Mondelez International (MDLZ) 10-K risk factor changes: FY2020 vs FY2019

We operate in a highly competitive industry and we face risks related to the execution of our strategy and our timely response to [added: channel shifts and] pricing and other competitive pressures.

Competitor and customer pressures require that we timely and effectively respond to [removed: new] [added: changes in] distribution channels and technological developments [removed: and] [added: that] may require [removed: that we reduce] [added: changes in] our prices.

These pressures [removed: also] [added: could] affect our ability to increase prices in response to commodity and other cost increases.

The rapid [removed: evolution] [added: growth] of [removed: new distribution] [added: some] channels, in particular in [removed: e-commerce,] [added: e-commerce which has expanded significantly following the outbreak of COVID-19,] may [removed: disrupt] [added: impact] our current operations or strategies more quickly than we planned for, create consumer price deflation, alter the buying behavior of consumers or disrupt our retail customer relationships.

These expenditures may not be successful, including those related to our e-commerce and other technology-focused efforts, and might not result in trade and consumer acceptance of our efforts, which could materially and adversely affect our product sales, financial [removed: condition and] [added: condition,] results of [removed: operations.][added: operations and cash flows.]

These new distribution channels as well as growing opportunities to utilize external manufacturers [added: lower barriers to entry and] allow smaller competitors to more effectively gain market share.

During [removed: 2019,] [added: 2020,] we [removed: operated] [added: continued to operate] under our [removed: new] strategy, which focuses on accelerating consumer-centric and volume-driven growth, operational excellence driven by cost discipline and continuous operational improvement including in areas like sales execution, and building a winning growth culture with a “local first” commercial approach.

Failure to achieve these objectives or effectively operate under our strategy in a way that minimizes disruptions to our business could materially and adversely affect our financial [removed: condition and] [added: condition,] results of [removed: operations.][added: operations and cash flows.]

Increased [added: negative] attention from the media, governments, shareholders and other stakeholders in these areas as well as on the role of food marketing [added: and other environmental, social or governance practices] could adversely affect our brand image.

[removed: Increased] [added: Increasing] legal or regulatory restrictions on our labeling, advertising and consumer promotions, [added: such as age-based restrictions on sales of products with certain nutritional profiles enacted in some states in Mexico and other restrictions being considered in the United Kingdom,] or our response to those restrictions, could limit our efforts to maintain, extend and expand our brands.

Moreover, adverse publicity, regulatory developments or legal action against us, our employees or our licensees related to product quality and safety, where and how we manufacture our products, environmental risks, human and workplace rights [added: across our supply chain, or antitrust, anti-bribery and anti-corruption compliance could damage our reputation and brand health.]

Failure to successfully maintain and enhance our reputation and brand health could materially and adversely affect our company and product brands as well as our product sales, financial [removed: condition and] [added: condition,] results of [removed: operations.][added: operations and cash flows.]

Moreover, weak economic conditions, recession, equity market volatility or other factors, such as [added: global or local pandemics and] severe or unusual weather events, [removed: can] affect consumer preferences and [removed: demand.][added: demand, such as the increased demand for biscuits and decreased demand for gum since the start of the COVID-19 pandemic.]

[removed: Failure to offer products that appeal to consumers or to correctly judge consumer] demand for our products will impact our ability to meet our growth targets, and our sales and market share could decrease and our profitability could suffer.

In addition, because of our varied and geographically diverse consumer base, we must be responsive to local consumer needs, including with respect to when and how consumers snack and their desire for premium or value offerings, provide an array of products that satisfy the broad spectrum of consumer preferences and use [removed: data-driven] marketing and advertising to reach consumers at the right time with the right message.

[removed: Prolonged negative] [added: Negative] perceptions concerning the health, environmental and social implications of certain food products, ingredients, packaging materials, sourcing or production methods could influence consumer preferences and acceptance of some of our products and marketing programs.

In addition, consumer preferences differ by region, and we must monitor and adjust our use of ingredients [added: and other activities] to respond to these regional preferences.

We might be unsuccessful in our efforts to effectively respond to changing consumer preferences and [added: social expectations.]

Continued negative perceptions [removed: and] [added: or] failure to satisfy consumer preferences could materially and adversely affect our reputation, brands, product sales, financial [removed: condition and] [added: condition,] results of [removed: operations.][added: operations and cash flows.]

We are a global company and generated [removed: 74.4%] [added: 73.2%] of our [removed: 2019] [added: 2020] net revenues, [removed: 75.3%] [added: 74.4%] of our [removed: 2018] [added: 2019] net revenues and [removed: 75.8%] [added: 75.3%] of our [removed: 2017] [added: 2018] net revenues outside the United States.

[removed: | • |] [added: -] compliance with U.S. laws affecting operations outside of the United States, including anti-bribery laws such as the Foreign Corrupt Practices Act (“FCPA”); [removed: |]

[removed: | • |] [added: -] the imposition of increased or new tariffs, sanctions, quotas, trade barriers, price floors or similar restrictions on our sales or key commodities like cocoa, potential changes in U.S. trade programs and trade relations with other countries, or regulations, taxes or policies that might negatively affect our sales or profitability; [removed: |]

[removed: | • |] [added: -] compliance with antitrust and competition laws, trade laws, data privacy laws, anti-bribery laws, human rights laws and a variety of other local, national and multinational regulations and laws in multiple regimes; [removed: |]

[removed: | • |] [added: -] currency devaluations or fluctuations in currency values, including in developing markets such as Argentina, Brazil, China, [added: India,] Mexico, Russia, Ukraine, Turkey, Egypt, Nigeria, South Africa and Pakistan as well as in developed markets such as the United Kingdom and [removed: other] countries within the European Union. [removed: This includes events like applying highly inflationary accounting as we did for our Argentinean subsidiaries beginning in July 2018; |]

[removed: | • |] [added: -] changes in capital controls, including currency exchange controls, government currency policies or other limits on our ability to import raw materials or finished product into various countries or repatriate cash from outside the United States; [removed: |]

[removed: | • |] [added: -] increased sovereign risk, such as default by or deterioration in the economies and credit ratings of governments, particularly in our Latin America and AMEA regions; [removed: |]

[removed: | • |] [added: -] changes [added: or inconsistencies] in local regulations and laws, the uncertainty of enforcement of remedies in non-U.S. jurisdictions, and foreign ownership restrictions and the potential for nationalization or expropriation of property or other resources; [removed: |]

[removed: | • |] [added: -] varying abilities to enforce intellectual property and contractual rights; [removed: |]

[removed: | • |] [added: -] discriminatory or conflicting fiscal policies; [removed: |]

[removed: | • |] [added: -] greater risk of uncollectible accounts and longer collection cycles; and [removed: |]

[removed: | • |] [added: -] design, implementation and use of effective control environment processes across our diverse operations and employee base. [removed: |]

In addition, political and economic changes or volatility, geopolitical regional conflicts, terrorist activity, political unrest, civil strife, acts of war, government shutdowns, travel or immigration restrictions, [added: tariffs and other trade restrictions,] public health risks or [removed: pandemics,] [added: pandemics including COVID-19,] public corruption, expropriation and other economic or political uncertainties, including inaccuracies in our assumptions about these factors, could interrupt and negatively affect our business operations or customer demand.

Continued instability in the banking and governmental sectors of certain countries or the dynamics and uncertainties associated with the [added: transition period following the] United Kingdom’s [removed: planned] exit from the European Union (“Brexit”) could have a negative effect on our business.

(See below and *Management’s Discussion and Analysis of Financial Condition and Results of Operations [removed: -] [added: –] Financial Outlook* [added: *– Brexit*] for more [removed: information on Brexit.)][added: information.)]

All of these factors could result in increased costs or decreased revenues and could materially and adversely affect our product sales, financial condition, results of operations, [added: cash flows,] and our relationships with customers, suppliers and employees in the short or long term.

[removed: While additional guidance has been issued by the] [added: The] Internal Revenue Service [removed: (“IRS”) and] [added: (“IRS”),] the U.S. Treasury Department [added: and numerous state governments issued additional guidance] during [removed: 2018] [added: 2018, 2019] and [removed: 2019, there are still some areas that need to be clarified.][added: 2020.]

[removed: Changes in U.S. tax law, including further interpretations] [added: Adoption] of [removed: the 2017] [added: new] U.S. tax [removed: reform,] [added: rules] could have a material adverse effect on us.

Unexpected results from one or more such tax audits could significantly adversely affect our income tax [removed: provision and our] [added: provision,] results of [removed: operations.][added: operations and cash flows.]

Failure to successfully increase our business in emerging markets and manage associated political, economic and regulatory risks could adversely affect our product sales, financial [removed: condition and] [added: condition,] results of [removed: operations.][added: operations and cash flows.]

Continuity of business applications and services has been, and may in the future be, disrupted by events such as infection by viruses or malware, including the June 2017 malware incident that affected a significant portion of our global sales, distribution and financial networks (the “malware [removed: incident”) (see *Management’s Discussion and Analysis of Financial Condition and Results of Operations – Recent Developments and Significant Items Affecting Comparability – Malware Incident* and *– Financial Outlook – Cybersecurity Risks*);] [added: incident”);] other cybersecurity attacks; issues with or errors in systems’ maintenance or security; power outages; hardware or software failures; denial of service attacks; telecommunication failures; natural disasters; terrorist attacks; and other catastrophic occurrences.

Strategic and Operational Risks

Global or regional health pandemics or epidemics, including COVID-19, could negatively impact our business operations, financial performance and results of operations.

Our business and financial results could be negatively impacted by the outbreak of COVID-19 or other pandemics or epidemics.

The severity, magnitude and duration of the current COVID-19 pandemic is uncertain, rapidly changing and hard to predict.

In 2020, COVID-19 significantly impacted economic activity and markets around the world, and it could negatively impact our business in numerous ways, including but not limited to those outlined below:

- The COVID-19 outbreak has resulted and could continue to result in lower revenues in some of our emerging market countries that have a higher concentration of traditional trade outlets (such as small family-run stores), as well as in our travel retail (such as international duty-free stores) and foodservice businesses.

We are unable to predict how long these trends will continue or whether they will worsen.

- In addition, sales of some of our products for in-home consumption in some markets and channels, such as the United States and some European markets and modern trade, increased in 2020.

We are unable to predict how long this sustained demand will last or how significant it will be.

- The COVID-19 outbreak has disrupted and could materially disrupt our global supply chain, operations and routes to market or those of our suppliers, their suppliers, or our co-manufacturers or distributors.

The outbreak has also necessitated increased expenditures to secure the safety and effectiveness of our personnel and operations.

Disruptions or our failure to effectively respond to them could increase product or distribution costs or cause delays in delivering or an inability to deliver products to our customers.

