuming market rates remain constant through contract maturities, we expect transfers to net income/(loss) of unrealized gains on foreign currency cash flow hedges and cross-currency cash flow hedges during the next 12 months to be insignificant. Acquisition Hedging: We entered into foreign exchange derivative contracts to economically hedge the foreign currency exposure related to the cash consideration for the Hemmer Acquisition. These derivative contracts settled in the second quarter of 2022. The related derivative gains were $38 million for the six months ended June 25, 2022, and were recorded within other expense/(income). These gains are classified as other losses/(gains) related to acquisitions and divestitures. The related cash flows were classified as cash inflows from investing activities on the condensed consolidated statements of cash flows. See Note 4, Acquisitions and Divestitures , for additional information related to the Hemmer Acquisition. Derivative Impact on the Statements of Comprehensive Income: The following table presents the pre-tax amounts of derivative gains/(losses) deferred into accumulated other comprehensive income/(losses) and the income statement line item that will be affected when reclassified to net income/(loss) (in millions): Accumulated Other Comprehensive Income/(Losses) Component Gains/(Losses) Recognized in Other Comprehensive Income/(Losses) Related to Derivatives Designated as Hedging Instruments Location of Gains/(Losses) When Reclassified to Net Income/(Loss) For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Cash flow hedges: Foreign exchange contracts $ 1 $ — $ 1 $ (1) Net sales Foreign exchange contracts 15 (17) 6 (40) Cost of products sold Foreign exchange contracts (excluded component) (5) — (5) — Cost of products sold Foreign exchange contracts 1 — 1 — SG&A Cross-currency contracts (78) (17) (109) (32) Other expense/(income) Cross-currency contracts (excluded component) 6 7 14 14 Other expense/(income) Cross-currency contracts (7) (4) (14) (10) Interest expense Net investment hedges: Foreign exchange contracts 13 (1) 12 — Other expense/(income) Foreign exchange contracts (excluded component) (1) — (1) — Interest expense Cross-currency contracts 190 (53) 225 (67) Other expense/(income) Cross-currency contracts (excluded component) 13 6 24 12 Interest expense Total gains/(losses) recognized in statements of comprehensive income $ 148 $ (79) $ 154 $ (124) Derivative Impact on the Statements of Income: The following tables present the pre-tax amounts of derivative gains/(losses) reclassified from accumulated other comprehensive income/(losses) to net income/(loss) and the affected income statement line items (in millions): For the Three Months Ended June 25, 2022 June 26, 2021 Cost of products sold Interest expense Other expense/(income) Cost of products sold SG&A Interest expense Other expense/(income) Total amounts presented in the condensed consolidated statements of income in which the following effects were recorded $ 4,570 $ 234 $ (91) $ 4,324 $ 1,056 $ 613 $ (23) Gains/(losses) related to derivatives designated as hedging instruments: Cash flow hedges: Foreign exchange contracts $ (1) $ — $ — $ (12) $ (1) $ — $ — Foreign exchange contracts (excluded component) (2) — — (1) — — — Cross-currency contracts — (8) (45) — — (4) 15 Cross-currency contracts (excluded component) — — 6 — — — 7 Net investment hedges: Foreign exchange contracts (excluded component) — (2) — — — 1 — Cross-currency contracts (excluded component) — 11 — — — 3 — Gains/(losses) related to derivatives not designated as hedging instruments: Commodity contracts 9 — — 44 — — — Foreign exchange contracts — — (35) — — — (15) Cross-currency contracts — — 2 — — — 4 Total gains/(losses) recognized in statements of income $ 6 $ 1 $ (72) $ 31 $ (1) $ — $ 11 For the Six Months Ended June 25, 2022 June 26, 2021 Cost of products sold Interest expense Other expense/(income) Cost of products sold SG&A Interest expense Other expense/(income) Total amounts presented in the condensed consolidated statements of income in which the following effects were recorded $ 8,684 $ 476 $ (189) $ 8,517 $ 2,168 $ 1,028 $ (53) Gains/(losses) related to derivatives designated as hedging instruments: Cash flow hedges: Foreign exchange contracts $ (7) $ — $ — $ (19) $ (1) $ — $ — Foreign exchange contracts (excluded component) (3) — — (1) — — — Cross-currency contracts — (15) (80) — — (10) (28) Cross-currency contracts (excluded component) — — 14 — — — 13 Net investment hedges: Foreign exchange contracts (excluded component) — (1) — — — 1 — Cross-currency contracts (excluded component) — 20 — — — 7 — Gains/(losses) related to derivatives not designated as hedging instruments: Commodity contracts 148 — — 94 — — — Foreign exchange contracts — — 3 — — — (20) Cross-currency contracts — — 2 — — — 4 Total gains/(losses) recognized in statements of income $ 138 $ 4 $ (61) $ 74 $ (1) $ (2) $ (31) Non-Derivative Impact on Statements of Comprehensive Income: Related to our non-derivative foreign-denominated debt instruments designated as net investment hedges, we recognized pre-tax gains of $69 million for the three months and $101 million for the six months ended June 25, 2022 and pre-tax losses of $13 million for the three months and pre-tax gains of $5 million for the six months ended June 26, 2021. These amounts were recognized in other comprehensive income/(loss). |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income/(Losses) (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income/(Losses) | Accumulated Other Comprehensive Income/(Losses) The components of, and changes in, accumulated other comprehensive income/(losses), net of tax, were as follows (in millions): Foreign Currency Translation Adjustments Net Postemployment Benefit Plan Adjustments Net Cash Flow Hedge Adjustments Total Balance as of December 25, 2021 $ (2,285) $ 364 $ 97 $ (1,824) Foreign currency translation adjustments (679) — — (679) Net deferred gains/(losses) on net investment hedges 257 — — 257 Amounts excluded from the effectiveness assessment of net investment hedges 18 — — 18 Net deferred losses/(gains) on net investment hedges reclassified to net income/(loss) (13) — — (13) Net deferred gains/(losses) on cash flow hedges — — (72) (72) Amounts excluded from the effectiveness assessment of cash flow hedges — — 8 8 Net deferred losses/(gains) on cash flow hedges reclassified to net income/(loss) — — 49 49 Net actuarial gains/(losses) arising during the period — (143) — (143) Net postemployment benefit losses/(gains) reclassified to net income/(loss) — (11) — (11) Total other comprehensive income/(loss) (417) (154) (15) (586) Balance as of June 25, 2022 $ (2,702) $ 210 $ 82 $ (2,410) The gross amount and related tax benefit/(expense) recorded in, and associated with, each component of other comprehensive income/(loss) were as follows (in millions): For the Three Months Ended June 25, 2022 June 26, 2021 Before Tax Amount Tax Net of Tax Amount Before Tax Amount Tax Net of Tax Amount Foreign currency translation adjustments $ (647) $ — $ (647) $ 190 $ — $ 190 Net deferred gains/(losses) on net investment hedges 272 (67) 205 (67) 18 (49) Amounts excluded from the effectiveness assessment of net investment hedges 12 (3) 9 6 (1) 5 Net deferred losses/(gains) on net investment hedges reclassified to net income/(loss) (9) 4 (5) (4) 1 (3) Net deferred gains/(losses) on cash flow hedges (68) 30 (38) (38) 3 (35) Amounts excluded from the effectiveness assessment of cash flow hedges 1 — 1 7 — 7 Net deferred losses/(gains) on cash flow hedges reclassified to net income/(loss) 50 (23) 27 (4) 3 (1) Net actuarial gains/(losses) arising during the period (191) 48 (143) 95 (24) 71 Net postemployment benefit losses/(gains) reclassified to net income/(loss) (8) 1 (7) (9) 2 (7) For the Six Months Ended June 25, 2022 June 26, 2021 Before Tax Amount Tax Net of Tax Amount Before Tax Amount Tax Net of Tax Amount Foreign currency translation adjustments $ (679) $ — $ (679) $ 251 $ — $ 251 Net deferred gains/(losses) on net investment hedges 338 (81) 257 (62) 18 (44) Amounts excluded from the effectiveness assessment of net investment hedges 23 (5) 18 12 (2) 10 Net deferred losses/(gains) on net investment hedges reclassified to net income/(loss) (19) 6 (13) (8) 2 (6) Net deferred gains/(losses) on cash flow hedges (115) 43 (72) (83) 19 (64) Amounts excluded from the effectiveness assessment of cash flow hedges 9 (1) 8 14 — 14 Net deferred losses/(gains) on cash flow hedges reclassified to net income/(loss) 91 (42) 49 46 (20) 26 Net actuarial gains/(losses) arising during the period (191) 48 (143) 98 (25) 73 Net postemployment benefit losses/(gains) reclassified to net income/(loss) (16) 5 (11) (16) 3 (13) The amounts reclassified from accumulated other comprehensive income/(losses) were as follows (in millions): Accumulated Other Comprehensive Income/(Losses) Component Reclassified from Accumulated Other Comprehensive Income/(Losses) to Net Income/(Loss) Affected Line Item in the Statements of Income For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Losses/(gains) on net investment hedges: Foreign exchange contracts (a) $ 2 $ (1) $ 1 $ (1) Interest expense Cross-currency contracts (a) (11) (3) (20) (7) Interest expense Losses/(gains) on cash flow hedges: Foreign exchange contracts (b) 3 13 10 20 Cost of products sold Foreign exchange contracts (b) — 1 — 1 SG&A Cross-currency contracts (b) 39 (22) 66 15 Other expense/(income) Cross-currency contracts (b) 8 4 15 10 Interest expense Losses/(gains) on hedges before income taxes 41 (8) 72 38 Losses/(gains) on hedges, income taxes (19) 4 (36) (18) Losses/(gains) on hedges $ 22 $ (4) $ 36 $ 20 Losses/(gains) on postemployment benefits: Amortization of unrecognized losses/(gains) (c) $ (4) $ (3) $ (8) $ (7) Amortization of prior service costs/(credits) (c) (3) (1) (7) (3) Settlement and curtailment losses/(gains) (c) (1) (5) (1) (6) Losses/(gains) on postemployment benefits before income taxes (8) (9) (16) (16) Losses/(gains) on postemployment benefits, income taxes 1 2 5 3 Losses/(gains) on postemployment benefits $ (7) $ (7) $ (11) $ (13) (a) Represents recognition of the excluded component in net income/(loss). (b) Includes amortization of the excluded component and the effective portion of the related hedges. (c) These components are included in the computation of net periodic postemployment benefit costs. See Note 11, Postemployment Benefits , for additional information. |
Financing Arrangements (Notes)
Financing Arrangements (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Transfers and Servicing [Abstract] | |
Financing Arrangements | Financing Arrangements We enter into various product financing arrangements to facilitate supply from our vendors. Balance sheet classification is based on the nature of the arrangements. We have concluded that our obligations to our suppliers, including amounts due and scheduled payment terms, are impacted by their participation in the program and therefore we classify amounts outstanding within other current liabilities on our condensed consolidated balance sheets. We had approximately $209 million at June 25, 2022 and approximately $215 million at December 25, 2021 on our condensed consolidated balance sheets related to these arrangements. Transfers of Financial Assets: Since 2020, we have had a nonrecourse accounts receivable factoring program whereby certain eligible receivables are sold to third party financial institutions in exchange for cash. The program provides us with an additional means for managing liquidity. Under the terms of the arrangement, we act as the collecting agent on behalf of the financial institutions to collect amounts due from customers for the receivables sold. We account for the transfer of receivables as a true sale at the point control is transferred through derecognition of the receivable on our condensed consolidated balance sheet. No receivables were sold under this accounts receivable factoring program during the six months ended June 25, 2022 or the six months ended June 26, 2021, and there were no amounts outstanding as of June 25, 2022 or December 25, 2021. Any proceeds from the sales of receivables are included in cash from operating activities in the condensed consolidated statements of cash flows. |
Commitments, Contingencies and
Commitments, Contingencies and Debt (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Debt Disclosure [Abstract] | |
Commitments, Contingencies and Debt | Commitments, Contingencies, and Debt Legal Proceedings We are involved in legal proceedings, claims, and governmental inquiries, inspections, or investigations (“Legal Matters”) arising in the ordinary course of our business. 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 the Legal Matters that are currently pending will have a material adverse effect on our financial condition, results of operations, or cash flows. Class Actions and Stockholder Derivative Actions: The Kraft Heinz Company and certain of our current and former officers and directors are currently defendants in a consolidated securities class action lawsuit pending in the United States District Court for the Northern District of Illinois, Union Asset Management Holding AG, et al. v. The Kraft Heinz Company, et al . The consolidated amended class action complaint, which was filed on August 14, 2020 and also names 3G Capital, Inc. and several of its subsidiaries and affiliates (the “3G Entities”) as defendants, asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated thereunder, based on allegedly materially false or misleading statements and omissions in public statements, press releases, investor presentations, earnings calls, Company documents, and SEC filings regarding the Company’s business, financial results, and internal controls, and further alleges the 3G Entities engaged in insider trading and misappropriated the Company’s material, non-public information. The plaintiffs seek damages in an unspecified amount, attorneys’ fees, and other relief. The Company filed a motion to dismiss the consolidated amended class action complaint, which motion the court denied in an order dated August 11, 2021. Plaintiffs filed a motion for class certification on March 28, 2022. Certain of The Kraft Heinz Company’s current and former officers and directors and the 3G Entities are also named as defendants in a stockholder derivative action, In re Kraft Heinz Shareholder Derivative Litigation , which had been previously consolidated in the United States District Court for the Western District of Pennsylvania, and is now pending in the United States District Court for the Northern District of Illinois. The court appointed lead plaintiffs and plaintiffs’ counsel on October 21, 2021, and lead plaintiffs filed a consolidated amended complaint on November 22, 2021. The consolidated amended complaint asserts state law claims for alleged breaches of fiduciary duties and unjust enrichment, as well as federal claims for contribution for alleged violations of Sections 10(b) and 21D of the Exchange Act and Rule 10b-5 promulgated thereunder, based on allegedly materially false or misleading statements and omissions in public statements and SEC filings, and for implementing cost cutting measures that allegedly damaged the Company. The plaintiffs seek damages in an unspecified amount, attorneys’ fees, and other relief. Certain of The Kraft Heinz Company’s current and former officers and directors and the 3G Entities are also named as defendants in a consolidated stockholder derivative action, In re Kraft Heinz Company Derivative Litigation , which was filed in the Delaware Court of Chancery. The consolidated amended complaint, which was filed on April 27, 2020, alleges state law claims, contending that the 3G Entities were controlling stockholders who owed fiduciary duties to the Company, and that they breached those duties by allegedly engaging in insider trading and misappropriating the Company’s material, non-public information. The complaint further alleges that certain of The Kraft Heinz Company’s current and former officers and directors breached their fiduciary duties to the Company by purportedly making materially misleading statements and omissions regarding the Company’s financial performance and the impairment of its goodwill and intangible assets, and by supposedly approving or allowing the 3G Entities’ alleged insider trading. The complaint seeks relief against the defendants in the form of damages, disgorgement of all profits obtained from the alleged insider trading, contribution and indemnification, and an award of attorneys’ fees and costs. The