8-KRegulation FDExhibits & Filings

Mondelez International, Inc. 8-K Report, Regulation FD Disclosure (Jan 30, 2024)

Filed January 30, 2024For Securities:MDLZ

Summary

Mondelēz International, Inc. (MDLZ) has filed an 8-K report to provide supplemental non-GAAP financial information related to the retrospective impact of two key events: the sale of JDE Peet's (JDEP) shares and the sale of its developed market gum business. The company is recasting its historical non-GAAP financial results to reflect these transactions as divestitures, aiming to enhance comparability, identify underlying operational trends, and provide greater transparency for investors. This recasting affects non-GAAP measures such as Organic Net Revenue, Adjusted Gross Profit, Adjusted Operating Income, and Adjusted EPS. The sale of JDEP shares, which occurred in tranches between July and September 2023, reduced Mondelēz's ownership to 17.7% and is considered a partial divestiture. Its impact on non-GAAP results begins in Q4 2023 due to JDEP's one-quarter lag reporting. The sale of the developed market gum business in the US, Canada, and Europe to Perfetti Van Melle Group was completed on October 1, 2023 (with Portugal finalized on October 23, 2023), generating approximately $1.4 billion in net cash proceeds. This major divestiture's results have been removed from historical non-GAAP financial reporting.

Key Highlights

  • 1Mondelēz is retrospectively adjusting its non-GAAP financial reporting to reflect the sale of JDEP shares and its developed market gum business as divestitures.
  • 2The recasting aims to improve comparability of historical operating results and transparency for investors.
  • 3The sale of JDEP shares reduced ownership to 17.7% and is treated as a partial divestiture impacting non-GAAP results from Q4 2023 onwards.
  • 4The developed market gum business sale generated approximately $1.4 billion in net cash proceeds.
  • 5US GAAP financial results remain unchanged; only non-GAAP measures are being recast.
  • 6The recast financial information covers periods from 2021 through the first three quarters of 2023.
  • 7The company utilizes these non-GAAP measures to provide additional insights and transparency into its business performance.

Frequently Asked Questions

Mondelēz is filing this 8-K to provide supplemental non-GAAP financial information. They are recasting their historical non-GAAP results to reflect the sale of JDE Peet's shares and the developed market gum business as divestitures. This adjustment is intended to make it easier for investors to compare historical operating results, identify trends, and gain transparency into how the company evaluates its business.

The sale of JDE Peet's shares, which occurred between July and September 2023, reduced Mondelēz's ownership from 18.1% to 17.7%. This is considered a partial sale of an equity method investment. Due to JDEP's reporting lag, its impact on Mondelēz's non-GAAP financial results, specifically Adjusted EPS, began in the fourth quarter of 2023. Mondelēz has removed the related equity method investment net earnings from its historical non-GAAP results.

Mondelēz completed the sale of its developed market gum business in the US, Canada, and Europe on October 1, 2023 (Portugal finalized Oct 23, 2023), receiving approximately $1.4 billion in net cash proceeds. This transaction is treated as a divestiture, and its results have been removed from historical non-GAAP financial measures, including Organic Net Revenue, Adjusted Gross Profit, Adjusted Operating Income, and Adjusted EPS.

No, this filing specifically addresses the adjustment of non-GAAP financial measures. Mondelēz's US GAAP financial results, which include the historical equity method investment earnings from JDEP and the results of the divested gum business up to their respective sale dates, remain unchanged from prior presentations.