For example, we experienced temporary disruptions in operations in some of our emerging markets such as India and Nigeria in the first half of 2020.

- Disruptions or uncertainties related to the COVID-19 outbreak for a sustained period of time could result in delays or modifications to our strategic plans and initiatives and hinder our ability to achieve our objective to reduce our operating cost structure in both our supply chain and overhead costs through our Simplify to Grow Program.

- Illness, travel restrictions, absenteeism or other workforce disruptions have affected and could materially negatively affect our supply chain, manufacturing, distribution or other business processes.

- Government or regulatory responses to pandemics could negatively impact our business.

Mandatory lockdowns or other restrictions on operations in some countries temporarily disrupted our ability to distribute our products in some markets.

Continuation or expansion of these disruptions could materially adversely impact our operations and results.

- Commodity costs have become more volatile due to the COVID-19 outbreak.

We expect continued commodity cost volatility, and our commodity hedging activities cannot fully offset this volatility.

- Initially during the COVID-19 outbreak, the U.S. dollar appreciated materially against other currencies in the countries in which we operate, resulting in currency translation losses.

If the U.S. dollar were to appreciate

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again against some or all of those same currencies, the resulting currency translation losses, along with currency transaction losses, could adversely affect our reported results of operations and financial condition.

- The COVID-19 outbreak initially increased volatility and pricing in the capital markets and commercial paper markets, and volatility may increase again as COVID-19 evolves.

We might not be able to continue to access preferred sources of liquidity when we would like or on terms we find acceptable, and our borrowing costs could increase.

An economic or credit crisis could occur and impair credit availability and our ability to raise capital when needed.

A disruption in the financial markets may have a negative effect on our derivative counterparties and could impair our banking or other business partners, on whom we rely for access to capital and as counterparties for a number of our derivative contracts.

These and other impacts of the COVID-19 or other global or regional health pandemics or epidemics could have the effect of heightening many of the other risks described in the risk factors below, including but not limited to those relating to our reputation, brands, consumer preferences, supply chain, product sales, results of operations or financial condition.

We might not be able to predict or respond to all impacts on a timely basis to prevent near- or long-term adverse impacts to our results.

The ultimate impact of these disruptions also depends on events beyond our knowledge or control, including the duration and severity of the COVID-19 and other outbreaks and actions taken by parties other than us to respond to them.

Any of these disruptions could have a negative impact on our business operations, financial performance and results of operations, which impact could be material.

Additionally, COVID-19 may also materially adversely affect our operating results and financial position in a manner that is not currently known to us or that we do not currently consider to present significant risks to our operations.

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Failure to offer products that appeal to consumers or to correctly judge consumer

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This includes events like applying highly inflationary accounting as we did for our Argentinean subsidiaries beginning in July 2018;

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confidential information belonging to us or our employees, customers, consumers, partners, suppliers, or governmental or regulatory authorities to be misused or breached.

across our supply chain, or antitrust, anti-bribery and anti-corruption compliance could damage our reputation and brand health.

social expectations.

| | |

| --- | --- |

Also, a number of U.S. states have not updated their laws to take into account the new federal legislation.

As a result, there may be further impact of the new laws on our future results of operations and financial condition.

evolve, presenting new and additional risks in managing access to our data, relying on third-parties to manage and safeguard data, ensuring access to our systems and availability of third-party systems.

The occurrence of a

prices, or if we are limited by supply or distribution constraints, our financial condition and results of operations can be materially adversely affected.

We continue to monitor Brexit and its potential impacts on our results of operations and financial condition.

Volatility in foreign currencies and other markets is expected to continue as the United Kingdom executes its exit from the European Union.

If the U.K.'s membership in the European Union terminates without trade and other cross-border operating agreements, there could be increased costs from re-imposition of tariffs on trade between the United Kingdom and other countries, including those in the European Union, shipping delays because of the need for customs inspections and procedures and shortages of certain goods.

The United Kingdom will also need to negotiate its own tax and trade treaties with countries all over the world, which could take years to complete.

If the ultimate terms of the U.K.’s separation from the European Union negatively impact the U.K. economy or result in disruptions to sales or our supply chain, the imposition of tariffs or currency devaluation in the United Kingdom, the impact to our consolidated revenue, earnings and cash flow could be material.

In addition, our marketing could

In 2018, we executed a complete withdrawal from the Bakery and Confectionery Union and Industry International Pension Fund (the "Fund") and recorded a $429 million estimated withdrawal liability.

On July 11, 2019, we received an undiscounted withdrawal liability assessment from the Fund totaling $526 million requiring pro-rata monthly payments over 20 years and we recorded a $35 million final adjustment to reduce our withdrawal liability as of June 30, 2019.

We began making monthly payments during the third quarter of 2019.

As of December 31, 2019, the remaining discounted withdrawal liability was $391 million, with $14 million recorded in other current liabilities and $377 million recorded in long-term other liabilities.

We make and sell primarily snacks, including biscuits (cookies, crackers and salted snacks), chocolate, gum & candy, as well as various cheese & grocery and powdered beverage [removed: products.][added: products around the world.]

We believe the successful implementation of our strategic priorities and [removed: the] leveraging of our strong foundation of iconic global and local brands, an attractive global footprint, our market leadership in developed and emerging markets, our deep innovation, marketing and distribution capabilities, and our efficiency and sustainability efforts, will drive top- and bottom-line growth, enabling us to continue to create long-term value for our shareholders.

The [removed: future rate] [added: ongoing] impacts of these Swiss tax reform law changes [removed: are] [added: became] effective [removed: starting] January 1, 2020.

[removed: We] [added: During the third quarter of 2019, we recorded the impact of Swiss tax reform and we] will continue to monitor [removed: Swiss tax reform] for any additional interpretative guidance that could result in changes to the amounts we have recorded.

On December 22, 2017, the United States enacted tax reform legislation ("U.S. tax reform") that included a broad range of business tax [removed: provisions, including but not limited to] [added: provisions and] a [removed: reduction in the U.S. federal] [added: one-time transition] tax [removed: rate from 35% to 21%, as well as provisions that limit or eliminate various deductions or credits.][added: on accumulated foreign earnings and profits.]

[removed: Refer to] [added: See] Note 16, *Income Taxes*, for more information on our annual effective tax rates and Swiss and U.S. tax reform.

Our obligation to contribute to the Fund arose with respect to 8 collective bargaining agreements covering most of our employees represented by the Bakery, Confectionery, Tobacco and Grain Millers [removed: Union ("BCTGM").][added: Union.]

In 2018, we executed a complete withdrawal from the [added: Bakery and Confectionery Union and Industry International Pension] Fund [added: (the "Fund")] and recorded a $429 million estimated withdrawal liability.

On July 11, 2019, we received an undiscounted withdrawal liability assessment from the Fund totaling $526 million requiring pro-rata monthly payments over 20 years and we recorded a $35 million final adjustment to reduce our [removed: withdrawal liability as of June 30, 2019.]

As of December 31, [removed: 2019,] [added: 2020,] the remaining discounted withdrawal liability was [removed: $391] [added: $375] million, with $14 million recorded in other current liabilities and [removed: $377] [added: $361] million recorded in long-term other liabilities.

For additional [removed: information on leases,] [added: information,] refer to Note [removed: 5, *Leases*.][added: 7, *Equity Method Investments*, and Note 16, *Income Taxes*.]

[removed: Also, during the first quarter of] [added: During] 2019, we recognized a $23 million pre-tax gain related to the impact of a KDP acquisition that decreased our ownership interest from 13.8% to 13.6%.

[removed: Refer] [added: (10)Refer] to Note 7, *Equity Method Investments*, for [removed: additional] [added: more] information on [removed: KDP and] the [added: JDE Peet's] transaction.

[removed: | • | Organic Net Revenue increased 4.1% to $26.9 billion in 2019 and increased 2.4% to $26.1 billion in 2018. In both 2019 and 2018, Organic Net Revenue increased as a result of higher net pricing and favorable volume/mix. Organic Net Revenue is on a constant currency basis and excludes revenue from divestitures and acquisitions.] We use Organic Net Revenue as it provides improved year-over-year comparability of our underlying operating results (see the definition of Organic Net Revenue and our reconciliation with net revenues within *Non-GAAP Financial Measures* appearing later in this section). [removed: |]

[removed: | • | Diluted EPS attributable to Mondelēz International increased 16.2% to $2.65 in 2019 and increased 23.2% to $2.28 in 2018. Diluted] [added: –Diluted] EPS increased in 2019 primarily driven by the benefit from Swiss tax reform, lapping the prior-year impact from pension participation changes, operating gains, lower Simplify to Grow program costs, [added: an increase in equity method investment earnings,] lapping the prior-year loss on debt extinguishment, fewer shares outstanding, a gain on divestiture, [removed: an increase in equity method investment earnings,] lower interest expense and a benefit from current-year pension participation changes, partially offset by lapping the prior-year gain on equity method investment transactions, unfavorable currency translation, a loss related to interest rate swaps, the expense from the resolution of tax matters in 2019 and an unfavorable year-over-year change in mark-to-market impacts from currency and commodity derivatives. [removed: Diluted EPS increased in 2018 primarily driven by the after-tax gain on the KDP transaction, a favorable year-over-year change in mark-to-market impacts from currency and commodity derivatives, operating gains, lower costs incurred for the Simplify to Grow Program, fewer shares outstanding, lower taxes and increased equity method investment earnings, partially offset by the impact from pension participation changes, lapping the benefit from the resolution of tax matters and lapping a prior-year net gain on divestitures. See our *Discussion and Analysis of Historical Results* appearing later in this section for further details. |]

[removed: | • | Adjusted EPS increased 2.1% to $2.47 in 2019 and increased 14.2% to $2.42 in 2018. On a constant currency basis, Adjusted EPS increased 8.3% to $2.62 in 2019 and increased 15.6% to $2.45 in 2018. For 2019, operating gains, fewer shares outstanding, increased equity method investment earnings, lower interest expense and lower taxes drove the Adjusted EPS growth. For 2018, operating gains, fewer shares outstanding, lower taxes, increased equity method investment earnings and lower interest expense drove the Adjusted EPS growth. Adjusted EPS and Adjusted EPS on a constant currency basis are non-GAAP financial measures.] We use these measures as they provide improved year-over-year comparability of our underlying results (see the definition of Adjusted EPS and our reconciliation with diluted EPS within *Non-GAAP Financial Measures* appearing later in this section). [removed: |]

As part of our [removed: new] strategic plan, we seek to drive category growth by [removed: offering snack innovations,] leveraging our local and consumer-focused commercial approach, making investments in our brand and snacks portfolio, building strong routes to market in both emerging and developed markets and improving our [removed: position] [added: availability] across multiple channels.