defendants filed a motion to dismiss the consolidated amended complaint, which motion the court granted in an order dated December 15, 2021. The plaintiffs filed a notice of appeal on January 13, 2022. Certain of The Kraft Heinz Company’s current and former officers and directors and the 3G Entities are named as defendants in an additional stockholder derivative action, Datnoff, et al. v. Behring, et al. , which was filed on May 6, 2022 in the Delaware Court of Chancery. The complaint alleges state law claims and contends that the Company’s Board of Directors wrongfully refused plaintiffs’ demands to pursue legal action against the named defendants. Specifically, the complaint alleges that certain of the Company’s current and former officers and directors breached their fiduciary duties to the Company by purportedly making materially misleading statements and omissions regarding the Company’s financial performance and the impairment of its goodwill and intangible assets. The complaint further alleges that the 3G Entities and certain of the Company’s current and former officers and directors breached their fiduciary duties by engaging in insider trading and misappropriating the Company’s material, non-public information, or aided and abetted such alleged breaches of fiduciary duty. The complaint seeks relief against the defendants, principally in the form of damages, disgorgement of all profits obtained from the alleged insider trading, contribution and indemnification, and an award of attorneys’ fees and costs. We intend to vigorously defend against these lawsuits; however, we cannot reasonably estimate the potential range of loss, if any, due to the early stage of these proceedings. Debt We may from time to time seek to retire or purchase our outstanding debt through redemptions, tender offers, cash purchases, prepayments, refinancing, exchange offers, open market or privately negotiated transactions, Rule 10b5-1 plans, or otherwise. Cash payments related to debt extinguishment are classified as cash outflows from financing activities on the condensed consolidated statements of cash flows. Any gains or losses on extinguishment of debt are recognized in interest expense on the condensed consolidated statements of income. Borrowing Arrangements: On July 8, 2022, together with Kraft Heinz Foods Company (“KHFC”), our 100% owned operating subsidiary, we entered into a new credit agreement (the “Credit Agreement”), and our existing credit agreement, dated as of July 6, 2015, as subsequently amended (the “Existing Credit Agreement”), which provided a $4.0 billion revolving credit facility (the “Existing Senior Credit Facility”) was terminated. The Credit Agreement provides for a five-year senior unsecured revolving credit facility in an aggregate amount of $4.0 billion (the “Senior Credit Facility”), which will mature on July 8, 2027. The Credit Agreement includes a $1.0 billion sublimit for borrowings in Canadian dollars, euro, or British pound sterling, as well as a swingline sub-facility of up to $400 million, and a letter of credit sub-facility of up to $300 million. Additionally, and subject to certain conditions, we may increase the amount of revolving commitments and/or add tranches of term loans in a combined aggregate amount of up to $1.0 billion. Borrowings under the Senior Credit Facility will bear interest at the rates specified in the Credit Agreement, which vary based on the type of borrowing and certain other customary conditions. The Credit Agreement contains customary representations, warranties, and covenants that are typical for these types of facilities and could, upon the occurrence of certain events of default, restrict our ability to access our Senior Credit Facility. The Credit Agreement requires us to maintain a minimum shareholders’ equity (excluding accumulated other comprehensive income/(losses)) of at least $35 billion. The obligations under the Credit Agreement are guaranteed by KHFC and The Kraft Heinz Company in the case of indebtedness and other liabilities of any subsidiary borrower. No amounts were drawn on our Existing Senior Credit Facility at June 25, 2022 , at December 25, 2021 , or during the six months ended June 25, 2022 or June 26, 2021 . We were in compliance with all financial covenants as of June 25, 2022 . Open Market Debt Repurchases: 2022 Open Market Debt Repurchases During the three months ended June 25, 2022, we repurchased approximately $268 million of certain of our senior notes under Rule 10b5-1 plans (the “Q2 2022 Repurchases”), including approximately $127 million aggregate principal amount of 6.500% senior notes due February 2040, approximately $39 million aggregate principal amount of 5.200% senior notes due July 2045, approximately $31 million aggregate principal amount of 5.000% senior notes due June 2042, approximately $24 million aggregate principal amount of 7.125% senior notes due August 2039, approximately $23 million aggregate principal amount of 6.875% senior notes due January 2039, approximately $13 million aggregate principal amount of 6.375% senior notes due July 2028, approximately $7 million aggregate principal amount of 5.000% senior notes due July 2035, and approximately $4 million aggregate principal amount of 4.625% senior notes due October 2039. In connection with the Q2 2022 Repurchases, we recognized a net gain on extinguishment of debt of approximately $9 million within interest expense on the condensed consolidated statements of income for the three and six months ended June 25, 2022. This gain primarily reflects the write-off of unamortized premiums partially offset by the payment of premiums associated with the repurchases. Related to the Q2 2022 Repurchases, we recognized debt prepayment and extinguishment costs of $16 million on the condensed consolidated statement of cash flows for the six months ended June 25, 2022, which reflect the $9 million net gain on extinguishment of debt adjusted for the non-cash write-off of unamortized premiums of $25 million. 2021 Open Market Debt Repurchases During the three months ended June 26, 2021, we repurchased approximately $207 million of certain of our senior notes under Rule 10b5-1 plans (the “Q2 2021 Repurchases”). See Note 15, Commitments, Contingencies, and Debt , to our condensed consolidated financial statements in our Quarterly Report on Form 10-Q for the quarterly period ended June 26, 2021 for the amount extinguished by senior notes in the Q2 2021 Repurchases. In connection with the Q2 2021 Repurchases, we recognized a loss on extinguishment of debt of approximately $28 million within interest expense on the condensed consolidated statements of income for the three and six months ended June 26, 2021. This loss primarily reflects the payment of premiums associated with the repurchases as well as the write-off of unamortized debt issuance costs, premiums, and discounts. Related to the Q2 2021 Repurchases, we recognized debt prepayment and extinguishment costs of $31 million on the condensed consolidated statement of cash flows for the six months ended June 26, 2021, which reflect the $28 million loss on extinguishment of debt adjusted for the non-cash write-off of unamortized premiums of $5 million, unamortized discounts of $1 million, and unamortized debt issuance costs of $1 million. Tender Offers: 2021 Tender Offers In February 2021, KHFC commenced a cash tender offer to purchase up to the maximum combined aggregate purchase price of $1.0 billion, including principal and premium but excluding accrued and unpaid interest (the “2021 Maximum Tender Amount”), of its outstanding 3.950% senior notes due July 2025, 3.000% senior notes due June 2026, 4.000% senior notes due June 2023, and 3.500% senior notes due June 2022 (the “Q1 2021 Tender Offer”), listed in order of priority. Based on participation, KHFC elected to settle the Q1 2021 Tender Offer on the early settlement date, March 9, 2021. Since the aggregate purchase price of the senior notes validly tendered and not validly withdrawn as of the early tender time exceeded the 2021 Maximum Tender Amount, we did not accept for purchase any of the 3.500% senior notes due June 2022 or the 4.000% senior notes due June 2023. The aggregate principal amount of senior notes validly tendered and accepted was approximately $900 million. In June 2021, KHFC commenced cash tender offers to purchase up to the maximum combined aggregate purchase price of $2.8 billion, including principal and premium but excluding accrued and unpaid interest, of its 5.000% senior notes due June 2042, 5.000% senior notes due July 2035, 4.625% senior notes due January 2029, 4.625% senior notes due October 2039, 3.750% senior notes due April 2030, 6.500% senior notes due February 2040, 6.375% senior notes due July 2028, 6.750% senior notes due March 2032, 6.875% senior notes due January 2039, and 7.125% senior notes due August 2039 (the “Q2 2021 Tender Offers” and, together with the Q1 2021 Tender Offer, the “2021 Tender Offers”), listed in order of priority. KHFC settled the Q2 2021 Tender Offers on June 14, 2021 and June 16, 2021. The aggregate principal amount of senior notes validly tendered and accepted was approximately $1.4 billion. See Note 15, Commitments, Contingencies, and Debt , to our condensed consolidated financial statements in our Quarterly Report on Form 10-Q for the quarterly period ended June 26, 2021 for the amount extinguished by senior notes in the 2021 Tender Offers. Related to the 2021 Tender Offers, we recognized a loss on extinguishment of debt of $362 million within interest expense on the condensed consolidated statement of income for the six months ended June 26, 2021, which included a loss of $106 million in the first quarter of 2021 related to the Q1 2021 Tender Offer and a loss of $256 million in the second quarter of 2021 related to the Q2 2021 Tender Offers. These losses primarily reflect the payment of early tender premiums and fees associated with the 2021 Tender Offers as well as the write-off of unamortized premiums, debt issuance costs, and discounts. Related to the 2021 Tender Offers, we recognized debt prepayment and extinguishment costs of $369 million on the condensed consolidated statement of cash flows for the six months ended June 26, 2021, which reflects the $362 million loss on extinguishment of debt adjusted for the non-cash write-off of unamortized premiums of $20 million, unamortized debt issuance costs of $7 million and unamortized discounts of $6 million. Debt Redemptions: 2021 Debt Redemptions In April 2021, KHFC issued a notice of redemption of all of its 4.000% senior notes due June 2023, effective May 1, 2021 (the “Q2 2021 Debt Redemption”). Prior to the redemption, approximately $447 million aggregate principal amount was outstanding. In connection with the Q2 2021 Debt Redemption, we recognized a loss on extinguishment of debt of $34 million within interest expense on the condensed consolidated statements of income for the three and six months ended June 26, 2021. This loss primarily reflects the payment of premiums and fees associated with the redemptions as well as the write-off of unamortized debt issuance costs. Related to the Q2 2021 Debt Redemption, we recognized debt prepayment and extinguishment costs of $33 million on the condensed consolidated statement of cash flows for the six months ended June 26, 2021, which reflect the $34 million loss on extinguishment of debt adjusted for the non-cash write-off of unamortized debt issuance costs of $1 million. Debt Repayments: In June 2022, we repaid $381 million aggregate principal amount of senior notes that matured in the period. In March 2022, we repaid $6 million aggregate principal amount of senior notes that matured in the period. In February 2021, we repaid $111 million aggregate principal amount of senior notes that matured in the period. Fair Value of Debt: At June 25, 2022, the aggregate fair value of our total debt was $19.8 billion as compared with a carrying value of $20.9 billion. At December 25, 2021, the aggregate fair value of our total debt was $25.7 billion as compared with a carrying value of $21.8 billion. Our short-term debt had a carrying value that approximated its fair value at June 25, 2022 and December 25, 2021. 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. |
Earnings Per Share (Notes)
Earnings Per Share (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Our earnings per common share (“EPS”) were: For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 (in millions, except per share data) Basic Earnings Per Common Share: Net income/(loss) attributable to common shareholders $ 265 $ (27) $ 1,041 $ 536 Weighted average shares of common stock outstanding 1,225 1,224 1,225 1,223 Net earnings/(loss) $ 0.22 $ (0.02) $ 0.85 $ 0.44 Diluted Earnings Per Common Share: Net income/(loss) attributable to common shareholders $ 265 $ (27) $ 1,041 $ 536 Weighted average shares of common stock outstanding 1,225 1,224 1,225 1,223 Effect of dilutive equity awards 10 — 10 12 Weighted average shares of common stock outstanding, including dilutive effect 1,235 1,224 1,235 1,235 Net earnings/(loss) $ 0.21 $ (0.02) $ 0.84 $ 0.43 |
Segment Reporting (Notes)
Segment Reporting (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting In the second quarter of 2022, our internal reporting and reportable segments changed. We combined our United States and Canada zones to form the North America zone as a result of previously announced organizational changes, which are intended to advance and support our long-term growth plans by streamlining and synergizing our United States and Canada businesses. Subsequently, we manage and report our operating results through two reportable segments defined by geographic region: North America and International. We have reflected this change in all historical periods presented. Management evaluates segment performance based on several factors, including net sales and Segment Adjusted EBITDA. Segment Adjusted EBITDA is defined as net income/(loss) from continuing operations before interest expense, other expense/(income), provision for/(benefit from) income taxes, and depreciation and amortization (excluding restructuring activities); in addition to these adjustments, we exclude, when they occur, the impacts of divestiture-related license income (e.g., income related to the sale of licenses in connection with the Cheese Transaction), restructuring activities, deal costs, unrealized gains/(losses) on commodity hedges (the unrealized gains and losses are recorded in general corporate expenses until realized; once realized, the gains and losses are recorded in the applicable segment’s operating results), impairment losses, certain non-ordinary course legal and regulatory matters, and equity award compensation expense (excluding restructuring activities). Segment Adjusted EBITDA is a tool that can assist management and investors in comparing our performance on a consistent basis by removing the impact of certain items that management believes do not directly reflect our underlying operations. Management also uses Segment Adjusted EBITDA to allocate resources. Management does not use assets by segment to evaluate performance or allocate resources. Therefore, we do not disclose assets by segment. Net sales by segment were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Net sales: North America $ 5,039 $ 5,202 $ 9,640 $ 10,202 International 1,515 1,413 2,959 2,807 Total net sales $ 6,554 $ 6,615 $ 12,599 $ 13,009 Segment Adjusted EBITDA was (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Segment Adjusted EBITDA: North America $ 1,348 $ 1,491 $ 2,521 $ 2,858 International 248 286 490 569 General corporate expenses (76) (71) (149) (141) Depreciation and amortization (excluding restructuring activities) (232) (227) (449) (449) Divestiture-related license income 13 — 27 — Restructuring activities (11) (19) (30) (37) Deal costs — 1 (8) (6) Unrealized gains/(losses) on commodity hedges (73) 2 19 39 Impairment losses (630) (113) (685) (343) Certain non-ordinary course legal and regulatory matters — (62) — (62) Equity award compensation expense (excluding restructuring activities) (45) (53) (79) (104) Operating income/(loss) 542 1,235 1,657 2,324 Interest expense 234 613 476 1,028 Other expense/(income) (91) (23) (189) (53) Income/(loss) before income taxes $ 399 $ 645 $ 1,370 $ 1,349 Net sales by platform were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Taste Elevation $ 2,150 $ 1,960 $ 3,980 $ 3,652 Fast Fresh Meals 1,474 1,643 2,832 3,268 Easy Meals Made Better 1,227 1,104 2,465 2,305 Real Food Snacking 341 541 656 1,122 Flavorful Hydration 556 494 1,011 905 Easy Indulgent Desserts 254 252 471 464 Other 552 621 1,184 1,293 Total net sales $ 6,554 $ 6,615 $ 12,599 $ 13,009 In the fourth quarter of 2021, following the divestiture of certain of our global cheese businesses, we reorganized certain products within our platforms to reflect how we plan to manage our business going forward, including the role assigned to these products and platforms within our business. We have reflected these changes in all historical periods presented. Net sales by product category were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Condiments and sauces $ 2,137 $ 1,961 $ 3,964 $ 3,643 Cheese and dairy 928 1,195 1,813 2,428 Ambient foods 684 637 1,406 1,335 Frozen and chilled foods 708 657 1,382 1,331 Meats and seafood 693 668 1,321 1,279 Refreshment beverages 558 498 1,014 909 Coffee 217 204 431 414 Infant and nutrition 107 119 211 226 Desserts, toppings, and baking 286 282 532 524 Nuts and salted snacks — 201 — 452 Other 236 193 525 468 Total net sales $ 6,554 $ 6,615 $ 12,599 $ 13,009 |
