01—Abstract
Summary
Summary of the 8-K filed January 15, 2025. Cited figures are marked; the original filing is the authoritative source.
On January 15, 2025, Mondelēz International (MDLZ) furnished supplemental non-GAAP information under Regulation FD to recast its historical Adjusted EPS following the completion of its sale of the remaining 85.9 million shares of JDE Peet's (JDEP) to JAB Holdings on November 29, 2024.
The shares were sold for approximately €2.2 billion ($2.4 billiona), or €25.10 per share. Because Mondelēz no longer holds an equity method investment in JDEP as of year-end 2024, it will treat the sale as a divestiture beginning in the fourth quarter of 2024, rather than in the following quarter as it did under the one-quarter reporting lag. The recast removes JDEP equity method earnings from Adjusted EPS for all historical periods presented.
U.S. GAAP results, including historical JDEP equity earnings, are unchanged. The adjustment lowers reported Adjusted EPS by roughly $0.01 to $0.04b per quarter. For example, full-year 2023 Adjusted EPS falls to $3.08 from $3.19, and full-year 2022 falls to $2.67 from $2.79.
For the first nine months of 2024, Adjusted EPS is $2.71c versus $2.80 previously, a change of about 3%. Growth rates are affected only modestly, because the comparable prior-year periods are recast on the same basis. For investors, the key point is comparability rather than underlying performance.
The change makes Adjusted EPS reflect only the continuing operating business, and it removes the contribution of a stake that has now been fully exited. Investors modeling forward earnings should use the recast figures as the base. The filing states that this supplemental disclosure does not amend any prior SEC filings, and Exhibit 99.1 provides the detailed reconciliations.
02—Key points
Key Highlights
- Mondelēz completed the sale of its remaining 85.9 million JDEP shares to JAB Holdings on November 29, 2024, for about €2.2 billion ($2.4 billion) at €25.10 per share, which fully exits its JDEP stake.
- Adjusted EPS has been recast for all historical periods to remove JDEP equity method investment earnings. GAAP results, including JDEP equity earnings, are unchanged.
- Full-year Adjusted EPS (recast) is $3.08 for 2023 (previously $3.19) and $2.67 for 2022 (previously $2.79).
- Nine-month 2024 Adjusted EPS (recast) is $2.71, versus $2.80 previously. Nine-month 2023 is $2.26, versus $2.35 previously.
- Q3 2024 Adjusted EPS (recast) is $0.95, versus $0.99 previously. Q3 2024 GAAP diluted EPS was $0.63.
- Beginning with Q4 2024, the JDEP share sale is treated as a divestiture in the same quarter it occurred, rather than in the following quarter, reflecting the end of the one-quarter lag reporting.
- The filing does not amend prior SEC filings. Detailed GAAP-to-non-GAAP reconciliations are provided in Exhibit 99.1, and definitional context is in Exhibit 99.2.
03—Questions
Frequently Asked Questions
Why did Mondelēz recast its historical Adjusted EPS?
Because the company sold its remaining JDEP shares and no longer has an equity method investment in JDEP as of year-end 2024, it removed JDEP equity earnings from Adjusted EPS for all historical periods. This makes comparisons across periods reflect the continuing operating business and avoids treating a fully exited investment as part of underlying results.
Does this change affect GAAP reported earnings?
No. The company states that its U.S. GAAP results, which include historical equity method investment net earnings from JDEP, will not change from the prior presentation. Only the non-GAAP Adjusted EPS figures are recast.
How much did the JDEP sale bring in, and at what price?
The company sold 85.9 million JDEP shares to JAB Holdings Company for approximately €2.2 billion ($2.4 billion), at €25.10 per share. The transaction closed on November 29, 2024.
How large is the impact on Adjusted EPS for investors?
The impact is modest. Recast Adjusted EPS is lower by about $0.01 to $0.04 per quarter in the periods shown, and by $0.09 for full-year 2023 ($3.19 to $3.08) and $0.12 for full-year 2022 ($2.79 to $2.67). Growth rates shift only slightly because comparable prior periods are recast consistently.
When will the JDEP sale show up as a divestiture in non-GAAP results?
The company will treat the sale as a divestiture beginning with the fourth quarter ended December 31, 2024. Previously, because JDEP was reported on a one-quarter lag, the effect of share sales appeared as a divestiture in the following quarter.
04—Continue