See [added: also] below for a discussion of Brexit as well as Argentina, which was designated a highly inflationary economy in 2018.

[added: We] also continue to optimize our manufacturing and other operations and invest in our brands through ongoing research and development, advertising, marketing and consumer promotions.

In [removed: 2020,] [added: 2021,] we anticipate changing market conditions to continue to impact pricing.

On July 11, 2019, we received an undiscounted withdrawal liability assessment from the Fund totaling $526 million [removed: and we recorded a $35 million final adjustment to reduce our withdrawal liability at that time.][added: requiring pro-rata monthly payments over 20 years.]

[removed: During the third quarter of 2019, we] [added: We] began making monthly [removed: pro-rata] payments [removed: on] [added: during] the [removed: 20-year obligation.][added: third quarter of 2019.]

As of December 31, [removed: 2019,] [added: 2020,] the remaining discounted withdrawal liability was [removed: $391] [added: $375] million.

In the United States, while the 2017 U.S. tax reform reduced the U.S. corporate tax rate and included some beneficial provisions, other provisions have, and [removed: in the future] will [added: continue to] have, an adverse effect on our results.

*Currency* – As a global company with [removed: 74.4%] [added: 73.2%] of our net revenues generated outside the United States, we are continually exposed to changes in global economic conditions and currency movements.

[removed: In 2019, we generated 8.6% of our net revenues in the United Kingdom and our] [added: Our] supply chain in this market relies on imports of raw and packaging materials as well as finished goods.

As a result, we recorded a remeasurement [added: loss of $9 million in 2020, a remeasurement] gain of $4 million in 2019 and a remeasurement loss of $11 million in 2018 within selling, general and administrative expenses related to the revaluation of the Argentinean peso denominated net monetary position over these periods.

[added: *Cybersecurity Risks* –] We continue to devote focused resources to network security, backup and disaster recovery, enhanced training and other security measures to protect our systems and data.

| | | | [added: | | | | | |] For the Years Ended December 31, | | | | | | | | | | | [added: | | | |]

| | [added: | |] See Note | | [removed: 2019] | | | | [removed: 2018] [added: 2020] | | | | [removed: 2017] | | [added: 2019] | [added: | | | | | 2018 | | |]

| | | | [added: | | | | | |] (in millions, except percentages) | | | | | | | | | | | [added: | | | |]

| Simplify to Grow Program | [added: | |] Note 8 | | | | | | | | | | | | | [added: | | | | | | | |]

| Restructuring Charges | | | [added: | | | | | |] $ | [removed: (176] [added: (156)] | [removed: )] | | [added: | |] $ | [removed: (316] [added: (176)] | [removed: )] | | [added: | |] $ | [removed: (535] [added: (316)] | [removed: )] |

| Implementation Charges | | | [removed: (272] | | [removed: )] | | [removed: (315] | | [removed: )] [added: (207)] | | [removed: (257] | | [removed: )] | [added: | (272) | | | | | | (315) | | |]

| Intangible asset impairment charges | [added: | |] Note 6 | | [removed: (57] | | [removed: )] | | [removed: (68] [added: (144)] | | [removed: )] | | [removed: (109] | | [removed: )] [added: (57)] | [added: | | | | | (68) | | |]

| Mark-to-market [removed: gains/(losses)] [added: gains] from derivatives (1) | [added: | |] Note 10 | | [removed: 90] | | | | [removed: 142] [added: 19] | | | | [removed: (96] | | [removed: )] [added: 90] | [added: | | | | | 142 | | |]

| Acquisition and divestiture-related costs | [added: | |] Note 2 | | | | | | | | | | | | | [added: | | | | | | | |]

| Acquisition integration costs | | | [removed: —] | | | | [removed: (3] | | [removed: )] [added: (4)] | | [removed: (3] | | [removed: )] | [added: | — | | | | | | (3) | | |]

| Acquisition-related costs | | | [removed: (3] | | [removed: )] | | [removed: (13] | | [removed: )] [added: (15)] | | [removed: —] | | | [added: | (3) | | | | | | (13) | | |]

| Divestiture-related costs | | | [removed: (6] | | [removed: )] | | [removed: 1] | | [added: (4)] | | [removed: (34] | | [removed: )] | [added: | (6) | | | | | | 1 | | |]

COVID-19

We have been actively monitoring the outbreak of COVID-19 and its impact globally.

Our highest priorities continue to be the safety of our employees and working with our employees and network of suppliers and customers to help maintain the global food supply chain.

During 2020, we experienced a significant increase in demand and revenue growth in certain markets as consumers increased their food purchases for in-home consumption.

Results were particularly strong in modern trade (such as large grocery supermarkets and retail chains) and e-commerce, and especially for categories such as biscuits.

Other parts of our business were negatively affected by mandated lockdowns and other related restrictions including some of our emerging markets with a greater concentration of traditional trade (such as small family-run stores) as well as our world travel retail (such as international duty-free stores) and foodservice businesses.

During the second quarter especially, lockdowns and other related measures or restrictions had a negative impact on emerging markets with a greater concentration of traditional trade due to store closures (particularly in our Latin America region as well as parts of our AMEA region) as well as in categories like gum and candy, which are more traditionally purchased and consumed out of home.

In the second half of the year, demand grew in both developed and emerging markets as the negative impacts of COVID-19 during the second quarter subsided and a number of our key markets returned to higher growth.

A sharp reduction in global travel continues to negatively impact our world travel retail business, and lower out-of-home consumption continues to negatively impact our foodservice business as well as sales of our gum and candy products.

During 2020, we also experienced temporary disruptions in operations in some of our emerging markets that were not material to our consolidated results.

We discuss these and other impacts of COVID-19 below.

*Our Employees, Customers and Communities*

We have taken a number of actions to promote the health and safety of our employees, customers and consumers, which is our first priority:

- We implemented enhanced protocols to provide a safe and sanitary working environment for our employees.

In many locations, our employees are working remotely whenever possible.

For employees who are unable to work remotely, we have adopted a number of heightened protocols, consistent with those prescribed by the World Health Organization, related to social distancing (including staggering lunchtimes and shifts where possible and restricting in-person gatherings and non-essential travel) and enhanced hygiene and workplace sanitation.

At a local level, we have also provided additional flexibility and support to employees in our manufacturing facilities, distribution and logistics operations and sales organization.

- We have been hiring frontline employees in the U.S. and other locations to meet additional marketplace demand and promote uninterrupted functioning of our manufacturing, distribution and sales network.

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- We increased our $15 million global commitment to assist those most impacted by COVID-19 to approximately $28 million to date.

We have been supporting local and global organizations that are responding to food instability and providing emergency relief.

*Our Supply Chain and Operations*

We operate in the food and beverages industry and are part of the global food supply chain.

One of our main objectives during the pandemic is to maintain the availability of our products to meet the needs of our consumers.

In response to increased demand, we have increased production and, to date, we have not experienced material disruptions in our supply chain or operations:

- We were able to leverage learnings from our timely response to the initial outbreak in China, and we put in place procedures across our supply chain to help mitigate the risk that our manufacturing sites will experience material closures or disruptions.

- We have been able to continue to source raw ingredients, packaging, energy and transportation and deliver our products to our customers.

- We have not experienced material disruptions in our workforce; however, mandatory and voluntary stay-at-home restrictions have resulted in increased levels of absenteeism.

- Commodity costs have become more volatile due to the COVID-19 outbreak.

Although we monitor our exposure to commodity prices and hedge against input price increases, we cannot fully hedge against changes in commodity costs, and our hedging strategies may not protect us from increases in specific raw material costs.

We anticipate continued commodity cost volatility as the pandemic continues.

- We have experienced temporary disruptions in operations in some of our emerging markets.

The disruptions were not material to our consolidated results for 2020.

In the future, the ongoing COVID-19 outbreak could disrupt our global supply chain, operations and routes to market or those of our suppliers, their suppliers, or our co-manufacturers or distributors.

These disruptions or our failure to effectively respond to them could increase product or distribution costs, prices and potentially affect the availability of our products.

- Our 2020 net revenue and net earnings in U.S. dollars were negatively affected by currency translation losses from a generally stronger U.S. dollar relative to other currencies in the countries in which we operate.

- During the second quarter of 2020, we incurred higher operating costs primarily for labor, customer service and logistics, security, personal protective equipment and cleaning.

In the second half of 2020, our spending in these areas was significantly less but still above pre-COVID levels.

We continued to incur higher costs in these areas in response to the ongoing pandemic as we worked to protect our employees and deliver our products timely and safely to our customers.

Most other aspects of our global supply chain and operations did not change materially during 2020.

We have operations in approximately 80 countries and sell our products in over 150 countries.

The legislation causes certain U.S. allocated expenses (e.g. interest and general administrative expenses) to be taxed and imposes a tax on U.S. cross-border payments.

Furthermore, the legislation included a one-time transition tax on accumulated foreign earnings and profits.

While clarifying guidance was issued by the U.S. Treasury Department and Internal Revenue Service ("IRS") during 2018 and 2019, we continue to evaluate the impacts as additional guidance on implementing the legislation becomes available.

The impact of adopting the new provisions was a discrete net tax expense of $5 million in 2019 and $19 million in 2018 and a discrete net tax benefit of $44 million in 2017.

In the United States, we contribute to multiemployer pension plans based on obligations arising from our collective

bargaining agreements.

The most individually significant multiemployer plan we participated in prior to the second quarter of 2018 was the Bakery and Confectionery Union and Industry International Pension Fund (the "Fund").

All of those collective bargaining agreements expired in 2016 and we continued to contribute to the Fund through 2018.

Adoption of New Lease Accounting Standard

As further described in Note 1, *Summary of Significant Accounting Policies*, we adopted the new lease accounting standard on January 1, 2019.

The impact of adopting the standard included the initial recognition as of January 1, 2019, of $710 million of lease-related assets and $730 million of lease-related liabilities on our consolidated balance sheet.

The transition method we elected for adoption required a cumulative effect adjustment to retained earnings as of January 1, 2019, which was not material.

Keurig Dr Pepper Transaction

Malware Incident

On June 27, 2017, a global malware incident impacted our business.

The malware affected a significant portion of our global sales, distribution and financial networks.

Following the incident, we executed business continuity and contingency plans to contain the impact, minimize damages and restore our systems environment.

We also restored our main operating systems and processes and enhanced our system security.

To date, we have not found, nor do we expect to find, any instances of Company or personal data released externally.

During 2017, we estimated the malware incident had a negative impact of 0.4% on our net revenue and Organic Net Revenue growth as we recognized the majority of delayed second quarter shipments in our third quarter 2017 results and we also permanently lost some revenue.

We incurred total incremental expenses of $84 million predominantly during the second half of 2017 as part of the recovery effort.