Other Financial Data (Notes)
Other Financial Data (Notes) | 6 Months Ended |
Jun. 25, 2022 | |
Other Income and Expenses [Abstract] | |
Other Financial Data | Other Financial Data Condensed Consolidated Statements of Income Information Other expense/(income) consists of the following (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Amortization of postemployment benefit plans prior service costs/(credits) $ (3) $ (1) $ (7) $ (3) Net pension and postretirement non-service cost/(benefit) (a) (46) (57) (92) (107) Loss/(gain) on sale of business (2) 46 (1) 65 Interest income (6) (4) (11) (9) Foreign exchange losses/(gains) (105) 6 (137) (30) Derivative losses/(gains) 72 (11) 61 31 Other miscellaneous expense/(income) (1) (2) (2) — Other expense/(income) $ (91) $ (23) $ (189) $ (53) (a) Excludes amortization of postemployment benefit plans prior service costs/(credits). We present all non-service cost components of net pension cost/(benefit) and net postretirement cost/(benefit) within other expense/(income) on our condensed consolidated statements of income. See Note 11, Postemployment Benefits , for additional information on these components, including any curtailments and settlements, as well as information on our prior service costs/(credits) amortization. See Note 4, Acquisitions and Divestitures , for additional information related to our loss/(gain) on sale of business. See Note 12, Financial Instruments , for information related to our derivative impacts. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 25, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal Period | We operate on a 52- or 53-week fiscal year ending on the last Saturday in December in each calendar year. Unless the context requires otherwise, references to years and quarters contained herein pertain to our fiscal years and fiscal quarters. Our 2022 fiscal year is scheduled to be a 53-week period ending on December 31, 2022, and our 2021 fiscal year was a 52-week period that ended on December 25, 2021. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include The Kraft Heinz Company and all of our controlled subsidiaries. All intercompany transactions are eliminated. |
Reportable Segments | Reportable Segments In the second quarter of 2022, our internal reporting and reportable segments changed. We combined our United States and Canada zones to form the North America zone as a result of previously announced organizational changes, which are intended to advance and support our long-term growth plans by streamlining and synergizing our United States and Canada businesses. Subsequently, we manage and report our operating results through two reportable segments defined by geographic region: North America and International. We have reflected this change in all historical periods presented. |
Use of Estimates | Use of Estimates We prepare our condensed consolidated financial statements in accordance with U.S. GAAP, which requires us to make accounting policy elections, estimates, and assumptions that affect the reported amount of assets, liabilities, reserves, and expenses. These accounting policy elections, estimates, and assumptions are based on our best estimates and judgments. We evaluate our policy elections, estimates, and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. We believe these estimates to be reasonable given the current facts available. We adjust our policy elections, estimates, and assumptions when facts and circumstances dictate. Market volatility, including foreign currency exchange rates, increases the uncertainty inherent in our estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from estimates. If actual amounts differ from estimates, we include the revisions in our consolidated results of operations in the period the actual amounts become known. Historically, the aggregate differences, if any, between our estimates and actual amounts in any year have not had a material effect on our condensed consolidated financial statements. |
Reclassifications | Reclassifications We made reclassifications and adjustments to certain previously reported financial information to conform to our current period presentation. |
New Accounting Standards (Polic
New Accounting Standards (Policies) | 6 Months Ended |
Jun. 25, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
New Accounting Standards | Accounting Standards Not Yet Adopted Accounting for Contract Assets and Contract Liabilities from Contracts with Customers: In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-08 to amend the accounting for contract assets and contract liabilities acquired in a business combination under Accounting Standards Codification (“ASC”) 805, Business Combinations . The guidance requires entities engaged in a business combination to recognize and measure contract assets acquired and contract liabilities assumed in accordance with ASC 606, Revenue from Contracts with Customers , rather than at fair value on the acquisition date. The amendments also apply to other contracts such as contract liabilities arising from nonfinancial assets under ASC 610-20, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets . The ASU will be effective beginning in the first quarter of 2023. Early adoption is permitted, including in an interim period. We currently expect to adopt ASU 2021-08 in the first quarter of 2023 on a prospective basis. While the impact of these amendments is dependent on the nature of any future transactions, we currently do not expect this ASU to have a significant impact on our financial statements and related disclosures. Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting: In March 2020, the FASB issued ASU 2020-04 to provide temporary optional expedients and exceptions to the U.S. GAAP guidance for accounting for contracts, hedging relationships, and other transactions affected by the transition from discontinued reference rates, such as the London Interbank Offered Rate (LIBOR), to alternative reference rates. The new accounting requirements can be applied from March 12, 2020 through December 31, 2022. While we currently do not expect this new guidance to have a significant impact on our financial statements or related disclosures, we continue to evaluate our contracts and the optional expedients provided by the new standard. |
Acquisitions and Divestitures_2
Acquisitions and Divestitures (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Business Acquisition [Line Items] | |
Assets and Liabilities Held for Sale by Major Class | Our assets held for sale, by major class, were (in millions): June 25, 2022 December 25, 2021 ASSETS Inventories $ 4 $ 5 Property, plant and equipment, net 85 5 Intangible assets, net 2 1 Total assets held for sale $ 91 $ 11 |
Hemmer Acquisition | |
Business Acquisition [Line Items] | |
Purchase Price Allocation to Assets Acquired and Liabilities Assumed | Initial Allocation Cash $ 1 Trade receivables 13 Inventories 17 Other current assets 2 Property, plant and equipment, net 14 Identifiable intangible assets 122 Other non-current assets 13 Short-term debt (9) Trade payables (11) Other current liabilities (31) Long-term debt (11) Other non-current liabilities (44) Net assets acquired 76 Noncontrolling interest (16) Goodwill on acquisition 219 Total consideration $ 279 |
Purchase Price Allocation to Identifiable Intangible Assets Acquired | Fair Value Weighted Average Life Definite-lived trademarks $ 101 13 Customer-related assets 21 15 Total $ 122 |
Just Spices Acquisition | |
Business Acquisition [Line Items] | |
Purchase Price Allocation to Assets Acquired and Liabilities Assumed | The preliminary purchase price allocation to assets acquired and liabilities assumed in the Just Spices Acquisition was (in millions): Initial Allocation (a) Adjustments Updated Allocation Cash $ 2 $ — $ 2 Trade receivables 4 — 4 Inventories 7 — 7 Other current assets 9 — 9 Property, plant and equipment, net 1 — 1 Identifiable intangible assets 172 — 172 Trade payables (10) — (10) Other current liabilities (12) — (12) Other non-current liabilities (54) — (54) Net assets acquired 119 — 119 Redeemable noncontrolling interest (43) 4 (39) Goodwill on acquisition 167 (4) 163 Total consideration $ 243 $ — $ 243 |
Purchase Price Allocation to Identifiable Intangible Assets Acquired | The preliminary purchase price allocation to identifiable intangible assets acquired in the Just Spices Acquisition was: Fair Value Weighted Average Life Definite-lived trademarks $ 72 10 Customer-related assets 100 15 Total $ 172 |
Assan Foods Acquisition | |
Business Acquisition [Line Items] | |
Purchase Price Allocation to Assets Acquired and Liabilities Assumed | The preliminary purchase price allocation to assets acquired and liabilities assumed in the Assan Foods Acquisition was (in millions): Initial Allocation (a) Adjustments Updated Allocation Cash $ 4 $ — $ 4 Trade receivables 24 — 24 Inventories 26 — 26 Other current assets 2 — 2 Property, plant and equipment, net 12 — 12 Identifiable intangible assets — 16 16 Other non-current assets 4 1 5 Short-term debt (21) — (21) Current portion of long-term debt (5) — (5) Trade payables (25) — (25) Other current liabilities (2) — (2) Long-term debt (4) — (4) Other non-current liabilities — (4) (4) Net assets acquired 15 13 28 Goodwill on acquisition 64 (13) 51 Total consideration $ 79 $ — $ 79 (a) As reported in Note 4, Acquisitions and Divestitures , to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 25, 2021. |
Purchase Price Allocation to Identifiable Intangible Assets Acquired | The preliminary purchase price allocation to identifiable intangible assets acquired in the Assan Foods Acquisition was: Fair Value Weighted Average Life Definite-lived trademarks $ 13 10 Customer-related assets 3 10 Total 16 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | Our net liability balance for restructuring project costs that qualify as exit and disposal costs under U.S. GAAP was (in millions): Severance and Employee Benefit Costs Other Exit Costs Total Balance at December 25, 2021 $ 27 $ 16 $ 43 Charges/(credits) 9 — 9 Cash payments (26) (3) (29) Balance at June 25, 2022 $ 10 $ 13 $ 23 |
Restructuring Costs by Type and Income Statement Location | Total expense/(income) related to restructuring activities, by income statement caption, were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Severance and employee benefit costs - Cost of products sold $ — $ 1 $ (3) $ 4 Severance and employee benefit costs - SG&A (1) 1 12 2 Asset-related costs - Cost of products sold 3 — 7 — Other costs - Cost of products sold 3 — 6 — Other costs - SG&A 6 17 8 31 $ 11 $ 19 $ 30 $ 37 |
Restructuring Costs Excluded from Segments | The pre-tax impact of allocating such expenses/(income) to our segments would have been (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 North America $ 6 $ 1 $ 26 $ 2 International 3 2 1 6 General corporate expenses 2 16 3 29 $ 11 $ 19 $ 30 $ 37 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |
Reconciliation from Cash and Cash Equivalents to Cash, Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash and cash equivalents, as reported on our condensed consolidated balance sheets, to cash, cash equivalents, and restricted cash, as reported on our condensed consolidated statements of cash flows (in millions): June 25, 2022 December 25, 2021 Cash and cash equivalents $ 1,518 $ 3,445 Restricted cash included in other non-current assets 1 1 Cash, cash equivalents, and restricted cash $ 1,519 $ 3,446 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following (in millions): June 25, 2022 December 25, 2021 Packaging and ingredients $ 799 $ 571 Spare parts 210 208 Work in process 262 268 Finished products 2,162 1,682 Inventories $ 3,433 $ 2,729 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the Carrying Amount of Goodwill by Segment | Changes in the carrying amount of goodwill, by segment, were (in millions): North America International Total Balance at December 25, 2021 $ 28,242 $ 3,054 $ 31,296 Impairment losses (235) — (235) Acquisitions — 386 386 Measurement period adjustments — (8) (8) Translation adjustments and other (8) (255) (263) Balance at June 25, 2022 $ 27,999 $ 3,177 $ 31,176 |
Changes in the Carrying Amount of Indefinite-Lived Intangible Assets | Changes in the carrying amount of indefinite-lived intangible assets, which primarily consisted of trademarks, were (in millions): Balance at December 25, 2021 $ 39,419 Impairment losses (395) Translation adjustments and other (306) Balance at June 25, 2022 $ 38,718 |
Schedule of Definite-Lived Intangible Assets By Major Asset Class | Definite-lived intangible assets were (in millions): June 25, 2022 December 25, 2021 Gross Accumulated Net Gross Accumulated Net Trademarks $ 2,239 $ (602) $ 1,637 $ 2,091 $ (556) $ 1,535 Customer-related assets 3,696 (1,101) 2,595 3,617 (1,040) 2,577 Other 16 (6) 10 17 (6) 11 $ 5,951 $ (1,709) $ 4,242 $ 5,725 $ (1,602) $ 4,123 |
Employees' Stock Incentive Pl_2
Employees' Stock Incentive Plans (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity and Related Information | Our stock option activity and related information was: Number of Stock Options Weighted Average Exercise Price Outstanding at December 25, 2021 11,778,068 $ 45.43 Granted 941,146 38.68 Forfeited (578,412) 60.60 Exercised (1,492,502) 27.26 Outstanding at June 25, 2022 10,648,300 46.56 |
Schedule of RSU Activity and Related Information | Our restricted stock unit (“RSU”) activity and related information was: Number of Units Weighted Average Grant Date Fair Value Outstanding at December 25, 2021 12,476,390 $ 33.08 Granted 2,888,143 37.79 Forfeited (968,890) 32.05 Vested (2,133,520) 39.49 Outstanding at June 25, 2022 12,262,123 33.16 |
Schedule of PSU Activity and Related Information | Our performance share unit (“PSU”) activity and related information was: Number of Units Weighted Average Grant Date Fair Value Outstanding at December 25, 2021 5,319,980 $ 27.24 Granted 1,737,198 34.44 Forfeited (395,631) 30.54 Vested (660,879) 29.35 Outstanding at June 25, 2022 6,000,668 28.87 |
Postemployment Benefits (Tables
Postemployment Benefits (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Net Cost/(Benefit) | Net pension cost/(benefit) consisted of the following (in millions): For the Three Months Ended U.S. Plans Non-U.S. Plans June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Service cost $ 1 $ 1 $ 3 $ 4 Interest cost 24 21 9 8 Expected return on plan assets (49) (45) (17) (25) Amortization of prior service costs/(credits) — — — 1 Amortization of unrecognized losses/(gains) — — 1 1 Settlements (1) (6) — — Special/contractual termination benefits — (1) — — Net pension cost/(benefit) $ (25) $ (30) $ (4) $ (11) For the Six Months Ended U.S. Plans Non-U.S. Plans June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Service cost $ 2 $ 3 $ 7 $ 8 Interest cost 48 43 19 15 Expected return on plan assets (97) (90) (36) (48) Amortization of prior service costs/(credits) — — — 1 Amortization of unrecognized losses/(gains) — — 1 1 Settlements (1) (6) — — Special/contractual termination benefits — 3 — — Net pension cost/(benefit) $ (48) $ (47) $ (9) $ (23) |
Postretirement Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Net Cost/(Benefit) | Net postretirement cost/(benefit) consisted of the following (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Service cost $ 1 $ 2 $ 2 $ 3 Interest cost 5 5 10 10 Expected return on plan assets (13) (12) (27) (24) Amortization of prior service costs/(credits) (3) (2) (7) (4) Amortization of unrecognized losses/(gains) (5) (4) (9) (8) Curtailments — (4) — (4) Net postretirement cost/(benefit) $ (15) $ (15) $ (31) $ (27) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Values of Outstanding Derivatives | The notional values of our outstanding derivative instruments were (in millions): Notional Amount June 25, 2022 December 25, 2021 Commodity contracts $ 975 $ 592 Foreign exchange contracts 3,610 3,359 Cross-currency contracts 7,239 7,239 |
Schedule of Derivative Fair Values | The fair values and the levels within the fair value hierarchy of derivative instruments recorded on the condensed consolidated balance sheets were (in millions): June 25, 2022 Quoted Prices in Active Markets for Identical Assets and Liabilities Significant Other Observable Inputs Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts (a) $ — $ — $ 29 $ 18 $ 29 $ 18 Cross-currency contracts (b) — — 358 228 358 228 Derivatives not designated as hedging instruments: Commodity contracts (c) 100 53 4 9 104 62 Foreign exchange contracts (a) — — 26 37 26 37 Cross-currency contracts (b) — — 36 — 36 — Total fair value $ 100 $ 53 $ 453 $ 292 $ 553 $ 345 (a) At June 25, 2022, the fair value of our derivative assets was recorded in other current assets ($40 million) and other non-current assets ($15 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($40 million) and other non-current liabilities ($15 million). (b) At June 25, 2022, the fair value of our derivative assets was recorded in other current assets ($111 million) and other non-current assets ($283 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($42 million) and other non-current liabilities ($186 million). (c) At June 25, 2022, the fair value of our derivative assets was recorded in other current assets and the fair value of derivative liabilities was recorded in other current liabilities. December 25, 2021 Quoted Prices in Active Markets for Identical Assets and Liabilities Significant Other Observable Inputs Total Fair Value Assets Liabilities Assets Liabilities Assets Liabilities Derivatives designated as hedging instruments: Foreign exchange contracts (a) $ — $ — $ 24 $ 19 $ 24 $ 19 Cross-currency contracts (b) — — 247 212 247 212 Derivatives not designated as hedging instruments: Commodity contracts (c) 41 17 2 5 43 22 Foreign exchange contracts (a) — — 15 18 15 18 Total fair value $ 41 $ 17 $ 288 $ 254 $ 329 $ 271 (a) At December 25, 2021, the fair value of our derivative assets was recorded in other current assets ($31 million) and other non-current assets ($8 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($33 million) and other non-current liabilities ($4 million). (b) At December 25, 2021, the fair value of our derivative assets was recorded in other current assets ($74 million) and other non-current assets ($173 million), and the fair value of our derivative liabilities was recorded in other current liabilities ($42 million) and other non-current liabilities ($170 million). (c) At December 25, 2021, the fair value of our derivative assets was recorded in other current assets, and the fair value of our derivative liabilities was recorded in other current liabilities. |
Derivative Impact on Statements of Other Comprehensive Income | The following table presents the pre-tax amounts of derivative gains/(losses) deferred into accumulated other comprehensive income/(losses) and the income statement line item that will be affected when reclassified to net income/(loss) (in millions): Accumulated Other Comprehensive Income/(Losses) Component Gains/(Losses) Recognized in Other Comprehensive Income/(Losses) Related to Derivatives Designated as Hedging Instruments Location of Gains/(Losses) When Reclassified to Net Income/(Loss) For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Cash flow hedges: Foreign exchange contracts $ 1 $ — $ 1 $ (1) Net sales Foreign exchange contracts 15 (17) 6 (40) Cost of products sold Foreign exchange contracts (excluded component) (5) — (5) — Cost of products sold Foreign exchange contracts 1 — 1 — SG&A Cross-currency contracts (78) (17) (109) (32) Other expense/(income) Cross-currency contracts (excluded component) 6 7 14 14 Other expense/(income) Cross-currency contracts (7) (4) (14) (10) Interest expense Net investment hedges: Foreign exchange contracts 13 (1) 12 — Other expense/(income) Foreign exchange contracts (excluded component) (1) — (1) — Interest expense Cross-currency contracts 190 (53) 225 (67) Other expense/(income) Cross-currency contracts (excluded component) 13 6 24 12 Interest expense Total gains/(losses) recognized in statements of comprehensive income $ 148 $ (79) $ 154 $ (124) |
Derivative Impact on Statements of Income | The following tables present the pre-tax amounts of derivative gains/(losses) reclassified from accumulated other comprehensive income/(losses) to net income/(loss) and the affected income statement line items (in millions): For the Three Months Ended June 25, 2022 June 26, 2021 Cost of products sold Interest expense Other expense/(income) Cost of products sold SG&A Interest expense Other expense/(income) Total amounts presented in the condensed consolidated statements of income in which the following effects were recorded $ 4,570 $ 234 $ (91) $ 4,324 $ 1,056 $ 613 $ (23) Gains/(losses) related to derivatives designated as hedging instruments: Cash flow hedges: Foreign exchange contracts $ (1) $ — $ — $ (12) $ (1) $ — $ — Foreign exchange contracts (excluded component) (2) — — (1) — — — Cross-currency contracts — (8) (45) — — (4) 15 Cross-currency contracts (excluded component) — — 6 — — — 7 Net investment hedges: Foreign exchange contracts (excluded component) — (2) — — — 1 — Cross-currency contracts (excluded component) — 11 — — — 3 — Gains/(losses) related to derivatives not designated as hedging instruments: Commodity contracts 9 — — 44 — — — Foreign exchange contracts — — (35) — — — (15) Cross-currency contracts — — 2 — — — 4 Total gains/(losses) recognized in statements of income $ 6 $ 1 $ (72) $ 31 $ (1) $ — $ 11 For the Six Months Ended June 25, 2022 June 26, 2021 Cost of products sold Interest expense Other expense/(income) Cost of products sold SG&A Interest expense Other expense/(income) Total amounts presented in the condensed consolidated statements of income in which the following effects were recorded $ 8,684 $ 476 $ (189) $ 8,517 $ 2,168 $ 1,028 $ (53) Gains/(losses) related to derivatives designated as hedging instruments: Cash flow hedges: Foreign exchange contracts $ (7) $ — $ — $ (19) $ (1) $ — $ — Foreign exchange contracts (excluded component) (3) — — (1) — — — Cross-currency contracts — (15) (80) — — (10) (28) Cross-currency contracts (excluded component) — — 14 — — — 13 Net investment hedges: Foreign exchange contracts (excluded component) — (1) — — — 1 — Cross-currency contracts (excluded component) — 20 — — — 7 — Gains/(losses) related to derivatives not designated as hedging instruments: Commodity contracts 148 — — 94 — — — Foreign exchange contracts — — 3 — — — (20) Cross-currency contracts — — 2 — — — 4 Total gains/(losses) recognized in statements of income $ 138 $ 4 $ (61) $ 74 $ (1) $ (2) $ (31) |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income/(Losses) (Tables) - AOCI Attributable to Parent | 6 Months Ended |
Jun. 25, 2022 | |
Accumulated Other Comprehensive Income/(Loss) [Line Items] | |
Components of and Changes in Accumulated Other Comprehensive Income/(Losses) | The components of, and changes in, accumulated other comprehensive income/(losses), net of tax, were as follows (in millions): Foreign Currency Translation Adjustments Net Postemployment Benefit Plan Adjustments Net Cash Flow Hedge Adjustments Total Balance as of December 25, 2021 $ (2,285) $ 364 $ 97 $ (1,824) Foreign currency translation adjustments (679) — — (679) Net deferred gains/(losses) on net investment hedges 257 — — 257 Amounts excluded from the effectiveness assessment of net investment hedges 18 — — 18 Net deferred losses/(gains) on net investment hedges reclassified to net income/(loss) (13) — — (13) Net deferred gains/(losses) on cash flow hedges — — (72) (72) Amounts excluded from the effectiveness assessment of cash flow hedges — — 8 8 Net deferred losses/(gains) on cash flow hedges reclassified to net income/(loss) — — 49 49 Net actuarial gains/(losses) arising during the period — (143) — (143) Net postemployment benefit losses/(gains) reclassified to net income/(loss) — (11) — (11) Total other comprehensive income/(loss) (417) (154) (15) (586) Balance as of June 25, 2022 $ (2,702) $ 210 $ 82 $ (2,410) |
Gross Amount and Related Tax Benefit/(Expense) Recorded in and Associated with each Component of Other Comprehensive Income/(Loss) | The gross amount and related tax benefit/(expense) recorded in, and associated with, each component of other comprehensive income/(loss) were as follows (in millions): For the Three Months Ended June 25, 2022 June 26, 2021 Before Tax Amount Tax Net of Tax Amount Before Tax Amount Tax Net of Tax Amount Foreign currency translation adjustments $ (647) $ — $ (647) $ 190 $ — $ 190 Net deferred gains/(losses) on net investment hedges 272 (67) 205 (67) 18 (49) Amounts excluded from the effectiveness assessment of net investment hedges 12 (3) 9 6 (1) 5 Net deferred losses/(gains) on net investment hedges reclassified to net income/(loss) (9) 4 (5) (4) 1 (3) Net deferred gains/(losses) on cash flow hedges (68) 30 (38) (38) 3 (35) Amounts excluded from the effectiveness assessment of cash flow hedges 1 — 1 7 — 7 Net deferred losses/(gains) on cash flow hedges reclassified to net income/(loss) 50 (23) 27 (4) 3 (1) Net actuarial gains/(losses) arising during the period (191) 48 (143) 95 (24) 71 Net postemployment benefit losses/(gains) reclassified to net income/(loss) (8) 1 (7) (9) 2 (7) For the Six Months Ended June 25, 2022 June 26, 2021 Before Tax Amount Tax Net of Tax Amount Before Tax Amount Tax Net of Tax Amount Foreign currency translation adjustments $ (679) $ — $ (679) $ 251 $ — $ 251 Net deferred gains/(losses) on net investment hedges 338 (81) 257 (62) 18 (44) Amounts excluded from the effectiveness assessment of net investment hedges 23 (5) 18 12 (2) 10 Net deferred losses/(gains) on net investment hedges reclassified to net income/(loss) (19) 6 (13) (8) 2 (6) Net deferred gains/(losses) on cash flow hedges (115) 43 (72) (83) 19 (64) Amounts excluded from the effectiveness assessment of cash flow hedges 9 (1) 8 14 — 14 Net deferred losses/(gains) on cash flow hedges reclassified to net income/(loss) 91 (42) 49 46 (20) 26 Net actuarial gains/(losses) arising during the period (191) 48 (143) 98 (25) 73 Net postemployment benefit losses/(gains) reclassified to net income/(loss) (16) 5 (11) (16) 3 (13) |
Amounts Reclassified From Accumulated Other Comprehensive Income/(Losses) | The amounts reclassified from accumulated other comprehensive income/(losses) were as follows (in millions): Accumulated Other Comprehensive Income/(Losses) Component Reclassified from Accumulated Other Comprehensive Income/(Losses) to Net Income/(Loss) Affected Line Item in the Statements of Income For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Losses/(gains) on net investment hedges: Foreign exchange contracts (a) $ 2 $ (1) $ 1 $ (1) Interest expense Cross-currency contracts (a) (11) (3) (20) (7) Interest expense Losses/(gains) on cash flow hedges: Foreign exchange contracts (b) 3 13 10 20 Cost of products sold Foreign exchange contracts (b) — 1 — 1 SG&A Cross-currency contracts (b) 39 (22) 66 15 Other expense/(income) Cross-currency contracts (b) 8 4 15 10 Interest expense Losses/(gains) on hedges before income taxes 41 (8) 72 38 Losses/(gains) on hedges, income taxes (19) 4 (36) (18) Losses/(gains) on hedges $ 22 $ (4) $ 36 $ 20 Losses/(gains) on postemployment benefits: Amortization of unrecognized losses/(gains) (c) $ (4) $ (3) $ (8) $ (7) Amortization of prior service costs/(credits) (c) (3) (1) (7) (3) Settlement and curtailment losses/(gains) (c) (1) (5) (1) (6) Losses/(gains) on postemployment benefits before income taxes (8) (9) (16) (16) Losses/(gains) on postemployment benefits, income taxes 1 2 5 3 Losses/(gains) on postemployment benefits $ (7) $ (7) $ (11) $ (13) (a) Represents recognition of the excluded component in net income/(loss). (b) Includes amortization of the excluded component and the effective portion of the related hedges. (c) These components are included in the computation of net periodic postemployment benefit costs. See Note 11, Postemployment Benefits , for additional information. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Common Share, Basic and Diluted | Our earnings per common share (“EPS”) were: For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 (in millions, except per share data) Basic Earnings Per Common Share: Net income/(loss) attributable to common shareholders $ 265 $ (27) $ 1,041 $ 536 Weighted average shares of common stock outstanding 1,225 1,224 1,225 1,223 Net earnings/(loss) $ 0.22 $ (0.02) $ 0.85 $ 0.44 Diluted Earnings Per Common Share: Net income/(loss) attributable to common shareholders $ 265 $ (27) $ 1,041 $ 536 Weighted average shares of common stock outstanding 1,225 1,224 1,225 1,223 Effect of dilutive equity awards 10 — 10 12 Weighted average shares of common stock outstanding, including dilutive effect 1,235 1,224 1,235 1,235 Net earnings/(loss) $ 0.21 $ (0.02) $ 0.84 $ 0.43 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Segment Reporting [Abstract] | |
Net Sales by Segment | Net sales by segment were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Net sales: North America $ 5,039 $ 5,202 $ 9,640 $ 10,202 International 1,515 1,413 2,959 2,807 Total net sales $ 6,554 $ 6,615 $ 12,599 $ 13,009 |
Segment Adjusted EBITDA | Segment Adjusted EBITDA was (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Segment Adjusted EBITDA: North America $ 1,348 $ 1,491 $ 2,521 $ 2,858 International 248 286 490 569 General corporate expenses (76) (71) (149) (141) Depreciation and amortization (excluding restructuring activities) (232) (227) (449) (449) Divestiture-related license income 13 — 27 — Restructuring activities (11) (19) (30) (37) Deal costs — 1 (8) (6) Unrealized gains/(losses) on commodity hedges (73) 2 19 39 Impairment losses (630) (113) (685) (343) Certain non-ordinary course legal and regulatory matters — (62) — (62) Equity award compensation expense (excluding restructuring activities) (45) (53) (79) (104) Operating income/(loss) 542 1,235 1,657 2,324 Interest expense 234 613 476 1,028 Other expense/(income) (91) (23) (189) (53) Income/(loss) before income taxes $ 399 $ 645 $ 1,370 $ 1,349 |
Net Sales by Platform | Net sales by platform were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Taste Elevation $ 2,150 $ 1,960 $ 3,980 $ 3,652 Fast Fresh Meals 1,474 1,643 2,832 3,268 Easy Meals Made Better 1,227 1,104 2,465 2,305 Real Food Snacking 341 541 656 1,122 Flavorful Hydration 556 494 1,011 905 Easy Indulgent Desserts 254 252 471 464 Other 552 621 1,184 1,293 Total net sales $ 6,554 $ 6,615 $ 12,599 $ 13,009 In the fourth quarter of 2021, following the divestiture of certain of our global cheese businesses, we reorganized certain products within our platforms to reflect how we plan to manage our business going forward, including the role assigned to these products and platforms within our business. We have reflected these changes in all historical periods presented. |
Net Sales by Product Category | Net sales by product category were (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Condiments and sauces $ 2,137 $ 1,961 $ 3,964 $ 3,643 Cheese and dairy 928 1,195 1,813 2,428 Ambient foods 684 637 1,406 1,335 Frozen and chilled foods 708 657 1,382 1,331 Meats and seafood 693 668 1,321 1,279 Refreshment beverages 558 498 1,014 909 Coffee 217 204 431 414 Infant and nutrition 107 119 211 226 Desserts, toppings, and baking 286 282 532 524 Nuts and salted snacks — 201 — 452 Other 236 193 525 468 Total net sales $ 6,554 $ 6,615 $ 12,599 $ 13,009 |
Other Financial Data (Tables)
Other Financial Data (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Expense/(Income) | Other expense/(income) consists of the following (in millions): For the Three Months Ended For the Six Months Ended June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Amortization of postemployment benefit plans prior service costs/(credits) $ (3) $ (1) $ (7) $ (3) Net pension and postretirement non-service cost/(benefit) (a) (46) (57) (92) (107) Loss/(gain) on sale of business (2) 46 (1) 65 Interest income (6) (4) (11) (9) Foreign exchange losses/(gains) (105) 6 (137) (30) Derivative losses/(gains) 72 (11) 61 31 Other miscellaneous expense/(income) (1) (2) (2) — Other expense/(income) $ (91) $ (23) $ (189) $ (53) (a) Excludes amortization of postemployment benefit plans prior service costs/(credits). |