The recovery from the incident was largely resolved by the end of 2017 and we continued efforts to strengthen our security measures and enhance general information technology, business process and disclosure controls.

| | |

| --- | --- |

| • | Net revenues were approximately $25.9 billion in both 2019 and 2018, a decrease of 0.3% in 2019 and an increase of 0.2% in 2018. In 2019, net revenues declined due to the impact of unfavorable currency translation and the impact of the divestiture of most of our cheese business in the Middle East and Africa. Net revenues were positively affected by higher net pricing and favorable volume/mix, as well as the acquisitions of a majority interest in Perfect Snacks in 2019 and a U.S. premium biscuit company, Tate's Bake Shop, in 2018. In 2018, net revenues grew due to higher net pricing and favorable volume/mix. Net revenues were also positively affected by the acquisition of Tate's Bake Shop. Net revenue growth was negatively affected by the impact of unfavorable currency translation and the impact of several business divestitures that occurred in 2017 which reduced net revenues in 2018 as compared to the prior year. |

Snacking behavior is on the rise around the world according to the first annual “State of Snacking” report, commissioned by Mondelēz International and issued in November 2019, which summarizes the findings from interviews with thousands of consumers across 12 countries.

A majority of adults, and an even higher percentage of Millennial consumers, indicated they prefer to eat small bites throughout the day as opposed to larger meals.

The report concludes that consumer needs are evolving in response to busy modern lifestyles, the desire for community connections and a more holistic sense of well-being.

Also, the way consumers snack and buy snacks around the world is diverse, with consumers purchasing snacks across evolving retail and digital landscapes.

We expect these trends to continue and, in order to position ourselves for long-term growth, we are investing in our well-being and other snack offerings, product and marketing innovation and new routes to market including e-commerce.

Over the last three years, we have been seeing improvements in regional economic growth, consumer confidence and growth in our categories.

However, geopolitical and economic uncertainties from time to time may continue to affect economic growth, consumer confidence and category growth.

*Coronavirus* – We have been monitoring the outbreak of a new coronavirus that originated in China.

We believe it could have a negative impact on our results in the short term and we are taking steps to protect our employees, consumers and business.

We

*Multiemployer pension plan* – In 2018, we executed a complete withdrawal from the Fund and recorded a $429 million estimated withdrawal liability.

*Taxes* – During the third quarter of 2019, Swiss Federal and Zurich Cantonal tax events drove our recognition of a $767 million Swiss tax reform net benefit to our results of operations.

The future tax rate impacts of the Swiss tax reform law changes became effective on January 1, 2020 and are not expected to have a material impact on our overall results of operations.

We continue to evaluate the impacts as additional guidance on implementing the legislation becomes available.

For additional information on our derivative activity and the types of derivative instruments we use to hedge our currency exchange, commodity price and interest rate exposures, see Note [removed: 1, *Summary of Significant Accounting Policies*, and Note] 10, *Financial Instruments*.

See *Consolidated Results of Operations* and *Results of Operations by [removed: Reportable] [added: Operating] Segment* under *Discussion and Analysis of Historical Results* for currency exchange effects on our financial results.

For additional information on the impact of currency policies, recent currency devaluations and highly inflationary accounting on our financial condition and results of operations, also see Note 1, *Summary of Significant Accounting [removed: Policies—Currency] [added: Policies* *– Currency] Translation and Highly Inflationary Accounting*.

Input costs may fluctuate widely due to international demand, weather conditions, government policy and regulation and unforeseen [removed: conditions.][added: conditions such as the current COVID-19 pandemic.]

We periodically use interest rate swaps and forward interest rate contracts to achieve a desired proportion of variable versus [removed: fixed-rate] [added: fixed rate] debt based on current and projected market conditions.

The parameters used for estimating the expected return distributions were determined by observing interest rate, currency exchange and commodity price movements over the prior quarter for the calculation of VAR amounts at December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and over each of the four prior quarters for the calculation of average VAR amounts during each year.

As of December 31, [removed: 2019] [added: 2020] and December 31, [removed: 2018,] [added: 2019,] the estimated potential one-day loss in fair value of our interest rate-sensitive instruments, primarily debt, and the estimated potential one-day loss in pre-tax earnings from our currency and commodity instruments, as calculated in the VAR model, were:

| | [added: | |] Pre-Tax Earnings Impact | | | | | | | | | | | | | | | | [added: | | | | | | | |] Fair Value Impact | | | | | | | | | | | | | | | [added: | | | | | |]

| | [added: | |] At [removed: 12/31/19] [added: 12/31/20] | | | | [added: | |] Average | | | | [added: | |] High | | | | [added: | |] Low | | | | [added: | |] At [removed: 12/31/19] [added: 12/31/20] | | | | [added: | |] Average | | | | [added: | |] High | | | | [added: | |] Low | | |

| | [added: | |] (in millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | |]

| Instruments sensitive to: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| Interest rates | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |] $ | 86 | | | [added: | |] $ | 70 | | | [added: | |] $ | 97 | | | [added: | |] $ | 49 | |

| Foreign currency rates | [added: | |] $ | [removed: 15] [added: 16] | | | [added: | |] $ | [removed: 19] [added: 20] | | | [added: | |] $ | [removed: 25] [added: 31] | | | [added: | |] $ | [removed: 15] [added: 16] | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]

| Commodity prices | [removed: 11] | | [added: 6] | | [removed: 13] | | | | [removed: 14] [added: 25] | | | | [removed: 11] | | [added: 42] | | | | | | [added: 6] | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| | [added: | |] At [removed: 12/31/18] [added: 12/31/19] | | | | [added: | |] Average | | | | [added: | |] High | | | | [added: | |] Low | | | | [added: | |] At [removed: 12/31/18] [added: 12/31/19] | | | | [added: | |] Average | | | | [added: | |] High | | | | [added: | |] Low | | |

| Interest rates | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |] $ | [removed: 35] [added: 91] | | | [added: | |] $ | [removed: 33] [added: 142] | | | [added: | |] $ | [removed: 36] [added: 308] | | | [added: | |] $ | [removed: 27] [added: 76] | |

| Foreign currency rates | [added: | |] $ | [removed: 19] [added: 15] | | | [added: | |] $ | [removed: 30] [added: 19] | | | [added: | |] $ | [removed: 39] [added: 25] | | | [added: | |] $ | [removed: 19] [added: 15] | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]

| Commodity prices | [removed: 15] | | [added: 11] | | [removed: 16] | | | | [removed: 17] [added: 13] | | | | [removed: 15] | | [added: 14] | | | | | | [added: 11] | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

During 2020, the COVID-19 pandemic and related global response significantly impacted economic activity and markets around the world.

National and local governments imposed preventative or protective restrictions on travel and business operations and advised or required citizens to remain at home.

Temporary closures of businesses were ordered and numerous other businesses temporarily closed voluntarily.

The impact of the global pandemic and response has had a material unfavorable impact on global markets, including commodity, currency and capital markets.

While some of these markets such as the U.S. and other major stock markets and certain currencies have rebounded significantly in the second and third quarters of 2020, these markets are likely to continue to remain volatile while the situation continues.

An economic or credit crisis could occur and impair credit availability and our ability to raise capital when needed.

A disruption in the financial markets may have a negative effect on our derivative counterparties and could impair our banking or other business partners, on whom we rely for access to capital and as counterparties for a number of our derivative contracts.

We are actively working to mitigate these risks and we largely employed existing strategies that are described below to mitigate these market risks related to currency, commodity and interest rate risks.

Throughout our discussion and analysis of results, we isolate currency impacts and supplementally provide net revenues, operating income and diluted earnings per share on a constant currency basis.

For more information on our 2020 debt activity, see Note 9, *Debt and Borrowing Arrangements*.

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Pre-Tax Earnings Impact | | | | | | | | | | | | | | | | | | | | | | | | Fair Value Impact | | | | | | | | | | | | | | | | | | | | |

| | | | (in millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Instruments sensitive to: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

Our weighted-average interest rate on our total debt was 2.2% as of December 31, 2019, down from 2.3% as of December 31, 2018, primarily due to lower interest rates on commercial paper borrowings.

Beginning in 2018, we entered into new investment hedge derivative contracts, specifically, cross-currency interest rate swaps and forwards, to hedge certain investments in our non-U.S. operations against movements in exchange rates.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

We are one of the world’s largest snack companies with global net revenues of [removed: $25.9] [added: $26.6] billion and net earnings of [removed: $3.9] [added: $3.6] billion in [removed: 2019.][added: 2020.]

We [removed: have operations in approximately 80 countries and] sell our products in over 150 countries [removed: around the world.][added: and have operations in approximately 80 countries, including 133 manufacturing and processing facilities across 45 countries.]

Our portfolio includes [removed: iconic] snack brands such as *Cadbury, Milka* and *Toblerone* chocolate; *Oreo, belVita* and *LU* biscuits*; Halls* candy; *Trident* gum and *Tang* powdered beverages.

[removed: In 2019, we began to operate under a new] [added: Our] strategic plan [removed: that] builds on our strong foundations, including our unique portfolio of iconic global and local brands, our attractive global footprint, our market leadership in developed and emerging markets, our deep innovation, marketing and distribution capabilities, and our margin expansion in recent years that allows us to make ongoing investments in our [removed: product portfolio.][added: brands and capabilities.]