Basis of Presentation (Details)
Basis of Presentation (Details) | 6 Months Ended |
Jun. 25, 2022 segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | 2 |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Additional Information (Details) € in Millions, R$ in Millions, $ in Millions, ₨ in Billions | 3 Months Ended | 6 Months Ended | ||||||||||||||||
Mar. 31, 2022 USD ($) | Mar. 31, 2022 BRL (R$) | Jan. 18, 2022 USD ($) | Jan. 18, 2022 EUR (€) | Nov. 29, 2021 USD ($) | Oct. 01, 2021 BRL (R$) | Jan. 30, 2019 USD ($) third-party | Jan. 30, 2019 INR (₨) third-party | Jun. 25, 2022 USD ($) | Mar. 26, 2022 USD ($) | Dec. 25, 2021 USD ($) | Jun. 26, 2021 USD ($) | Mar. 27, 2021 USD ($) | Mar. 30, 2019 USD ($) | Jun. 25, 2022 USD ($) | Jun. 26, 2021 USD ($) | Oct. 01, 2021 USD ($) | Feb. 10, 2021 USD ($) manufacturingFacilities | |
Business Acquisition [Line Items] | ||||||||||||||||||
Goodwill on acquisition | $ 31,176 | $ 31,296 | $ 31,176 | |||||||||||||||
Consideration related to perpetual licenses | 2 | 1 | 2 | |||||||||||||||
Divestiture-related license income | 13 | $ 0 | 27 | $ 0 | ||||||||||||||
Long-term deferred income | 1,505 | 1,534 | 1,505 | |||||||||||||||
Other current liabilities | 1,990 | 2,485 | 1,990 | |||||||||||||||
Proceeds from sale of business, net of cash disposed and working capital adjustments | $ 20 | 20 | (3,435) | |||||||||||||||
Pre-tax gain (loss) on disposition of business | 1 | (65) | ||||||||||||||||
Goodwill impairment losses | 235 | 11 | $ 53 | 35 | 224 | 265 | ||||||||||||
Impairment loss | 630 | 113 | 685 | 343 | ||||||||||||||
Cost of products sold | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Impairment loss | $ 66 | |||||||||||||||||
Cheese Divestiture Licenses | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Long-term deferred income | 1,500 | 1,500 | ||||||||||||||||
Other current liabilities | 56 | 56 | ||||||||||||||||
Cheese Transaction | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Divestiture-related license income | 13 | 27 | ||||||||||||||||
Cheese Transaction | Kraft And Velveeta | License | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Disposal group, including discontinued operation, revenue recognition term | 30 years | |||||||||||||||||
Cheese Transaction | Philadelphia | License | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Disposal group, including discontinued operation, revenue recognition term | 3 years | |||||||||||||||||
Cheese Transaction | Disposal Group, held-for-sale, not discontinued operations | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Consideration received on sale of assets | $ 3,300 | |||||||||||||||||
Proceeds from sale of business | 3,200 | |||||||||||||||||
Cheese Transaction | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Consideration related to perpetual licenses | 1,600 | |||||||||||||||||
Cheese Transaction, Disposal Group | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Pre-tax gain (loss) on disposition of business | 27 | |||||||||||||||||
Cheese Transaction, Disposal Group | Disposal Group, held-for-sale, not discontinued operations | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Consideration related to perpetual licenses | $ 141 | |||||||||||||||||
Nuts Transaction | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Pre-tax gain (loss) on disposition of business | $ 17 | $ 36 | ||||||||||||||||
Nuts Transaction | Disposal Group, held-for-sale, not discontinued operations | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Consideration received on sale of assets | $ 3,400 | |||||||||||||||||
Pre-tax gain (loss) on disposition of business | $ (19) | |||||||||||||||||
Number of manufacturing facilities | manufacturingFacilities | 3 | |||||||||||||||||
Net assets of disposal group | $ 3,400 | |||||||||||||||||
Goodwill impairment losses | $ 230 | |||||||||||||||||
Heinz India | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Proceeds from sale of business | $ 655 | ₨ 46 | ||||||||||||||||
Sale of stock, percentage of ownership before transaction | 100% | 100% | ||||||||||||||||
Number of third-parties | third-party | 2 | 2 | ||||||||||||||||
Tax indemnity liabilities | $ 48 | 41 | 41 | |||||||||||||||
Heinz India | Other current liabilities | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Tax indemnity liabilities | 14 | 14 | ||||||||||||||||
Heinz India | Other non-current liabilities | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Tax indemnity liabilities | 27 | 27 | ||||||||||||||||
Heinz India | Other expense/(income) | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Pre-tax gain (loss) on disposition of business | $ (48) | |||||||||||||||||
Hemmer Acquisition | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Total consideration paid | $ 279 | R$ 1300 | ||||||||||||||||
Percent acquired | 94% | |||||||||||||||||
Goodwill on acquisition | $ 219 | |||||||||||||||||
Just Spices Acquisition | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Total consideration paid | $ 243 | € 214 | ||||||||||||||||
Percent acquired | 85% | |||||||||||||||||
Goodwill on acquisition | $ 167 | 163 | 163 | |||||||||||||||
Assan Foods Acquisition | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Total consideration paid | R$ | R$ 70 | |||||||||||||||||
Goodwill on acquisition | $ 51 | $ 51 | $ 64 | |||||||||||||||
Business combination, consideration transferred | R$ | R$ 79 | |||||||||||||||||
Business combination, contingent consideration, liability | $ 9 |
Acquisitions and Divestitures_3
Acquisitions and Divestitures - Hemmer Purchase Price Allocation to Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Mar. 31, 2022 | Dec. 25, 2021 |
Business Acquisition [Line Items] | |||
Goodwill on acquisition | $ 31,176 | $ 31,296 | |
Hemmer Acquisition | |||
Business Acquisition [Line Items] | |||
Cash | $ 1 | ||
Trade receivables | 13 | ||
Inventories | 17 | ||
Other current assets | 2 | ||
Property, plant and equipment, net | 14 | ||
Identifiable intangible assets | 122 | ||
Other non-current assets | 13 | ||
Current portion of long-term debt | (9) | ||
Trade payables | (11) | ||
Other current liabilities | (31) | ||
Long-term debt | (11) | ||
Other non-current liabilities | (44) | ||
Net assets acquired | 76 | ||
Noncontrolling interest | (16) | ||
Goodwill on acquisition | 219 | ||
Total consideration | $ 279 |
Acquisitions and Divestitures_4
Acquisitions and Divestitures - Hemmer Purchase Price Allocation to Identifiable Intangible Assets Acquired (Details) - Hemmer Acquisition $ in Millions | Mar. 31, 2022 USD ($) |
Business Acquisition [Line Items] | |
Fair Value (in millions of dollars) | $ 122 |
Definite-lived trademarks | |
Business Acquisition [Line Items] | |
Fair Value (in millions of dollars) | $ 101 |
Weighted Average Life (in years) | 13 years |
Customer-related assets | |
Business Acquisition [Line Items] | |
Fair Value (in millions of dollars) | $ 21 |
Weighted Average Life (in years) | 15 years |
Acquisition and Divestitures -
Acquisition and Divestitures - Just Spices Purchase Price Allocation to Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jun. 25, 2022 | Jan. 18, 2022 | Dec. 25, 2021 | |
Business Acquisition [Line Items] | |||
Goodwill on acquisition | $ 31,176 | $ 31,296 | |
Just Spices Acquisition | |||
Business Acquisition [Line Items] | |||
Cash | 2 | $ 2 | |
Cash | 0 | ||
Trade receivables | 4 | 4 | |
Trade receivables | 0 | ||
Inventories | 7 | 7 | |
Inventories | 0 | ||
Other current assets | 9 | 9 | |
Other current assets | 0 | ||
Property, plant and equipment, net | 1 | 1 | |
Property, plant and equipment, net | 0 | ||
Identifiable intangible assets | 172 | 172 | |
Identifiable intangible assets | 0 | ||
Trade payables | (10) | (10) | |
Trade payables | 0 | ||
Other current liabilities | (12) | (12) | |
Other current liabilities | 0 | ||
Other non-current liabilities | (54) | (54) | |
Other non-current liabilities | 0 | ||
Net assets acquired | 119 | 119 | |
Net assets acquired | 0 | ||
Redeemable noncontrolling interest | (39) | (43) | |
Redeemable noncontrolling interest | 4 | ||
Goodwill on acquisition | 163 | 167 | |
Goodwill on acquisition | (4) | ||
Total consideration | 243 | $ 243 | |
Total consideration | $ 0 |
Acquisitions and Divestitures_5
Acquisitions and Divestitures - Just Spices Purchase Price Allocation to Identifiable Intangible Assets Acquired (Details) - Just Spices Acquisition - USD ($) $ in Millions | Jan. 18, 2022 | Jun. 25, 2022 |
Business Acquisition [Line Items] | ||
Fair Value (in millions of dollars) | $ 172 | $ 172 |
Definite-lived trademarks | ||
Business Acquisition [Line Items] | ||
Fair Value (in millions of dollars) | $ 72 | |
Weighted Average Life (in years) | 10 years | |
Customer-related assets | ||
Business Acquisition [Line Items] | ||
Fair Value (in millions of dollars) | $ 100 | |
Weighted Average Life (in years) | 15 years |
Acquisitions and Divestitures_6
Acquisitions and Divestitures - Assan Foods Purchase Price Allocation to Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jun. 25, 2022 | Dec. 25, 2021 | Oct. 01, 2021 | |
Business Acquisition [Line Items] | |||
Goodwill on acquisition | $ 31,176 | $ 31,296 | |
Assan Foods Acquisition | |||
Business Acquisition [Line Items] | |||
Cash | 4 | $ 4 | |
Cash | 0 | ||
Trade receivables | 24 | 24 | |
Trade receivables | 0 | ||
Inventories | 26 | 26 | |
Inventories | 0 | ||
Other current assets | 2 | 2 | |
Other current assets | 0 | ||
Property, plant and equipment, net | 12 | 12 | |
Property, plant and equipment, net | 0 | ||
Identifiable intangible assets | 16 | 0 | |
Identifiable intangible assets | 16 | ||
Other non-current assets | 5 | 4 | |
Other non-current assets | 1 | ||
Short-term debt | (21) | (21) | |
Short-term debt | 0 | ||
Current portion of long-term debt | (5) | (5) | |
Current portion of long-term debt | 0 | ||
Trade payables | (25) | (25) | |
Trade payables | 0 | ||
Other current liabilities | (2) | (2) | |
Other current liabilities | 0 | ||
Long-term debt | (4) | (4) | |
Long-term debt | 0 | ||
Other non-current liabilities | (4) | 0 | |
Other non-current liabilities | (4) | ||
Net assets acquired | 28 | 15 | |
Net assets acquired | 13 | ||
Goodwill on acquisition | 51 | 64 | |
Goodwill on acquisition | (13) | ||
Total consideration | 79 | $ 79 | |
Total consideration | $ 0 |
Acquisitions and Divestitures_7
Acquisitions and Divestitures - Assan Foods Purchase Price Allocation to Identifiable Intangible Assets Acquired (Details) - Assan Foods Acquisition - USD ($) $ in Millions | Jun. 25, 2022 | Oct. 01, 2021 |
Business Acquisition [Line Items] | ||
Fair Value (in millions of dollars) | $ 16 | $ 0 |
Definite-lived trademarks | ||
Business Acquisition [Line Items] | ||
Fair Value (in millions of dollars) | $ 13 | |
Weighted Average Life (in years) | 10 years | |
Customer-related assets | ||
Business Acquisition [Line Items] | ||
Fair Value (in millions of dollars) | $ 3 | |
Weighted Average Life (in years) | 10 years |
Acquisitions and Divestitures_8
Acquisitions and Divestitures - Assets and Liabilities Held for Sale by Major Class (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Business Combination and Asset Acquisition [Abstract] | ||
Inventories | $ 4 | $ 5 |
Property, plant and equipment, net | 85 | 5 |
Intangible assets, net | 2 | 1 |
Total assets held for sale | $ 91 | $ 11 |
Restructuring Activities - Addi
Restructuring Activities - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 USD ($) | Jun. 26, 2021 USD ($) | Jun. 25, 2022 USD ($) employee | Jun. 26, 2021 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | $ 11 | $ 19 | $ 30 | $ 37 |
Restructuring Activities | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, number of positions eliminated | employee | 450 | |||
Restructuring and related cost, expected number of positions eliminated | employee | 80 | |||
Restructuring and related cost, incurred cost (credit) | 11 | $ 19 | $ 30 | $ 37 |
Restructuring Activities | Severance and Employee Benefit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | (1) | 9 | ||
Restructuring Activities | Asset-Related Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | 3 | 7 | ||
Restructuring Activities | Other Implementation Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | $ 9 | $ 14 |
Restructuring Activities - Rest
Restructuring Activities - Restructuring Reserve Roll-forward (Details) - Restructuring Activities $ in Millions | 6 Months Ended |
Jun. 25, 2022 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 43 |
Charges/(credits) | 9 |
Cash payments | (29) |
Ending balance | 23 |
Severance and Employee Benefit Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 27 |
Charges/(credits) | 9 |
Cash payments | (26) |
Ending balance | 10 |
Other Exit Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 16 |
Charges/(credits) | 0 |
Cash payments | (3) |
Ending balance | $ 13 |
Restructuring Activities - Re_2
Restructuring Activities - Restructuring Costs by Type and Income Statement Location (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | $ 11 | $ 19 | $ 30 | $ 37 |
Severance and Employee Benefit Costs | Cost of products sold | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | 0 | 1 | (3) | 4 |
Severance and Employee Benefit Costs | SG&A | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | (1) | 1 | 12 | 2 |
Asset-Related Costs | Cost of products sold | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | 3 | 0 | 7 | 0 |
Other Costs | Cost of products sold | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | 3 | 0 | 6 | 0 |
Other Costs | SG&A | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | $ 6 | $ 17 | $ 8 | $ 31 |
Restructuring Activities - Re_3
Restructuring Activities - Restructuring Costs Excluded from Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | $ 11 | $ 19 | $ 30 | $ 37 |
General corporate expenses | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | 2 | 16 | 3 | 29 |
North America | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | 6 | 1 | 26 | 2 |
International | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring and related cost, incurred cost (credit) | $ 3 | $ 2 | $ 1 | $ 6 |
Restricted Cash - Reconciliatio
Restricted Cash - Reconciliation from Cash and Cash Equivalents to Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 | Jun. 26, 2021 | Dec. 26, 2020 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 1,518 | $ 3,445 | ||
Restricted cash included in other non-current assets | 1 | 1 | ||
Cash, cash equivalents, and restricted cash | $ 1,519 | $ 3,446 | $ 3,942 | $ 3,418 |
Inventories Components of Inven
Inventories Components of Inventories (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Inventory Disclosure [Abstract] | ||
Packaging and ingredients | $ 799 | $ 571 |
Spare parts | 210 | 208 |
Work in process | 262 | 268 |
Finished products | 2,162 | 1,682 |
Inventories | $ 3,433 | $ 2,729 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Changes in the Carrying Amount of Goodwill by Segment (Details) $ in Millions | 6 Months Ended |
Jun. 25, 2022 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 31,296 |
Impairment losses | (235) |
Acquisitions | 386 |
Measurement period adjustments | (8) |
Translation adjustments and other | (263) |
Ending balance | 31,176 |
North America Segment | |
Goodwill [Roll Forward] | |
Beginning balance | 28,242 |
Impairment losses | (235) |
Acquisitions | 0 |
Measurement period adjustments | 0 |
Translation adjustments and other | (8) |
Ending balance | 27,999 |
International | |
Goodwill [Roll Forward] | |
Beginning balance | 3,054 |
Impairment losses | 0 |
Acquisitions | 386 |
Measurement period adjustments | (8) |
Translation adjustments and other | (255) |
Ending balance | $ 3,177 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Goodwill Additional Information (Details) | 3 Months Ended | 6 Months Ended | |||||||
Mar. 27, 2022 USD ($) goodwill_reporting_unit | Jun. 25, 2022 USD ($) | Mar. 26, 2022 USD ($) | Dec. 25, 2021 USD ($) | Jun. 26, 2021 USD ($) | Mar. 27, 2021 USD ($) goodwill_reporting_unit | Jun. 25, 2022 USD ($) goodwill_reporting_unit | Jun. 26, 2021 USD ($) | Jan. 18, 2022 USD ($) | |
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | $ 31,176,000,000 | $ 31,296,000,000 | $ 31,176,000,000 | ||||||
Goodwill, measurement period adjustments | (8,000,000) | ||||||||
Goodwill impairment losses | 235,000,000 | $ 11,000,000 | 53,000,000 | $ 35,000,000 | $ 224,000,000 | $ 265,000,000 | |||
Number of reporting units | goodwill_reporting_unit | 11 | ||||||||
Goodwill, impaired, accumulated impairment loss | (11,100,000,000) | $ (10,900,000,000) | $ (11,100,000,000) | ||||||