[removed: | • |] [added: -] Latin America [removed: |]

| [removed: •] [added: Maurizio Brusadelli] | [removed: Asia,] [added: | | | | | 52 | | | | | | Executive Vice President and President, Asia Pacific,] Middle East and Africa [removed: (“AMEA”)] | [added: | |]

[removed: | • |] [added: -] Europe [removed: |]

[removed: | • |] [added: -] North America [removed: |]

| | [added: | |] For the Years Ended December 31, | | | | | | | | | | | [added: | | | |]

| | [removed: 2019] | | [added: 2020] | | [removed: 2018] | | | | [removed: 2017] [added: 2019] | | | [added: | | | 2018 | | |]

| | [added: | |] (in millions) | | | | | | | | | | | [added: | | | |]

| Net revenues: | | | | | | | | | | | | [added: | | | | | |]

| Latin America | [added: | |] $ | [removed: 3,018] [added: 2,477] | | | [added: | |] $ | [removed: 3,202] [added: 3,018] | | | [added: | |] $ | [removed: 3,566] [added: 3,202] | |

| AMEA | [removed: 5,770] | | [added: 5,740] | | [removed: 5,729] | | | | [removed: 5,739] [added: 5,770] | | | [added: | | | 5,729 | | |]

| Europe | [removed: 9,972] | | [added: 10,207] | | [removed: 10,122] | | | | [removed: 9,794] [added: 9,972] | | | [added: | | | 10,122 | | |]

| North America | [removed: 7,108] | | [added: 8,157] | | [removed: 6,885] | | | | [removed: 6,797] [added: 7,108] | | | [added: | | | 6,885 | | |]

| | [added: | |] $ | [removed: 25,868] [added: 26,581] | | | [added: | |] $ | [removed: 25,938] [added: 25,868] | | | [added: | |] $ | [removed: 25,896] [added: 25,938] | |

| | [added: | |] For the Years Ended December 31, | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | |]

| | [added: | | 2020 | | | | | | | | | | | |] 2019 | | | | | | | [removed: 2018] | | | | | [added: 2018] | | [removed: 2017] | | | | | | [added: |]

| | [added: | |] (in millions, except percentages) | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | |]

| Segment operating income: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | |]

| Latin America | [added: | |] $ | [removed: 341] [added: 189] | | | [removed: 8.1] | [added: | 4.3 | |] % | | [added: | |] $ | [removed: 410] [added: 341] | | | [removed: 11.1] | [added: | 8.1 | |] % | | [added: | |] $ | [removed: 564] [added: 410] | | | [removed: 14.7] | [added: | 11.1 | |] % |

| AMEA | [removed: 691] | | [added: 821] | | [removed: 16.4] | [added: | | | 18.8 | |] % | | [removed: 702] | | [added: 691] | | [removed: 19.0] | [added: | | | 16.4 | |] % | | [removed: 514] | | [added: 702] | | [removed: 13.4] | [added: | | | 19.0 | |] % |

| Europe | [removed: 1,732] | | [added: 1,775] | | [removed: 41.1] | [added: | | | 40.6 | |] % | | [removed: 1,734] | | [added: 1,732] | | [removed: 46.9] | [added: | | | 41.1 | |] % | | [removed: 1,610] | | [added: 1,734] | | [removed: 42.0] | [added: | | | 46.9 | |] % |

| North America | [removed: 1,451] | | [added: 1,587] | | [removed: 34.4] | [added: | | | 36.3 | |] % | | [removed: 849] | | [added: 1,451] | | [removed: 23.0] | [added: | | | 34.4 | |] % | | [removed: 1,144] | | [added: 849] | | [removed: 29.9] | [added: | | | 23.0 | |] % |

| | [added: | |] $ | [removed: 4,215] [added: 4,372] | | | [added: | |] 100.0 | [added: |] % | | [added: | |] $ | [removed: 3,695] [added: 4,215] | | | [added: | |] 100.0 | [added: |] % | | [added: | |] $ | [removed: 3,832] [added: 3,695] | | | [added: | |] 100.0 | [added: |] % |

[removed: | • |] [added: -] Biscuits (including cookies, crackers and salted snacks) [removed: |]

[removed: | • |] [added: -] Chocolate [removed: |]

[removed: | • |] [added: -] Gum & candy [removed: |]

[removed: | • |] [added: -] Beverages [removed: |]

[removed: | • |] [added: -] Cheese & grocery [removed: |]

During [removed: 2019,] [added: 2020,] our segments contributed to our net revenues in the following product categories:

| | | [added: | | | |] Percentage of [removed: 2019] [added: 2020] Net Revenues by Product Category | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| Segment | | [added: | | | |] Biscuits | | | [added: | | |] Chocolate | | | [added: | | |] Gum [removed: & Candy] [added: & Candy] | | | [added: | | |] Beverages | | | [added: | | |] Cheese & Grocery | | | [added: | | |] Total | | [added: |]

| | [added: | |] For the Years Ended December 31, | | | | | | | | [added: | | | | | | |]

| | [added: | | 2020 | | | | | |] 2019 | | | [removed: 2018] | | | [removed: 2017] [added: 2018] | | [added: |]

| Biscuits - [removed: Cookies, crackers] [added: Cookies] and [removed: other] [added: crackers] | [removed: 37] | [added: | 39 | |] % | | [removed: 36] | [added: | 37 | |] % | | [added: | |] 36 | [added: |] % |

| Chocolate - Tablets, bars and other | [removed: 32] | [added: | 31 | |] % | | [added: | |] 32 | [added: |] % | | [removed: 31] | [added: | 32 | |] % |

No single customer accounted for 10% or more of our net revenues from continuing operations in [removed: 2019.][added: 2020.]

Our five largest customers accounted for [removed: 17.0%] [added: 17.5%] and our ten largest customers accounted for [removed: 23.2%] [added: 24.0%] of net revenues from continuing operations in [removed: 2019.][added: 2020.]

Mondelēz International at a Glance


In 2020, while the COVID-19 pandemic significantly affected economies, marketplaces, communities and businesses around the world, including ours, we prioritized our employees, customers and communities and largely continued to execute against our strategic priorities and positioned ourselves to emerge stronger.

Please refer to our *COVID-19* discussion in *Management’s Discussion and Analysis of Financial Condition and Results of Operations*.

- *Accelerate consumer-centric growth.* As demands on consumers’ time increase and consumer eating habits evolve, we aim to meet consumers' snacking needs by providing the right snack, for the right moment, made the right way.

We have developed innovative approaches to identify and address how consumers snack across different emotional and functional needs and occasions that we believe will allow us to meet their needs and identify new innovation and renovation opportunities.

We plan to test, learn and scale new product offerings quickly to meet diverse and evolving local and global snacking demand.

We believe our understanding of consumers’ behavior will continue to lead to our meeting more of their needs and the growing demand for snacks.

- *Drive operational excellence.* Our operational excellence and continuous improvement plans include a special focus on the consumer-facing areas of our business and optimizing our sales, marketing and customer service efforts.

To drive productivity gains and cost improvements across our business, we also plan to continue leveraging our global shared services platform, driving greater efficiencies in our supply

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

chain and continuing to utilize Zero-Based Budgeting across our operations.

We expect the improvements and efficiencies we drive will fuel our growth and continue to expand profit dollars.

At the same time, we are continuing our efforts to sustainably source key ingredients, reduce our end-to-end environmental impact and innovate our processes and packaging to reduce waste and promote recycling.

- *Build a winning growth culture.* To support the acceleration of our growth, we are becoming more agile, digital and local-consumer focused.

We are giving our local teams more autonomy to drive commercial and innovation plans as they are closer to the needs and desires of consumers.

We will continue to leverage the efficiency and scale of our regional operating units while empowering our local commercial operations to respond faster to changing consumer preferences and capitalize on growth opportunities.

Our digital transformation program will also help to enable consumer demand and sales opportunities.

We believe these operating and cultural shifts will help drive profitable top-line growth.

Global Operations

The portion of our net revenues generated outside the United States was 73.2% in 2020, 74.4% in 2019 and 75.3% in 2018.

We also monitor our revenue growth across emerging and developed markets—

- Our emerging markets include our Latin America region in its entirety; the Asia, Middle East and Africa (“AMEA”) region, excluding Australia, New Zealand and Japan; and the following countries from the Europe region: Russia, Ukraine, Turkey, Kazakhstan, Georgia, Poland, Czech Republic, Slovak Republic, Hungary, Bulgaria, Romania, the Baltics and the East Adriatic countries.

- Our developed markets include the entire North America region, the Europe region excluding the countries included in the emerging markets definition, and Australia, New Zealand and Japan from the AMEA region.

- AMEA

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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Product Categories

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Latin America | | | | | | 2.5 | | % | | | | 2.3 | | % | | | | 1.8 | | % | | | | 1.5 | | % | | | | 1.2 | | % | | | | 9.3 | | % |

| AMEA | | | | | | 7.7 | | % | | | | 7.6 | | % | | | | 2.6 | | % | | | | 2.0 | | % | | | | 1.7 | | % | | | | 21.6 | | % |

| Europe | | | | | | 11.4 | | % | | | | 19.9 | | % | | | | 2.3 | | % | | | | 0.4 | | % | | | | 4.4 | | % | | | | 38.4 | | % |

| North America | | | | | | 26.4 | | % | | | | 1.0 | | % | | | | 3.3 | | % | | | | — | | % | | | | — | | % | | | | 30.7 | | % |

| | | | | | | 48.0 | | % | | | | 30.8 | | % | | | | 10.0 | | % | | | | 3.9 | | % | | | | 7.3 | | % | | | | 100.0 | | % |

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We are proud members of the Dow Jones Sustainability Index, Standard and Poor’s 500 and Nasdaq 100.

Our Common Stock trades on The Nasdaq Global Select Market under the symbol “MDLZ.” Mondelēz International has been incorporated in the Commonwealth of Virginia since 2000.

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| --- | --- |

| • | *Accelerate consumer-centric growth.* As demands on consumers’ time increase and consumer eating habits evolve, we aim to meet consumers' snacking needs by providing the right snack, for the right moment, made the right way. We have developed innovative approaches to identify and address how consumers snack across different emotional and functional needs and occasions that we believe will allow us to meet their needs and identify new innovation and renovation opportunities. We plan to test, learn and scale new product offerings quickly to meet diverse and evolving local and global snacking demand. We believe our understanding of consumers’ behavior will continue to lead to our meeting more of their needs and the growing demand for snacks. |

| • | *Drive operational excellence.* Our operational excellence and continuous improvement plans include a special focus on the consumer-facing areas of our business and optimizing our sales, marketing and customer service efforts. To drive productivity gains and cost improvements across our business, we also plan to continue leveraging our global shared services platform, driving greater efficiencies in our supply chain and continuing to utilize Zero-Based Budgeting across our operations. We expect the improvements and efficiencies we drive will fuel our growth and continue to expand profit dollars. At the same time, we are continuing our efforts to sustainably source key ingredients, reduce our end-to-end environmental impact and innovate our processes and packaging to reduce waste and promote recycling. |

| • | *Build a winning growth culture.* To support the acceleration of our growth, we are becoming more agile, digital and local-consumer focused. We are giving our local teams more autonomy to drive commercial and innovation plans as they are closer to the needs and desires of consumers. We will continue to leverage the efficiency and scale of our regional operating units while empowering our local commercial operations to respond faster to changing consumer preferences and capitalize on growth opportunities. Our digital transformation program will also help to enable consumer demand and sales opportunities. We believe these operating and cultural shifts will help drive profitable top-line growth. |

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| Latin America | | 2.7 | % | | 2.7 | % | | 3.2 | % | | 1.7 | % | | 1.3 | % | | 11.6 | % |

| AMEA | | 7.1 | % | | 8.0 | % | | 3.3 | % | | 2.1 | % | | 1.7 | % | | 22.2 | % |

| Europe | | 11.6 | % | | 19.8 | % | | 2.7 | % | | 0.4 | % | | 4.1 | % | | 38.6 | % |

| North America | | 22.8 | % | | 1.0 | % | | 3.8 | % | | — | % | | — | % | | 27.6 | % |

| | | 44.2 | % | | 31.5 | % | | 13.0 | % | | 4.2 | % | | 7.1 | % | | 100.0 | % |

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Divestitures and Acquisitions

For information on divestitures and acquisitions that impacted our results, please refer to Note 2, *Divestitures and Acquisitions*.