Just Spices Acquisition | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | 163,000,000 | $ 163,000,000 | $ 167,000,000 | ||||||
Goodwill on acquisition | (4,000,000) | ||||||||
Assan Foods Acquisition and BR Spices Acquisition | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill, measurement period adjustments | $ 15,000,000 | ||||||||
North America | |||||||||
Goodwill [Line Items] | |||||||||
Reclassified to assets held for sale | $ (1,700,000,000) | ||||||||
Pre-reorganization, number of reporting units with reassignment of assets and liabilities that maintained a goodwill balance | |||||||||
Goodwill [Line Items] | |||||||||
Number of reporting units | goodwill_reporting_unit | 6 | ||||||||
Pre-reorganization, number of reporting units with reassignment of assets and liabilities that maintained a goodwill balance | 20% or less | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 20% | ||||||||
Pre-reorganization, number of reporting units with no goodwill balance | |||||||||
Goodwill [Line Items] | |||||||||
Number of reporting units | goodwill_reporting_unit | 1 | ||||||||
Canada Retail | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | $ 1,200,000,000 | ||||||||
Goodwill impairment losses | 221,000,000 | ||||||||
Puerto Rico | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill impairment losses | 14,000,000 | $ 35,000,000 | |||||||
Pre-reorganization, number of reporting units with no impairment charge | |||||||||
Goodwill [Line Items] | |||||||||
Number of reporting units | goodwill_reporting_unit | 4 | ||||||||
Enhancers, Specialty, and Away From Home | 20% or less | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | $ 11,400,000,000 | ||||||||
Kids, Snacks, and Beverages (KSB) [Member] | 20 to 50% | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | 9,300,000,000 | ||||||||
Meal Foundations and Coffee (MFC) | 20 to 50% | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | 6,000,000,000 | ||||||||
Canada Foodservice | 20% or less | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | $ 158,000,000 | ||||||||
Canada Foodservice | In Excess of 50% | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 50% | ||||||||
ESA and KSB | 20 to 50% | Minimum | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 20% | ||||||||
ESA and KSB | 20 to 50% | Maximum | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 50% | ||||||||
Reporting unit, goodwill balance held | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | $ 0 | ||||||||
Number of reporting units | goodwill_reporting_unit | 7 | ||||||||
Reporting unit, goodwill balance held | 20% or less | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | 4,500,000,000 | $ 4,500,000,000 | |||||||
Reporting unit, goodwill balance held | 20 to 50% | |||||||||
Goodwill [Line Items] | |||||||||
Goodwill on acquisition | $ 26,700,000,000 | $ 26,700,000,000 | |||||||
Four Reporting Units | |||||||||
Goodwill [Line Items] | |||||||||
Number of reporting units | goodwill_reporting_unit | 4 | ||||||||
Four Reporting Units | 20% or less | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 20% | 20% | |||||||
Four Reporting Units | 20 to 50% | Minimum | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 20% | 20% | |||||||
Four Reporting Units | 20 to 50% | Maximum | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 50% | 50% | |||||||
Reporting Units With 20% Or Less Excess Fair Value Over Carrying Amount | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 20% | 20% | |||||||
Reporting Units With More Than 20% Excess Fair Value Over Carrying Amount | |||||||||
Goodwill [Line Items] | |||||||||
Percentage of fair value in excess of carrying amount | 20% | 20% |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Changes in the Carrying Amount of Indefinite-Lived Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 26, 2021 | Jun. 25, 2022 | |
Indefinite-lived Intangible Assets [Roll Forward] | ||
Beginning balance | $ 39,419 | |
Impairment losses | $ (69) | (395) |
Translation adjustments and other | (306) | |
Ending balance | $ 38,718 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Indefinite-Lived Intangible Assets Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 26, 2021 USD ($) | Jun. 25, 2022 USD ($) | Mar. 28, 2022 USD ($) | Mar. 27, 2022 USD ($) Brand | Dec. 25, 2021 USD ($) | |
Indefinite-lived Intangible Assets [Line Items] | |||||
Impairment losses | $ 69 | $ 395 | |||
Indefinite-lived intangible assets | $ 38,718 | $ 39,419 | |||
Brand, percentage of fair value in excess of carrying value | 20% | ||||
Maxwell House, Miracle Whip, Classico, Jet Puffed | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Number of Brands | Brand | 4 | ||||
Indefinite-lived intangible assets | $ 2,800 | $ 3,200 | |||
Plasmon | International | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Impairment losses | 45 | ||||
Maxwell House | North America Segment | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Impairment losses | $ 24 | ||||
Impaired Brands | 20% or less | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Indefinite-lived intangible assets | $ 13,400 | ||||
Percentage of fair value in excess of carrying amount | 20% | ||||
Impaired Brands | 20 to 50% | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Indefinite-lived intangible assets | $ 14,000 | ||||
Impaired Brands | In Excess of 50% | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Indefinite-lived intangible assets | $ 11,600 | ||||
Percentage of fair value in excess of carrying amount | 50% | ||||
Impaired Brands | Minimum | 20 to 50% | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Percentage of fair value in excess of carrying amount | 20% | ||||
Impaired Brands | Maximum | 20 to 50% | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Percentage of fair value in excess of carrying amount | 50% |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets - Summary of Definite-Lived Intangible Assets (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | $ 5,951 | $ 5,725 |
Accumulated Amortization | (1,709) | (1,602) |
Net | 4,242 | 4,123 |
Definite-lived trademarks | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 2,239 | 2,091 |
Accumulated Amortization | (602) | (556) |
Net | 1,637 | 1,535 |
Customer-related assets | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 3,696 | 3,617 |
Accumulated Amortization | (1,101) | (1,040) |
Net | 2,595 | 2,577 |
Other | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 16 | 17 |
Accumulated Amortization | (6) | (6) |
Net | $ 10 | $ 11 |
Goodwill and Intangible Asset_8
Goodwill and Intangible Assets - Definite Lived Intangible Assets Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 65 | $ 59 | $ 129 | $ 119 |
Definite-lived intangible assets acquired | 315 | |||
Definite-lived intangible assets, impairment | $ 9 | |||
Amortization of definite-lived intangible assets, current year | 260 | 260 | ||
Amortization of definite-lived intangible assets, year one | 260 | 260 | ||
Amortization of definite-lived intangible assets, year two | 250 | 250 | ||
Amortization of definite-lived intangible assets, year four | 250 | 250 | ||
Amortization of definite-lived intangible assets, year three | 250 | 250 | ||
Amortization of definite-lived intangible assets, year five | $ 250 | $ 250 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Income Tax Contingency [Line Items] | ||||
Effective tax rate | 33.60% | 104% | 23.70% | 59.80% |
Effective tax rate, non-deductible goodwill impairments, percent | 15.80% | 4.40% | 5.20% | |
Effective Income Tax Rate Reconciliation, Related to Acquisitions and Divestitures, Percent | 46% | 22.40% | ||
Effective Income Tax Rate Reconciliation, Deferred Tax Effect of Tax Law Changes, Percent | 35.40% | 15.60% | ||
Provision for/(benefit from) income taxes | $ 134 | $ 670 | $ 324 | $ 806 |
Cheese Transaction, Disposal Group | ||||
Income Tax Contingency [Line Items] | ||||
Provision for/(benefit from) income taxes | $ 620 |
Employees' Stock Incentive Pl_3
Employees' Stock Incentive Plans - Schedule of Stock Option Activity and Related Information (Details) | 6 Months Ended |
Jun. 25, 2022 $ / shares shares | |
Number of Stock Options | |
Beginning balance (in shares) | shares | 11,778,068 |
Granted (in shares) | shares | 941,146 |
Forfeited (in shares) | shares | (578,412) |
Exercised (in shares) | shares | (1,492,502) |
Ending balance (in shares) | shares | 10,648,300 |
Weighted Average Exercise Price (per share) | |
Options outstanding at period start, weighted average exercise price (in dollars per share) | $ / shares | $ 45.43 |
Options granted, weighted average exercise price (in dollars per share) | $ / shares | 38.68 |
Options forfeited, weighted average exercise price (in dollars per share) | $ / shares | 60.60 |
Options exercised, weighted average exercise price (in dollars per share) | $ / shares | 27.26 |
Options outstanding at period end, weighted average exercise price (in dollars per share) | $ / shares | $ 46.56 |
Employees' Stock Incentive Pl_4
Employees' Stock Incentive Plans - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 25, 2022 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options, exercises in period, intrinsic value | $ 17 |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity instruments other than options, vested in period, fair value | 80 |
PSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity instruments other than options, vested in period, fair value | $ 25 |
Employees' Stock Incentive Pl_5
Employees' Stock Incentive Plans - Schedule of RSU Activity and Related Information (Details) - RSUs | 6 Months Ended |
Jun. 25, 2022 $ / shares shares | |
Number of Units | |
Beginning balance (in shares) | shares | 12,476,390 |
Granted (in shares) | shares | 2,888,143 |
Forfeited (in shares) | shares | (968,890) |
Vested (in shares) | shares | (2,133,520) |
Ending balance (in shares) | shares | 12,262,123 |
Weighted Average Grant Date Fair Value (per share) | |
Outstanding at period start, weighted average grant date fair value (in dollars per share) | $ / shares | $ 33.08 |
Granted, weighted average grant date fair value (in dollars per share) | $ / shares | 37.79 |
Forfeited, weighted average grant date fair value (in dollars per share) | $ / shares | 32.05 |
Vested, weighted average grant date fair value (in dollars per share) | $ / shares | 39.49 |
Outstanding at period end, weighted average grant date fair value (in dollars per share) | $ / shares | $ 33.16 |
Employees' Stock Incentive Pl_6
Employees' Stock Incentive Plans - Schedule of PSU Activity and Related Information (Details) - PSUs | 6 Months Ended |
Jun. 25, 2022 $ / shares shares | |
Number of Units | |
Beginning balance (in shares) | shares | 5,319,980 |
Granted (in shares) | shares | 1,737,198 |
Forfeited (in shares) | shares | (395,631) |
Vested (in shares) | shares | (660,879) |
Ending balance (in shares) | shares | 6,000,668 |
Weighted Average Grant Date Fair Value (per share) | |
Outstanding at period start, weighted average grant date fair value (in dollars per share) | $ / shares | $ 27.24 |
Granted, weighted average grant date fair value (in dollars per share) | $ / shares | 34.44 |
Forfeited, weighted average grant date fair value (in dollars per share) | $ / shares | 30.54 |
Vested, weighted average grant date fair value (in dollars per share) | $ / shares | 29.35 |
Outstanding at period end, weighted average grant date fair value (in dollars per share) | $ / shares | $ 28.87 |
Postemployment Benefits Pension
Postemployment Benefits Pension Plans - Net Cost/(Benefit) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Amortization of postemployment benefit plans prior service costs/(credits) | $ (3) | $ (1) | $ (7) | $ (3) |
U.S. Plans | Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 1 | 1 | 2 | 3 |
Interest cost | 24 | 21 | 48 | 43 |
Expected return on plan assets | (49) | (45) | (97) | (90) |
Amortization of postemployment benefit plans prior service costs/(credits) | 0 | 0 | 0 | 0 |
Amortization of unrecognized losses/(gains) | 0 | 0 | 0 | 0 |
Settlements | (1) | (6) | (1) | (6) |
Special/contractual termination benefits | 0 | (1) | 0 | 3 |
Net postretirement cost/(benefit) | (25) | (30) | (48) | (47) |
Non-U.S. Plans | Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 3 | 4 | 7 | 8 |
Interest cost | 9 | 8 | 19 | 15 |
Expected return on plan assets | (17) | (25) | (36) | (48) |
Amortization of postemployment benefit plans prior service costs/(credits) | 0 | 1 | 0 | 1 |
Amortization of unrecognized losses/(gains) | 1 | 1 | 1 | 1 |
Settlements | 0 | 0 | 0 | 0 |
Special/contractual termination benefits | 0 | 0 | 0 | 0 |
Net postretirement cost/(benefit) | $ (4) | $ (11) | $ (9) | $ (23) |
Postemployment Benefits - Addit
Postemployment Benefits - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Pension Plans | U.S. Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Special/contractual termination benefits | $ (1,000,000) | |||
Special/contractual termination benefits | $ 0 | (1,000,000) | $ 0 | $ 3,000,000 |
Employer contributions | 0 | |||
Estimated future employer contributions | 0 | 0 | ||
Pension Plans | Non-U.S. Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Special/contractual termination benefits | 0 | 0 | 0 | 0 |
Employer contributions | 6,000,000 | |||
Estimated future employer contributions | 7,000,000 | 7,000,000 | ||
Postretirement Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Employer contributions | 5,000,000 | |||
Estimated future employer contributions | 8,000,000 | 8,000,000 | ||
Curtailments | $ 0 | $ (4,000,000) | $ 0 | $ (4,000,000) |
Postemployment Benefits - Postr
Postemployment Benefits - Postretirement Benefit Plans Net Cost/(Benefit) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Amortization of postemployment benefit plans prior service costs/(credits) | $ (3) | $ (1) | $ (7) | $ (3) |
Postretirement Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 1 | 2 | 2 | 3 |
Interest cost | 5 | 5 | 10 | 10 |
Expected return on plan assets | (13) | (12) | (27) | (24) |
Amortization of postemployment benefit plans prior service costs/(credits) | (3) | (2) | (7) | (4) |
Amortization of unrecognized losses/(gains) | (5) | (4) | (9) | (8) |
Curtailments | 0 | (4) | 0 | (4) |
Net postretirement cost/(benefit) | $ (15) | $ (15) | $ (31) | $ (27) |
Financial Instruments - Schedul
Financial Instruments - Schedule of Notional Values of Outstanding Derivatives (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Commodity contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 975 | $ 592 |
Foreign exchange contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | 3,610 | 3,359 |
Cross-currency contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 7,239 | $ 7,239 |
Financial Instruments - Sched_2
Financial Instruments - Schedule of Derivative Fair Values (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Derivatives Fair Value [Line Items] | ||
Assets | $ 553 | $ 329 |
Liabilities | 345 | 271 |
Foreign exchange contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 29 | 24 |
Liabilities | 18 | 19 |
Foreign exchange contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 26 | 15 |
Liabilities | 37 | 18 |
Cross-currency contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 358 | 247 |
Liabilities | 228 | 212 |
Cross-currency contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 36 | |
Liabilities | 0 | |
Commodity contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 104 | 43 |
Liabilities | 62 | 22 |
Level 1 | ||
Derivatives Fair Value [Line Items] | ||
Assets | 100 | 41 |
Liabilities | 53 | 17 |
Level 1 | Foreign exchange contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Level 1 | Foreign exchange contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Level 1 | Cross-currency contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Level 1 | Cross-currency contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 0 | |
Liabilities | 0 | |
Level 1 | Commodity contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 100 | 41 |
Liabilities | 53 | 17 |
Level 2 | ||
Derivatives Fair Value [Line Items] | ||
Assets | 453 | 288 |
Liabilities | 292 | 254 |
Level 2 | Foreign exchange contracts | Other current assets | ||
Derivatives Fair Value [Line Items] | ||
Assets | 40 | 31 |
Level 2 | Foreign exchange contracts | Other non-current assets | ||
Derivatives Fair Value [Line Items] | ||
Assets | 15 | 8 |
Level 2 | Foreign exchange contracts | Other current liabilities | ||
Derivatives Fair Value [Line Items] | ||
Liabilities | 40 | 33 |
Level 2 | Foreign exchange contracts | Other non-current liabilities | ||
Derivatives Fair Value [Line Items] | ||
Liabilities | 15 | 4 |
Level 2 | Foreign exchange contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 29 | 24 |
Liabilities | 18 | 19 |
Level 2 | Foreign exchange contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 26 | 15 |
Liabilities | 37 | 18 |
Level 2 | Cross-currency contracts | Other current assets | ||
Derivatives Fair Value [Line Items] | ||
Assets | 111 | 74 |
Level 2 | Cross-currency contracts | Other non-current assets | ||
Derivatives Fair Value [Line Items] | ||
Assets | 283 | 173 |
Level 2 | Cross-currency contracts | Other current liabilities | ||
Derivatives Fair Value [Line Items] | ||
Liabilities | 42 | 42 |
Level 2 | Cross-currency contracts | Other non-current liabilities | ||
Derivatives Fair Value [Line Items] | ||
Liabilities | 186 | 170 |
Level 2 | Cross-currency contracts | Designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 358 | 247 |
Liabilities | 228 | 212 |
Level 2 | Cross-currency contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 36 | |
Liabilities | 0 | |
Level 2 | Commodity contracts | Not designated as hedging instrument | ||
Derivatives Fair Value [Line Items] | ||
Assets | 4 | 2 |
Liabilities | $ 9 | $ 5 |
Financial Instruments - Derivat
Financial Instruments - Derivative Impact on Statements of Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Derivative [Line Items] | ||||
Other comprehensive income (loss), derivatives, gain (loss), before reclassification and tax | $ 148 | $ (79) | $ 154 | $ (124) |
Cash Flow Hedging | Net sales | Foreign exchange contracts | ||||
Derivative [Line Items] | ||||
Gains/(losses) recognized in other comprehensive income (loss) on cash flow hedges, before tax | 1 | 0 | 1 | (1) |
Cash Flow Hedging | Cost of products sold | Foreign exchange contracts | ||||
Derivative [Line Items] | ||||
Gains/(losses) recognized in other comprehensive income (loss) on cash flow hedges, before tax | 15 | (17) | 6 | (40) |
Amounts excluded from the effectiveness assessment of cash flow hedges, before tax | (5) | 0 | (5) | 0 |
Cash Flow Hedging | Other expense/(income) | Cross-currency contracts | ||||
Derivative [Line Items] | ||||
Gains/(losses) recognized in other comprehensive income (loss) on cash flow hedges, before tax | (78) | (17) | (109) | (32) |
Amounts excluded from the effectiveness assessment of cash flow hedges, before tax | 6 | 7 | 14 | 14 |
Cash Flow Hedging | Interest expense | Cross-currency contracts | ||||
Derivative [Line Items] | ||||
Gains/(losses) recognized in other comprehensive income (loss) on cash flow hedges, before tax | (7) | (4) | (14) | (10) |
Cash Flow Hedging | SG&A | Foreign exchange contracts | ||||
Derivative [Line Items] | ||||
Gains/(losses) recognized in other comprehensive income (loss) on cash flow hedges, before tax | 1 | 0 | 1 | 0 |
Net Investment Hedging | Other expense/(income) | Foreign exchange contracts | ||||
Derivative [Line Items] | ||||
Gains/(losses) recognized in other comprehensive income (loss) on net investment hedges, before tax | 13 | (1) | 12 | 0 |
Net Investment Hedging | Other expense/(income) | Cross-currency contracts | ||||
Derivative [Line Items] | ||||
Gains/(losses) recognized in other comprehensive income (loss) on net investment hedges, before tax | 190 | (53) | 225 | (67) |
Net Investment Hedging | Interest expense | Foreign exchange contracts | ||||
Derivative [Line Items] | ||||
Amounts excluded from the effectiveness assessment of net investment hedges, before tax | (1) | 0 | (1) | 0 |
Net Investment Hedging | Interest expense | Cross-currency contracts | ||||
Derivative [Line Items] | ||||
Amounts excluded from the effectiveness assessment of net investment hedges, before tax | $ 13 | $ 6 | $ 24 | $ 12 |
Financial Instruments - Deriv_2
Financial Instruments - Derivative Impact on Statements of Income (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Total amounts presented in the condensed consolidated statements of income in which the following effects were recorded | ||||
Cost of products sold | $ 4,570 | $ 4,324 | $ 8,684 | $ 8,517 |
Interest expense | 234 | 613 | 476 | 1,028 |
Other expense/(income) | (91) | (23) | (189) | (53) |
Derivatives not designated as hedging instruments: | ||||
Selling, general and administrative expenses | 1,442 | 1,056 | 2,258 | 2,168 |
Cost of products sold | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 6 | 31 | 138 | 74 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 6 | 31 | 138 | 74 |
Interest expense | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 1 | 0 | 4 | (2) |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 1 | 0 | 4 | (2) |
Other expense/(income) | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (72) | 11 | (61) | (31) |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (72) | 11 | (61) | (31) |
SG&A | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (1) | (1) | ||
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (1) | (1) | ||
Not designated as hedging instrument | Cost of products sold | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Cost of products sold | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Cost of products sold | Commodity contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 9 | 44 | 148 | 94 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 9 | 44 | 148 | 94 |
Not designated as hedging instrument | Interest expense | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Interest expense | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Interest expense | Commodity contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | Other expense/(income) | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (35) | (15) | 3 | (20) |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (35) | (15) | 3 | (20) |
Not designated as hedging instrument | Other expense/(income) | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 2 | 4 | 2 | 4 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 2 | 4 | 2 | 4 |
Not designated as hedging instrument | Other expense/(income) | Commodity contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Not designated as hedging instrument | SG&A | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Not designated as hedging instrument | SG&A | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Not designated as hedging instrument | SG&A | Commodity contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Cash Flow Hedging | Designated as hedging instrument | Cost of products sold | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (1) | (12) | (7) | (19) |
Net gain/(loss) on derivatives, excluded component, reclassified to net income | (2) | (1) | (3) | (1) |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (1) | (12) | (7) | (19) |
Cash Flow Hedging | Designated as hedging instrument | Cost of products sold | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Interest expense | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Interest expense | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (8) | (4) | (15) | (10) |
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (8) | (4) | (15) | (10) |
Cash Flow Hedging | Designated as hedging instrument | Other expense/(income) | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | 0 | 0 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | 0 | 0 |
Cash Flow Hedging | Designated as hedging instrument | Other expense/(income) | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (45) | 15 | (80) | (28) |
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 6 | 7 | 14 | 13 |
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (45) | 15 | (80) | (28) |
Cash Flow Hedging | Designated as hedging instrument | SG&A | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (1) | (1) | ||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | ||
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | (1) | (1) | ||
Cash Flow Hedging | Designated as hedging instrument | SG&A | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | ||
Derivatives not designated as hedging instruments: | ||||
Net gains/(losses) on derivatives, reclassified to net income | 0 | 0 | ||
Net Investment Hedging | Designated as hedging instrument | Cost of products sold | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | 0 | 0 |
Net Investment Hedging | Designated as hedging instrument | Cost of products sold | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | 0 | 0 |
Net Investment Hedging | Designated as hedging instrument | Interest expense | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | (2) | 1 | (1) | 1 |
Net Investment Hedging | Designated as hedging instrument | Interest expense | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 11 | 3 | 20 | 7 |
Net Investment Hedging | Designated as hedging instrument | Other expense/(income) | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | 0 | 0 |
Net Investment Hedging | Designated as hedging instrument | Other expense/(income) | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | $ 0 | 0 | $ 0 | 0 |
Net Investment Hedging | Designated as hedging instrument | SG&A | Foreign exchange contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | 0 | 0 | ||
Net Investment Hedging | Designated as hedging instrument | SG&A | Cross-currency contracts | ||||
Derivatives designated as hedging instruments: | ||||
Net gain/(loss) on derivatives, excluded component, reclassified to net income | $ 0 | $ 0 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) € in Millions, £ in Millions, $ in Millions, ¥ in Billions, $ in Billions | 3 Months Ended | 6 Months Ended | |||||||
Jun. 25, 2022 USD ($) | Jun. 26, 2021 USD ($) | Jun. 25, 2022 USD ($) | Jun. 26, 2021 USD ($) | Jun. 25, 2022 EUR (€) | Jun. 25, 2022 GBP (£) | Jun. 25, 2022 CAD ($) | Jun. 25, 2022 JPY (¥) | Dec. 25, 2021 USD ($) | |
Derivative [Line Items] | |||||||||
Derivative, collateral, obligation to return cash | $ 309 | $ 309 | $ 155 | ||||||
Derivative, collateral, right to reclaim cash | 309 | $ 309 | 155 | ||||||
Collateral posted related to commodity derivative margin requirements, liability | $ 12 | ||||||||
Cross-currency contracts | |||||||||
Derivative [Line Items] | |||||||||
Maximum length of time hedged in cash flow hedge | 6 years | ||||||||
Foreign exchange contracts | |||||||||
Derivative [Line Items] | |||||||||
Maximum length of time hedged in cash flow hedge | 2 years | ||||||||
Designated as hedging instrument | Debt | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Non-derivative instruments, loss (gain) recognized in other comprehensive income (loss), net | (69) | $ 13 | $ (101) | $ (5) | |||||
Designated as hedging instrument | Debt | Euro Member Countries, Euro | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative, amount of hedged item | € | € 650 | ||||||||
Designated as hedging instrument | Debt | United Kingdom, Pounds | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative, amount of hedged item | £ | £ 400 | ||||||||
Designated as hedging instrument | Cross-currency contracts | Euro Member Countries, Euro | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative asset, notional amount | 2,100 | 2,100 | € 1,900 | ||||||
Designated as hedging instrument | Cross-currency contracts | United Kingdom, Pounds | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative liability, notional amount | 450 | 450 | £ 339 | ||||||
Designated as hedging instrument | Cross-currency contracts | Canada, Dollars | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative liability, notional amount | 1,100 | 1,100 | $ 1.4 | ||||||
Designated as hedging instrument | Cross-currency contracts | Japan, Yen | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative asset, notional amount | 85 | 85 | ¥ 9.6 | ||||||
Designated as hedging instrument | Foreign exchange contracts | Euro Member Countries, Euro | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative liability, notional amount | 82 | 82 | |||||||
Designated as hedging instrument | Foreign exchange contracts | China, Yuan Renminbi | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative liability, notional amount | 115 | 115 | |||||||
Designated as hedging instrument | Other contract | Euro Member Countries, Euro | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative, amount of hedged item | 147 | 147 | |||||||
Designated as hedging instrument | Other contract | China, Yuan Renminbi | Net Investment Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivative, amount of hedged item | $ 95 | 95 | |||||||
Not designated as hedging instrument | Foreign exchange contracts | Hemmer Acquisition | |||||||||
Derivative [Line Items] | |||||||||
Net gains/(losses) on derivatives, reclassified to net income | $ 38 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income/(Losses) - Components of and Changes in Accumulated Other Comprehensive Income/(Losses) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 49,298 | |||
Total other comprehensive income/(loss) | (586) | |||
Ending balance | $ 48,796 | 48,796 | ||
Foreign currency translation adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (2,285) | |||
Other comprehensive income/(loss) before reclassifications | (647) | $ 190 | (679) | $ 251 |
Total other comprehensive income/(loss) | (417) | |||
Ending balance | (2,702) | (2,702) | ||
Net investment hedge adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Other comprehensive income/(loss) before reclassifications | 205 | (49) | 257 | (44) |
Amounts excluded from effectiveness assessment | 9 | 5 | 18 | 10 |
Reclassifications from AOCI | (5) | (3) | (13) | (6) |
Net postemployment benefit plan adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 364 | |||
Other comprehensive income/(loss) before reclassifications | (143) | 71 | (143) | 73 |
Reclassifications from AOCI | (7) | (7) | (11) | (13) |
Total other comprehensive income/(loss) | (154) | |||
Ending balance | 210 | 210 | ||
Net cash flow hedge adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 97 | |||
Other comprehensive income/(loss) before reclassifications | (38) | (35) | (72) | (64) |
Amounts excluded from effectiveness assessment | 1 | 7 | 8 | 14 |
Reclassifications from AOCI | 27 | $ (1) | 49 | $ 26 |
Total other comprehensive income/(loss) | (15) | |||
Ending balance | 82 | 82 | ||
AOCI Attributable to Parent | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (1,824) | |||
Ending balance | $ (2,410) | $ (2,410) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income/(Losses) - Gross Amount and Related Tax Benefit/(Expense) Recorded in and Associated with each Component of Other Comprehensive Income/(Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Foreign currency translation adjustments | ||||
OCI Before Reclassifications | ||||
Before Tax Amount | $ (647) | $ 190 | $ (679) | $ 251 |
Tax | 0 | 0 | 0 | 0 |
Net of Tax Amount | (647) | 190 | (679) | 251 |
Net investment hedge adjustments | ||||
OCI Before Reclassifications | ||||
Before Tax Amount | 272 | (67) | 338 | (62) |
Tax | (67) | 18 | (81) | 18 |
Net of Tax Amount | 205 | (49) | 257 | (44) |
Amounts Excluded from Effectiveness Assessment | ||||
Before Tax Amount | 12 | 6 | 23 | 12 |
Tax | (3) | (1) | (5) | (2) |
Net of Tax Amount | 9 | 5 | 18 | 10 |
Reclassifications | ||||
Before Tax Amount | (9) | (4) | (19) | (8) |
Tax | 4 | 1 | 6 | 2 |
Net of Tax Amount | (5) | (3) | (13) | (6) |
Net cash flow hedge adjustments | ||||
OCI Before Reclassifications | ||||
Before Tax Amount | (68) | (38) | (115) | (83) |
Tax | 30 | 3 | 43 | 19 |
Net of Tax Amount | (38) | (35) | (72) | (64) |
Amounts Excluded from Effectiveness Assessment | ||||
Before Tax Amount | 1 | 7 | 9 | 14 |
Tax | 0 | 0 | (1) | 0 |
Net of Tax Amount | 1 | 7 | 8 | 14 |
Reclassifications | ||||
Before Tax Amount | 50 | (4) | 91 | 46 |
Tax | (23) | 3 | (42) | (20) |
Net of Tax Amount | 27 | (1) | 49 | 26 |
Net postemployment benefit plan adjustments | ||||
OCI Before Reclassifications | ||||
Before Tax Amount | (191) | 95 | (191) | 98 |
Tax | 48 | (24) | 48 | (25) |
Net of Tax Amount | (143) | 71 | (143) | 73 |
Reclassifications | ||||
Before Tax Amount | (8) | (9) | (16) | (16) |
Tax | 1 | 2 | 5 | 3 |
Net of Tax Amount | $ (7) | $ (7) | $ (11) | $ (13) |
Accumulated Other Comprehensi_5
Accumulated Other Comprehensive Income/(Losses) - Amounts Reclassified from Accumulated Other Comprehensive Income/(Losses) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Interest expense | $ 234 | $ 613 | $ 476 | $ 1,028 |
Cost of products sold | 4,570 | 4,324 | 8,684 | 8,517 |
Selling, general and administrative expenses | 1,442 | 1,056 | 2,258 | 2,168 |
Other expense/(income) | (91) | (23) | (189) | (53) |
Income/(loss) before income taxes | 399 | 645 | 1,370 | 1,349 |