We build inventory based on expected demand and typically fill customer orders within a few days of receipt so the backlog of unfilled orders is not material.

Funding for working capital items, including inventory and receivables, is normally sourced from operating cash flows and short-term commercial paper borrowings.

For additional information on our liquidity, working capital management, cash flow and financing activities, see *Liquidity and Capital Resources*, Note 1, *Summary of Significant Accounting Policies,* and Note 9, *Debt and Borrowing Arrangements*, appearing later in this 10-K filing.

In 2019, we completed a $65 million plan to build out and modernize our network of global research and development facilities.

We modernized our technical center facilities at Suzhou, China; Jurong, Singapore and Thane, India in 2018.

In 2019, we also completed the modernization of technical centers in Curitiba, Brazil and Mexico City, Mexico.

In addition, we have invested in the Pasuruan Cocoa Technology Centre in Indonesia, which is scheduled to fully open in 2020.

We are focusing our technical resources at twelve key locations to drive growth and innovation.

These locations are in Curitiba, Brazil; Suzhou, China; Thane, India; Pasuruan, Indonesia; Mexico City, Mexico; East Hanover, New Jersey; Wroclaw, Poland; Jurong, Singapore; Bournville, United Kingdom; Reading, United Kingdom; Saclay, France and Munich, Germany.

At December 31, 2019, within our global research, development & quality services area, we had approximately 2,400 scientists, engineers and other personnel, of which 1,900 are primarily focused on research and development and the remainder are primarily focused on quality assurance and regulatory affairs.

Our research and development expense was $351 million in 2019, $362 million in 2018 and $366 million in 2017.

At this time, we do not expect the cost of complying with existing laws and regulations will be material.

Environmental Regulation

We track regulatory developments in various jurisdictions relating to the use of plastic in packaging materials and taxes linked to the costs of waste so that we can comply with evolving requirements.

We believe that our compliance with existing environmental laws and regulations will not have a material effect on our financial results.

Sustainability and Well-Being

Our 2025 sustainable snacking strategy provides a clear roadmap, which we believe puts us at the forefront of sustainable ingredient sourcing and continuing to contribute to addressing climate change by reducing emissions.

We are focused on making our snacks with less energy, water and waste, with ingredients consumers know and trust.

[removed: FORM 10-K][added: FORM 10-K]

| [removed: |] ☒ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]

For the fiscal year [removed: ended December] [added: ended December] 31, [removed: 2019][added: 2020]

| [removed: |] ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]

COMMISSION FILE [removed: NUMBER 1-16483][added: NUMBER 1-16483]

[removed: ][added: ]

| Virginia | | [added: | | | |] 52-2284372 | [added: | |]

| (State or other jurisdiction of incorporation or organization) | | [added: | | | |] (I.R.S. Employer Identification No.) | [added: | |]

| (Address of principal executive offices) | | [added: | | | |] (Zip Code) | [added: | |]

Registrant’s telephone number, including area code: [removed: 847\-943-4000][added: 847-943-4000]

| Title of each class | | [removed: Trading Symbol(s)] | | [added: | | Trading Symbol(s) | | | | | |] Name of each exchange on which registered | [added: | |]

| Class A Common Stock, no par value | | [added: | | | |] MDLZ | | [added: | | | |] The Nasdaq Global Select Market | [added: | |]

| 2.375% Notes due [removed: 2021] [added: 2035] | | [removed: MDLZ21] | | [added: | | MDLZ35 | | | | | |] The Nasdaq Stock Market LLC | [added: | |]

| 1.000% Notes due 2022 | | [added: | | | |] MDLZ22 | | [added: | | | |] The Nasdaq Stock Market LLC | [added: | |]

| 1.625% Notes due 2023 | | [added: | | | |] MDLZ23 | | [added: | | | |] The Nasdaq Stock Market LLC | [added: | |]

| 1.625% Notes due 2027 | | [added: | | | |] MDLZ27 | | [added: | | | |] The Nasdaq Stock Market LLC | [added: | |]

| [removed: 2.375%] [added: 4.500%] Notes due 2035 | | [removed: MDLZ35] | | [added: | | MDLZ35A | | | | | |] The Nasdaq Stock Market LLC | [added: | |]

| [removed: 4.500%] [added: 3.875%] Notes due [removed: 2035] [added: 2045] | | [removed: MDLZ35A] | | [added: | | MDLZ45 | | | | | |] The Nasdaq Stock Market LLC | [added: | |]

| Large accelerated filer | [added: | |] x | | | | [added: | | | | | | | |] Accelerated filer | [added: | |] ¨ | [added: | |]

| Non-accelerated filer | [added: | |] ¨ | | | | [added: | | | | | | | |] Smaller reporting company | [added: | |] ☐ | [added: | |]

| | | | | | [added: | | | | | | | | | |] Emerging growth company | [added: | |] ☐ | [added: | |]

The aggregate market value of the shares of Class A Common Stock held by non-affiliates of the registrant, computed by reference to the closing price of such stock on June 30, [removed: 2019,] [added: 2020,] was [removed: $76.7] [added: $72.2] billion.

At January [removed: 31, 2020,] [added: 29, 2021,] there were [removed: 1,432,943,006] [added: 1,412,114,559] shares of the registrant’s Class A Common Stock outstanding.

Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission in connection with its annual meeting of shareholders expected to be held on May [removed: 13, 2020] [added: 19, 2021] are incorporated by reference into Part III hereof.

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| Item 1. | [removed: [Business](#s0FE2214EE23058579A9BC0DEA650F1E4)] | [removed: [2](#s0FE2214EE23058579A9BC0DEA650F1E4)] | [added: [Business](#i376f2d820f954400995542305180df46_16) | | | [3](#i376f2d820f954400995542305180df46_16) | | |]

| Item 1A. | [added: | |] [Risk [removed: Factors](#sF1D1F1B7EA2455578778F9800F71B973)] [added: Factors](#i376f2d820f954400995542305180df46_19)] | [removed: [11](#sF1D1F1B7EA2455578778F9800F71B973)] | [added: | [13](#i376f2d820f954400995542305180df46_19) | | |]

| Item 1B. | [added: | |] [Unresolved Staff [removed: Comments](#s65AB658B9F3655B4AEEDB98F78C72656)] [added: Comments](#i376f2d820f954400995542305180df46_22)] | [removed: [21](#s65AB658B9F3655B4AEEDB98F78C72656)] | [added: | [25](#i376f2d820f954400995542305180df46_22) | | |]

| Item 2. | [removed: [Properties](#s65096D8AB7265FAAB500E35D65841B3E)] | [removed: [22](#s65096D8AB7265FAAB500E35D65841B3E)] | [added: [Properties](#i376f2d820f954400995542305180df46_25) | | | [26](#i376f2d820f954400995542305180df46_25) | | |]

| Item 3. | [added: | |] [Legal [removed: Proceedings](#sD9AE29DE7E755963B7465562CC31272A)] [added: Proceedings](#i376f2d820f954400995542305180df46_28)] | [removed: [22](#sD9AE29DE7E755963B7465562CC31272A)] | [added: | [26](#i376f2d820f954400995542305180df46_28) | | |]

| Item 4. | [added: | |] [Mine Safety [removed: Disclosures](#s0A2FD9D015495222A080138C9E50EA70)] [added: Disclosures](#i376f2d820f954400995542305180df46_31)] | [removed: [22](#s0A2FD9D015495222A080138C9E50EA70)] | [added: | [26](#i376f2d820f954400995542305180df46_31) | | |]

| Item 5. | [added: | |] [Market for Registrant’s Common Equity, Related Stockholder [removed: Matters](#s332AA13E5B6F57BEA12DC2454AE5EA43)] [added: Matters](#i376f2d820f954400995542305180df46_37)] [and Issuer Purchases of Equity [removed: Securities](#s332AA13E5B6F57BEA12DC2454AE5EA43)] [added: Securities](#i376f2d820f954400995542305180df46_37)] | [removed: [23](#s332AA13E5B6F57BEA12DC2454AE5EA43)] | [added: | [27](#i376f2d820f954400995542305180df46_37) | | |]

| Item 6. | [added: | |] [Selected Financial [removed: Data](#s36B19397311F5D50861386FBC52F9BD6)] [added: Data](#i376f2d820f954400995542305180df46_40)] | [removed: [25](#s36B19397311F5D50861386FBC52F9BD6)] | [added: | [29](#i376f2d820f954400995542305180df46_40) | | |]

| Item 7. | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations:](#sB46E4CDCAFCC5B569EA9405D602BE46C)] [added: Operations:](#i376f2d820f954400995542305180df46_43)] | [removed: [27](#sB46E4CDCAFCC5B569EA9405D602BE46C)] | [added: | [31](#i376f2d820f954400995542305180df46_43) | | |]

| | [added: | |] [Summary of [removed: Results](#sD7908C50D2625C14A93ED254426876F7)] [added: Results](#i376f2d820f954400995542305180df46_46)] | [removed: [29](#sD7908C50D2625C14A93ED254426876F7)] | [added: | [35](#i376f2d820f954400995542305180df46_46) | | |]

| | [added: | |] [Financial [removed: Outlook](#sB1D5520EF71B5428B57B10CC3272E381)] [added: Outlook](#i376f2d820f954400995542305180df46_49)] | [removed: [30](#sB1D5520EF71B5428B57B10CC3272E381)] | [added: | [36](#i376f2d820f954400995542305180df46_49) | | |]

| | [added: | |] [Discussion and Analysis of Historical [removed: Results](#sDAAAE257655A5BE3A2B2E1B8021DBF7E)] [added: Results](#i376f2d820f954400995542305180df46_52)] | [removed: [33](#sDAAAE257655A5BE3A2B2E1B8021DBF7E)] | [added: | [39](#i376f2d820f954400995542305180df46_52) | | |]

| | [added: | |] [Critical Accounting [removed: Estimates](#s393AAD7FE04D5E87ABBE3FBEFB302094)] [added: Estimates](#i376f2d820f954400995542305180df46_64)] | [removed: [49](#s393AAD7FE04D5E87ABBE3FBEFB302094)] | [added: | [56](#i376f2d820f954400995542305180df46_64) | | |]

| | [added: | |] [Liquidity and Capital [removed: Resources](#s932EAADC56EB51D0967F08840AD7BBDF)] [added: Resources](#i376f2d820f954400995542305180df46_67)] | [removed: [52](#s932EAADC56EB51D0967F08840AD7BBDF)] | [added: | [59](#i376f2d820f954400995542305180df46_67) | | |]

| | [added: | |] [Commodity [removed: Trends](#s6C2AB1F116BC5DB7AB1C1E37BB442A5C)] [added: Trends](#i376f2d820f954400995542305180df46_70)] | [removed: [53](#s6C2AB1F116BC5DB7AB1C1E37BB442A5C)] | [added: | [60](#i376f2d820f954400995542305180df46_70) | | |]

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| 905 West Fulton Market, Suite 200 | | | | | | | | |

| Chicago, | | | Illinois | | | 60607 | | |

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Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

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| [Part I –](#i376f2d820f954400995542305180df46_13) | | | | | | | | |

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| [Part II –](#i376f2d820f954400995542305180df46_34) | | | | | | | | |

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| [Part IV –](#i376f2d820f954400995542305180df46_223) | | | | | | | | |

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| | | | [Signatures](#i376f2d820f954400995542305180df46_232) | | | [139](#i376f2d820f954400995542305180df46_232) | | |

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[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

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| Three Parkway North | | |

| Deerfield, | Illinois | 60015 |

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| 3.875% Notes due 2045 | | MDLZ45 | | The Nasdaq Stock Market LLC |

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| [Part I –](#s7797529272DF5BE8B09D85A1EF524A5B) | | |

| [Part II –](#s14758A285AE5536EACBEB1E3B87D9560) | | |

| [Part IV –](#s62D140EB26075D2794710042B5E4842E) | | |

| | [Signatures](#sBA18558E537259AEB04124F465A4DE89) | [133](#sBA18558E537259AEB04124F465A4DE89) |

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

On December 31, [removed: 2019,] [added: 2020,] we had approximately [removed: 126] [added: 133] manufacturing and processing facilities in [removed: 44] [added: 45] countries and [removed: 110] [added: 111] distribution centers and depots worldwide that we owned or leased.

| | [added: | |] Number [removed: of Manufacturing Facilities] [added: of Manufacturing Facilities] | | | [added: | | |] Number [removed: of Distribution Facilities] [added: of Distribution Facilities] | | [added: |]

| Latin America (1) | [removed: 13] | | [added: 12] | [removed: 13] | | [added: | | | 12 | | |]

| AMEA | [added: | |] 43 | | | [removed: 21] | | [added: | 31 | | |]

| Europe | [added: | |] 55 | | | [removed: 23] | | [added: | 8 | | |]

| North America | [removed: 15] | | [added: 23] | [removed: 53] | | [added: | | | 60 | | |]

| Leased | [removed: 8] | | [added: 17] | [added: | | | | |] 97 | | [added: |]

[removed: | (1) | Excludes our deconsolidated Venezuela operations.] Refer to Note 1, *Summary of Significant Accounting [removed: Policies,] [added: Policies,] for* more information. [removed: |]

During 2020, the number of manufacturing facilities increased by 7 and the number of distribution facilities increased by 1 due in part to our acquisition of Give & Go in 2020.

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| | | | As of December 31, 2020 | | | | | | | | |

| Total | | | 133 | | | | | | 111 | | |

| | | | | | | | | | | | |

| Owned | | | 116 | | | | | | 14 | | |

| Total | | | 133 | | | | | | 111 | | |

(1)Excludes our deconsolidated Venezuela operations.

During 2019, the number of manufacturing facilities decreased by 6 mainly due to divestitures and the number of distribution facilities decreased by 13 primarily due to the expiration of lease agreements and consolidation of facilities.

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| | As of December 31, 2019 | | | | |

| Total | 126 | | | 110 | |

| Owned | 118 | | | 13 | |

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[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

[removed: We have listed our] [added: Our] Common Stock [added: is listed] on The Nasdaq Global Select Market under the symbol “MDLZ.” At January [removed: 31, 2020,] [added: 29, 2021,] there were [removed: 44,764] [added: 43,367] holders of record of our Common Stock.

[removed: ][added: ]

| As of December 31, | | [removed: Mondelēz International] | | | | [added: Mondelēz International | | | | | |] S&P 500 | | | | [removed: Performance Peer] [added: | | Performance Peer] Group | | |

The Kraft Heinz Company performance history is included for 2016 through [removed: 2019] [added: 2020] only as the company was formed in 2015.

Our stock repurchase activity for each of the three months in the quarter ended December 31, [removed: 2019] [added: 2020] was:

| Period | | [added: | | | |] Total Number of Shares Purchased (1) | | | [added: | | |] Average Price Paid per Share (1) | | | | [added: | |] Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) | | | [added: | | |] Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (2) | | |

[removed: | (1) | The] [added: (1)The] total number of shares purchased (and the average price paid per share) reflects: (i) shares purchased pursuant to the repurchase program described in (2) below; and (ii) shares tendered to us by employees who used shares to exercise options and to pay the related taxes for grants of deferred stock units that vested, totaling [removed: 14,282] [added: 60,320] shares, [removed: 114,410] [added: 34,181] shares and [removed: 5,125] [added: 4,877] shares for the fiscal months of October, November and December [removed: 2019,] [added: 2020,] respectively. [removed: |]

We are proud members of the Standard and Poor's 500 and Nasdaq 100.

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 2015 | | | | | | $ | 100.00 | | | | | $ | 100.00 | | | | | $ | 100.00 | |

| 2016 | | | | | | 100.57 | | | | | | 111.96 | | | | | | 104.70 | | |

| 2017 | | | | | | 98.98 | | | | | | 136.40 | | | | | | 121.55 | | |

| 2018 | | | | | | 94.75 | | | | | | 130.42 | | | | | | 114.36 | | |

| 2019 | | | | | | 133.06 | | | | | | 171.49 | | | | | | 145.00 | | |

| 2020 | | | | | | 144.48 | | | | | | 203.04 | | | | | | 158.62 | | |

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

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| October 1-31, 2020 | | | | | | 60,320 | | | | | | $ | 57.57 | | | | | — | | | | | | $ | 2,450 | |

| November 1-30, 2020 | | | | | | 5,488,346 | | | | | | 57.92 | | | | | | 5,454,165 | | | | | | 2,138 | | |

| December 1-31, 2020 | | | | | | 6,704,171 | | | | | | 57.90 | | | | | | 6,699,294 | | | | | | 5,750 | | |

| For the Quarter Ended December 31, 2020 | | | | | | 12,252,837 | | | | | | 57.71 | | | | | | 12,153,459 | | | | | | | | |

(2)Dollar values stated in millions.

Our Board of Directors has authorized the repurchase of $23.7 billion of our Common Stock through December 31, 2023.

Authorizations to increase and extend the program duration included: $4.0 billion on December 2, 2020, $6.0 billion on January 31, 2018, $6.0 billion on July 29, 2015, $1.7 billion on December 3, 2013, $6.0 billion on August 6, 2013 (cumulatively including amounts authorized on March 12, 2013) and the lesser of 40 million shares and $1.2 billion on March 12, 2013.

Since the program inception on March 12, 2013 through December 31, 2020, we have repurchased $17.9 billion, and as of December 31, 2020, we had $5.8 billion share repurchase authorization remaining.

See related information in Note 13, *Capital Stock* and in *Management's Discussion and Analysis of Financial Condition and Results of Operations – Equity and Dividends*.

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

| | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 2014 | | $ | 100.00 | | | $ | 100.00 | | | $ | 100.00 | |

| 2015 | | 125.39 | | | | 101.38 | | | | 102.59 | | |

| 2016 | | 126.10 | | | | 113.51 | | | | 102.96 | | |

| 2017 | | 124.11 | | | | 138.29 | | | | 120.31 | | |

| 2018 | | 118.82 | | | | 132.23 | | | | 113.19 | | |

| 2019 | | 166.85 | | | | 173.86 | | | | 143.50 | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| October 1-31, 2019 | | 1,295,595 | | | $ | 53.76 | | | 1,281,313 | | | $ | 3,433 | |

| November 1-30, 2019 | | 2,946,093 | | | 52.18 | | | | 2,831,683 | | | 3,286 | | |

| December 1-31, 2019 | | 2,472,223 | | | 54.42 | | | | 2,467,098 | | | 3,151 | | |

| For the Quarter Ended December 31, 2019 | | 6,713,911 | | | 53.31 | | | | 6,580,094 | | | | | |

| | |

| --- | --- |

| (2) | Dollar values stated in millions. Our Board of Directors has authorized the repurchase of $19.7 billion of our Common Stock through December 31, 2020. Specifically, on March 12, 2013, our Board of Directors authorized the repurchase of up to the lesser of 40 million shares or $1.2 billion of our Common Stock through March 12, 2016. On August 6, 2013, our Audit Committee, with authorization delegated from our Board of Directors, increased the repurchase program capacity to $6.0 billion of Common Stock repurchases and extended the expiration date to December 31, 2016. On December 3, 2013, our Board of Directors approved an increase of $1.7 billion to the program related to a new accelerated share repurchase program, which concluded in May 2014. On July 29, 2015, our Finance Committee, with authorization delegated from our Board of Directors, approved a $6.0 billion increase that raised the repurchase program capacity to $13.7 billion and extended the program through December 31, 2018. On January 31, 2018, our Finance Committee, with authorization delegated from our Board of Directors, approved an increase of $6.0 billion in the share repurchase program, raising the authorization to $19.7 billion of Common Stock repurchases, and extended the program through December 31, 2020. See related information in Note 13, *Capital Stock*. |

| | [added: | | 2020 | | | | | |] 2019 | | | | [added: | |] 2018 | | | | [removed: 2017] | | [added: 2017] | | [removed: 2016] | | | | [removed: 2015] [added: 2016] | | |

| | [added: | |] (in millions, except per share and employee data) | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]

| Continuing Operations (2) | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Net revenues | [added: | |] $ | [removed: 25,868] [added: 26,581] | | | [added: | |] $ | [removed: 25,938] [added: 25,868] | | | [added: | |] $ | [removed: 25,896] [added: 25,938] | | | [added: | |] $ | [removed: 25,923] [added: 25,896] | | | [added: | |] $ | [removed: 29,636] [added: 25,923] | |

| Cash Flow and Financial Position (3) | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Net cash provided by operating activities | [added: | | 3,964 | | | | | |] 3,965 | | | | [added: | |] 3,948 | | | | [removed: 2,593] | | [added: 2,593] | | [removed: 2,838] | | | | [removed: 3,728] [added: 2,838] | | |

| Capital expenditures | [added: | | 863 | | | | | |] 925 | | | | [added: | |] 1,095 | | | | [removed: 1,014] | | [added: 1,014] | | [removed: 1,224] | | | | [removed: 1,514] [added: 1,224] | | |