Provision for/(benefit from) income taxes | 134 | 670 | 324 | 806 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (265) | 25 | (1,046) | (543) |
Reclassification out of Accumulated Other Comprehensive Income | Net investment hedge adjustments | Foreign exchange contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Interest expense | 2 | (1) | 1 | (1) |
Reclassification out of Accumulated Other Comprehensive Income | Net investment hedge adjustments | Cross-currency contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Interest expense | (11) | (3) | (20) | (7) |
Reclassification out of Accumulated Other Comprehensive Income | Net cash flow hedge adjustments | Foreign exchange contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Cost of products sold | 3 | 13 | 10 | 20 |
Selling, general and administrative expenses | 0 | 1 | 0 | 1 |
Reclassification out of Accumulated Other Comprehensive Income | Net cash flow hedge adjustments | Cross-currency contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Interest expense | 8 | 4 | 15 | 10 |
Other expense/(income) | 39 | (22) | 66 | 15 |
Reclassification out of Accumulated Other Comprehensive Income | Hedge adjustments | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Income/(loss) before income taxes | (41) | 8 | (72) | (38) |
Provision for/(benefit from) income taxes | (19) | 4 | (36) | (18) |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 22 | (4) | 36 | 20 |
Reclassification out of Accumulated Other Comprehensive Income | Net postemployment benefit plan adjustments | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Income/(loss) before income taxes | 8 | 9 | 16 | 16 |
Provision for/(benefit from) income taxes | 1 | 2 | 5 | 3 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (7) | (7) | (11) | (13) |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of unrecognized losses/(gains) | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Other expense/(income) | (4) | (3) | (8) | (7) |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of prior service costs/(credits) | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Other expense/(income) | (3) | (1) | (7) | (3) |
Reclassification out of Accumulated Other Comprehensive Income | Settlement and curtailment losses/(gains) | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income/(Losses) [Line Items] | ||||
Other expense/(income) | $ (1) | $ (5) | $ (1) | $ (6) |
Financing Arrangements - Additi
Financing Arrangements - Additional Information (Details) - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Transfers and Servicing [Abstract] | ||
Other liabilities, structured payables, current | $ 209 | $ 215 |
Commitments, Contingencies an_2
Commitments, Contingencies and Debt - Debt Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||
Apr. 01, 2021 | Mar. 09, 2021 | Jun. 25, 2022 | Mar. 26, 2022 | Jun. 26, 2021 | Feb. 28, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Mar. 27, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Jul. 08, 2022 | Dec. 25, 2021 | |
Debt Instrument [Line Items] | |||||||||||||
Debt prepayment and extinguishment costs | $ 16,000,000 | $ 433,000,000 | |||||||||||
Repayments of long-term debt | 660,000,000 | 3,090,000,000 | |||||||||||
Fair value of total debt | $ 19,800,000,000 | $ 19,800,000,000 | 19,800,000,000 | $ 25,700,000,000 | |||||||||
Carrying value of total debt | $ 20,900,000,000 | 20,900,000,000 | 20,900,000,000 | 21,800,000,000 | |||||||||
Q2 2022 Repurchases, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Gain (loss) on extinguishment of debt | $ (9,000,000) | (9,000,000) | |||||||||||
Debt prepayment and extinguishment costs | 16,000,000 | ||||||||||||
Write off of unamortized debt premiums | $ 25,000,000 | ||||||||||||
Q2 2021 Repurchases, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | $ 207,000,000 | ||||||||||||
Gain (loss) on extinguishment of debt | (28,000,000) | (28,000,000) | |||||||||||
Debt prepayment and extinguishment costs | 31,000,000 | ||||||||||||
Write off of unamortized debt premiums | 5,000,000 | ||||||||||||
Write off of unamortized debt discounts | 1,000,000 | ||||||||||||
Write off of deferred debt issuance costs | 1,000,000 | ||||||||||||
Q1 2021 Tender Offer, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Gain (loss) on extinguishment of debt | $ 106,000,000 | ||||||||||||
Q2 2021 Tender Offer, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Gain (loss) on extinguishment of debt | 256,000,000 | ||||||||||||
2021 Tender Offers, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Gain (loss) on extinguishment of debt | (362,000,000) | ||||||||||||
Debt prepayment and extinguishment costs | 369,000,000 | ||||||||||||
Write off of unamortized debt premiums | 20,000,000 | ||||||||||||
Write off of unamortized debt discounts | 6,000,000 | ||||||||||||
Write off of deferred debt issuance costs | 7,000,000 | ||||||||||||
2021 Debt Redemption, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Gain (loss) on extinguishment of debt | $ (34,000,000) | (34,000,000) | |||||||||||
Debt prepayment and extinguishment costs | 33,000,000 | ||||||||||||
Write off of deferred debt issuance costs | $ 1,000,000 | ||||||||||||
Senior Notes | Senior Notes Due February 2040 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 6.50% | 6.50% | 6.50% | 6.50% | 6.50% | 6.50% | |||||||
Senior Notes | Senior Notes Due July 2045 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 5.20% | 5.20% | 5.20% | ||||||||||
Senior Notes | Senior Notes Due June 2042 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 5% | 5% | 5% | 5% | 5% | 5% | |||||||
Senior Notes | Senior Notes Due August 2039 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 7.125% | 7.125% | 7.125% | 7.125% | 7.125% | 7.125% | |||||||
Senior Notes | Senior Notes Due January 2039 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 6.875% | 6.875% | 6.875% | 6.875% | 6.875% | 6.875% | |||||||
Senior Notes | Senior Notes Due July 2028 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | |||||||
Senior Notes | Senior Notes Due July 2035 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 5% | 5% | 5% | 5% | 5% | 5% | |||||||
Senior Notes | Senior Notes Due October 2039 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 4.625% | 4.625% | 4.625% | 4.625% | 4.625% | 4.625% | |||||||
Senior Notes | Senior Notes Due July 2025 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 3.95% | ||||||||||||
Senior Notes | Senior Notes Due June 2026 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 3% | ||||||||||||
Senior Notes | Senior Notes Due June 2023 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 4% | ||||||||||||
Senior Notes | Senior Notes Due June 2022 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 3.50% | ||||||||||||
Repayments of long-term debt | $ 381,000,000 | ||||||||||||
Senior Notes | Senior Notes Due January 2029 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 4.625% | 4.625% | 4.625% | ||||||||||
Senior Notes | Senior Notes Due April 2030 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 3.75% | 3.75% | 3.75% | ||||||||||
Senior Notes | Senior Notes Due March 2032 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 6.75% | 6.75% | 6.75% | ||||||||||
Senior Notes | Senior notes due in March 2022 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Repayments of long-term debt | $ 6,000,000 | ||||||||||||
Senior Notes | Senior notes due in February 2021 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Repayments of long-term debt | $ 111,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | $ 268,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due February 2040 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 127,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due July 2045 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 39,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due June 2042 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 31,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due August 2039 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 24,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due January 2039 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 23,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due July 2028 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 13,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due July 2035 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 7,000,000 | ||||||||||||
Senior Notes | Q2 2022 Repurchases, Senior Notes | Senior Notes Due October 2039 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | 4,000,000 | ||||||||||||
Senior Notes | Q1 2021 Tender Offer, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | $ 900,000,000 | ||||||||||||
Senior Notes | Q1 2021 Tender Offer, Senior Notes | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | $ 1,000,000,000 | ||||||||||||
Senior Notes | Q2 2021 Tender Offer, Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | $ 1,400,000,000 | ||||||||||||
Senior Notes | Q2 2021 Tender Offer, Senior Notes | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount repurchased | $ 2,800,000,000 | ||||||||||||
Senior Notes | 2021 Debt Redemption, Senior Notes | Senior Notes Due June 2023 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 4% | ||||||||||||
Repayments of long-term debt | $ 447,000,000 | ||||||||||||
Subsequent event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Minimum shareholder's equity required to maintain excluding accumulated other comprehensive income/(losses) | $ 35,000,000,000 | ||||||||||||
Existing Credit Agreement | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount of credit facility still outstanding at period end | $ 0 | $ 0 | $ 0 | $ 0 | |||||||||
Maximum amount of credit facility outstanding during the period | $ 0 | $ 0 | |||||||||||
Existing Credit Agreement | Subsequent event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | 4,000,000,000 | ||||||||||||
Senior unsecured revolving credit facility | Subsequent event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | 4,000,000,000 | ||||||||||||
Line of Credit Facility, Revolving Credit Facility, Sub-limit For Borrowings In Alternative Currencies | Subsequent event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | 1,000,000,000 | ||||||||||||
Swingline Sub-Facility | Subsequent event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | 400,000,000 | ||||||||||||
Letter of Credit | Subsequent event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | 300,000,000 | ||||||||||||
Revolving Commitments and/or Term Loans | Subsequent event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | $ 1,000,000,000 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Common Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Basic EPS | ||||
Net income/(loss) attributable to common shareholders | $ 265 | $ (27) | $ 1,041 | $ 536 |
Weighted average shares of common stock outstanding (in shares) | 1,225 | 1,224 | 1,225 | 1,223 |
Basic earnings/(loss) per common share (in dollars per share) | $ 0.22 | $ (0.02) | $ 0.85 | $ 0.44 |
Diluted EPS | ||||
Net income/(loss) attributable to common shareholders | $ 265 | $ (27) | $ 1,041 | $ 536 |
Weighted average shares of common stock outstanding (in shares) | 1,225 | 1,224 | 1,225 | 1,223 |
Effect of dilutive equity awards (in shares) | 10 | 0 | 10 | 12 |
Weighted average shares of common stock outstanding, including dilutive effect (in shares) | 1,235 | 1,224 | 1,235 | 1,235 |
Diluted earnings/(loss) per common share (in dollars per share) | $ 0.21 | $ (0.02) | $ 0.84 | $ 0.43 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive shares | 7 | 21 | 7 | 7 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) | 6 Months Ended |
Jun. 25, 2022 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment Reporting - Net Sales b
Segment Reporting - Net Sales by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Net sales | $ 6,554 | $ 6,615 | $ 12,599 | $ 13,009 |
North America | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Net sales | 5,039 | 5,202 | 9,640 | 10,202 |
International | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Net sales | $ 1,515 | $ 1,413 | $ 2,959 | $ 2,807 |
Segment Reporting - Segment Adj
Segment Reporting - Segment Adjusted EBITDA (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization (excluding restructuring activities) | $ (232) | $ (227) | $ (449) | $ (449) |
Divestiture-related license income | 13 | 0 | 27 | 0 |
Restructuring activities | (11) | (19) | (30) | (37) |
Deal costs | 0 | 1 | (8) | (6) |
Unrealized gains/(losses) on commodity hedges | (73) | 2 | 19 | 39 |
Impairment losses | (630) | (113) | (685) | (343) |
Certain non-ordinary course legal and regulatory matters | 0 | (62) | 0 | (62) |
Equity award compensation expense (excluding restructuring activities) | (45) | (53) | (79) | (104) |
Operating income/(loss) | 542 | 1,235 | 1,657 | 2,324 |
Interest expense | 234 | 613 | 476 | 1,028 |
Other expense/(income) | (91) | (23) | (189) | (53) |
Income/(loss) before income taxes | 399 | 645 | 1,370 | 1,349 |
General corporate expenses | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | (76) | (71) | (149) | (141) |
North America | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 1,348 | 1,491 | 2,521 | 2,858 |
International | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | $ 248 | $ 286 | $ 490 | $ 569 |
Segment Reporting - Net Sales_2
Segment Reporting - Net Sales by Platform (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Revenue from External Customer [Line Items] | ||||
Net sales | $ 6,554 | $ 6,615 | $ 12,599 | $ 13,009 |
Taste Elevation | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 2,150 | 1,960 | 3,980 | 3,652 |
Fast Fresh Meals | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,474 | 1,643 | 2,832 | 3,268 |
Easy Meals Made Better | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,227 | 1,104 | 2,465 | 2,305 |
Real Food Snacking | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 341 | 541 | 656 | 1,122 |
Flavorful Hydration | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 556 | 494 | 1,011 | 905 |
Easy Indulgent Desserts | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 254 | 252 | 471 | 464 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 552 | $ 621 | $ 1,184 | $ 1,293 |
Segment Reporting - Net Sales_3
Segment Reporting - Net Sales by Product Category (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Revenue from External Customer [Line Items] | ||||
Net sales | $ 6,554 | $ 6,615 | $ 12,599 | $ 13,009 |
Condiments and sauces | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 2,137 | 1,961 | 3,964 | 3,643 |
Cheese and dairy | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 928 | 1,195 | 1,813 | 2,428 |
Ambient foods | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 684 | 637 | 1,406 | 1,335 |
Frozen and chilled foods | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 708 | 657 | 1,382 | 1,331 |
Meats and seafood | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 693 | 668 | 1,321 | 1,279 |
Refreshment beverages | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 558 | 498 | 1,014 | 909 |
Coffee | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 217 | 204 | 431 | 414 |
Infant and nutrition | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 107 | 119 | 211 | 226 |
Desserts, toppings, and baking | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 286 | 282 | 532 | 524 |
Nuts and salted snacks | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 201 | 0 | 452 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 236 | $ 193 | $ 525 | $ 468 |
Other Financial Data - Schedule
Other Financial Data - Schedule of Other Expense/(Income) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Other Income and Expenses [Abstract] | ||||
Amortization of postemployment benefit plans prior service costs/(credits) | $ (3) | $ (1) | $ (7) | $ (3) |
Net pension and postretirement non-service cost/(benefit)(a) | (46) | (57) | (92) | (107) |
Loss/(gain) on sale of business | (2) | 46 | (1) | 65 |
Interest income | 6 | 4 | 11 | 9 |
Foreign exchange losses/(gains) | (105) | 6 | (137) | (30) |
Derivative losses/(gains) | 72 | (11) | 61 | 31 |
Other miscellaneous expense/(income) | (1) | (2) | (2) | 0 |
Other expense/(income) | $ 91 | $ 23 | $ 189 | $ 53 |
Other Financial Data - Addition
Other Financial Data - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Other Income and Expenses [Abstract] | ||||
Other expense/(income) | $ 91 | $ 23 | $ 189 | $ 53 |
Derivative losses/(gains) | 72 | (11) | 61 | 31 |
Loss/(gain) on sale of business | $ 2 | $ (46) | $ 1 | $ (65) |