| Property, plant and equipment, net | [added: | | 9,026 | | | | | |] 8,733 | | | | [added: | |] 8,482 | | | | [removed: 8,677] | | [added: 8,677] | | [removed: 8,229] | | | | [removed: 8,362] [added: 8,229] | | |

| Long-term debt | [added: | | 17,276 | | | | | |] 14,207 | | | | [added: | |] 12,532 | | | | [removed: 12,972] | | [added: 12,972] | | [removed: 13,217] | | | | [removed: 14,557] [added: 13,217] | | |

| Shares outstanding at year end (4) | [added: | | 1,419 | | | | | |] 1,435 | | | | [added: | |] 1,451 | | | | [removed: 1,488] | | [added: 1,488] | | [removed: 1,528] | | | | [removed: 1,580] [added: 1,528] | | |

| Per Share and Other Data | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Dividends declared per share (5) | [added: | |] $ | [removed: 1.09] [added: 1.20] | | | [added: | |] $ | [removed: 0.96] [added: 1.09] | | | [added: | |] $ | [removed: 0.82] [added: 0.96] | | | [added: | |] $ | [removed: 0.72] [added: 0.82] | | | [added: | |] $ | [removed: 0.64] [added: 0.72] | |

| Common Stock closing price at year end | [added: | |] $ | [removed: 55.08] [added: 58.47] | | | [added: | |] $ | [removed: 40.03] [added: 55.08] | | | [added: | |] $ | [removed: 42.80] [added: 40.03] | | | [added: | |] $ | [removed: 44.33] [added: 42.80] | | | [added: | |] $ | [removed: 44.84] [added: 44.33] | |

| Number of employees | [added: | | 79,000 | | | | | |] 80,000 | | | | [added: | |] 80,000 | | | | [removed: 83,000] | | [added: 83,000] | | [removed: 90,000] | | | | [removed: 99,000] [added: 90,000] | | |

[removed: | (2) | Significant] [added: (2)Significant] items impacting the comparability of our results from continuing operations include: the Simplify to Grow Program; [removed: the contribution of our global coffee businesses and investment in Jacobs Douwe Egberts ("JDE") and related gain] [added: costs associated with JDE Peet's transaction] in [removed: 2015; gain] [added: 2020, gain/loss] on equity method investment transactions in [removed: 2016-2018;] [added: 2016-2020;] other divestitures and sales of property in [removed: 2015-2019;] [added: 2016-2020;] acquisitions in [removed: 2015-2016] [added: 2016] and [removed: 2018-2019;] [added: 2018-2020;] losses on debt extinguishment in [removed: 2015-2018; unrealized gains on the coffee business transaction currency hedges in 2015;] [added: 2016-2018 and 2020;] debt tender offers completed in [removed: 2015-2016] [added: 2016, 2018] and [removed: 2018; loss on deconsolidation of Venezuela in 2015;] [added: 2020;] the remeasurement of net monetary [removed: assets in Venezuela] [added: position] in [removed: 2015 and] Argentina in [removed: 2018-2019; accounting calendar changes in 2015;] [added: 2018-2020;] impairment charges related to intangible assets in [removed: 2015-2019;] [added: 2016-2020;] losses or gains related to interest rate swaps in [removed: 2015-2016] [added: 2016] and [removed: 2018-2019;] [added: 2018-2020;] impacts from the resolution of tax matters in 2017-2018; impacts from pension participation changes in [removed: 2018-2019;] [added: 2018-2020;] CEO transition remuneration in 2017-2019; malware incident incremental expenses in 2017; and our provision for income taxes in all years, including the U.S. tax reform discrete net tax benefits or expenses in primarily 2017-2018 and Swiss tax reform net impacts in 2019. [removed: Please refer to Note 1, *Summary of Significant Accounting Policies*; Note 2, *Divestitures and Acquisitions*; Note 5, *Leases*; Note 6, *Goodwill and Intangible Assets*; Note 7, Equity Method Investments; Note 8, *Restructuring Program*; Note 9, *Debt and Borrowing Arrangements*; Note 10, *Financial Instruments*; Note 11, *Benefit Plans*; Note 14, *Commitments and Contingencies*; Note 16, *Income Taxes*; |]

[added: Please refer to Note 1, *Summary of Significant Accounting Policies*; Note 2, *Acquisitions] and [added: Divestitures*;] Note [added: 5, *Leases*; Note 6, *Goodwill and Intangible Assets*; Note 7, *Equity Method Investments*; Note 8, *Restructuring Program*; Note 9, *Debt and Borrowing Arrangements*; Note 10, *Financial Instruments*; Note 11, *Benefit Plans*; Note 14, *Commitments and Contingencies*; Note 16, *Income Taxes*; and Note] 18, *Segment Reporting*, and our Annual Reports on Form 10-K for earlier periods for additional information regarding items affecting comparability of our results from continuing operations.

[removed: | (3) | Items impacting comparability primarily relate to the Keurig and JDE coffee business transactions in 2015-2016 and the loss on deconsolidation of Venezuela in 2015.] Please also refer to our previously filed Annual Reports on Form 10-K for additional information. [removed: |]

[removed: | (4) | Refer] [added: (4)Refer] to Note 13, *Capital Stock*, for additional information on our share repurchase program activity. [removed: |]

[removed: | (5) | Refer] [added: (5)Refer] to the *Equity and Dividends* section within *Management’s* *Discussion and Analysis of Financial Condition* *and Results of Operations* for information on our dividends. [removed: |]

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Earnings from continuing operations, net of taxes | | | 3,569 | | | | | | 3,944 | | | | | | 3,331 | | | | | | 2,813 | | | | | | 1,683 | | |

| Net earnings attributable to Mondelēz International | | | 3,555 | | | | | | 3,929 | | | | | | 3,317 | | | | | | 2,799 | | | | | | 1,673 | | |

| Per share, basic | | | 2.48 | | | | | | 2.72 | | | | | | 2.25 | | | | | | 1.85 | | | | | | 1.08 | | |

| Per share, diluted | | | 2.47 | | | | | | 2.69 | | | | | | 2.23 | | | | | | 1.83 | | | | | | 1.06 | | |

| Total assets | | | 67,810 | | | | | | 64,515 | | | | | | 62,618 | | | | | | 62,907 | | | | | | 61,460 | | |

| Total Mondelēz International shareholders’ equity | | | $ | 27,578 | | | | | $ | 27,241 | | | | | $ | 25,526 | | | | | $ | 25,945 | | | | | $ | 25,096 | |

| Book value per shares outstanding | | | $ | 19.43 | | | | | $ | 18.98 | | | | | $ | 17.59 | | | | | $ | 17.44 | | | | | $ | 16.42 | |

(1)The selected financial data should be read in conjunction with *Management’s Discussion and Analysis of Financial Condition and* *Results of Operations* and our consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K and Annual Reports on Form 10-K for earlier periods.

During 2020, we moved to a quarter lag for recording Jacobs Douwe Egberts ("JDE") and JDE Peet's N.V. ("JDE Peet's") results and we recast all prior periods since the inception of our investment in JDE in 2015 on the same quarter lag basis.

Please see Note 7, *Equity Method Investments*, for more information.

During 2018, we adopted the new revenue recognition accounting standard update, and it did not have a material impact on any reported periods.

During 2019, we adopted the new lease accounting standard and related updates.

A significant portion of our business is exposed to currency exchange rate fluctuation as a large portion of our assets, liabilities, revenue and expenses must be translated into U.S. dollars for reporting purposes.

Refer to *Management’s Discussion and Analysis of Financial Condition and* *Results of Operations* for a discussion of operating results on a constant currency basis where noted.

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

(3)Items impacting comparability primarily relate to and acquisitions and divestitures during 2016-2020 and the Keurig and JDE coffee business transactions in 2016.

Please refer to Note 2, *Acquisitions and Divestitures,* and our previously filed Annual Reports on Form 10-K for additional information.

[Table of](#i376f2d820f954400995542305180df46_7) [Contents](#i376f2d820f954400995542305180df46_7)

| | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Earnings from continuing operations, net of taxes | 3,885 | | | | 3,395 | | | | 2,842 | | | | 1,645 | | | | 7,291 | | |

| Net earnings attributable to Mondelēz International | 3,870 | | | | 3,381 | | | | 2,828 | | | | 1,635 | | | | 7,267 | | |

| Per share, basic | 2.68 | | | | 2.30 | | | | 1.87 | | | | 1.05 | | | | 4.49 | | |

| Per share, diluted | 2.65 | | | | 2.28 | | | | 1.85 | | | | 1.04 | | | | 4.44 | | |

| Total assets | 64,549 | | | | 62,729 | | | | 62,957 | | | | 61,506 | | | | 62,843 | | |

| Total Mondelēz International shareholders’ equity | $ | 27,275 | | | $ | 25,637 | | | $ | 25,994 | | | $ | 25,141 | | | $ | 28,012 | |

| Book value per shares outstanding | $ | 19.01 | | | $ | 17.67 | | | $ | 17.47 | | | $ | 16.45 | | | $ | 17.73 | |

| | |

| --- | --- |

| (1) | The selected financial data should be read in conjunction with *Management’s Discussion and Analysis of Financial Condition and* *Results of Operations* and our consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K and Annual Reports on Form 10-K for earlier periods. During 2018, we moved to a quarter lag for recording Keurig Green Mountain, Inc. ("Keurig") and Keurig Dr Pepper Inc. ("KDP") results and we recast all prior periods since the inception of our investment in Keurig in 2016 on the same quarter lag basis. Please see Note 7, *Equity Method Investments*, for more information. During 2018, we adopted the new revenue recognition accounting standard update, and it did not have a material impact on any reported periods. See Note 1, *Summary of Significant Accounting Policies*, for more information. During 2019, we adopted the new lease accounting standard and related updates, and we disclose the impacts to our 2019 financial statements in Note 1, *Summary of Significant Accounting Policies*. A significant portion of our business is exposed to currency exchange rate fluctuation as a large portion of our assets, liabilities, revenue and expenses must be translated into U.S. dollars for reporting purposes. Refer to *Management’s Discussion and Analysis of Financial Condition and* *Results of Operations* for a discussion of operating results on a constant currency basis where noted. |

We have audited the accompanying consolidated balance sheets of Mondelēz International, Inc. and its subsidiaries (the [removed: "Company")] [added: “Company”)] as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related consolidated statements of earnings, comprehensive earnings, equity and cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] including the related notes and financial statement schedule for each of the three years in the period ended December 31, [removed: 2019] [added: 2020] listed in the index appearing under Item 15(a) (collectively referred to as the “consolidated financial statements”).

We also have audited the [removed: Company’s] [added: Company's] internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal [removed: Control—Integrated] [added: Control - Integrated] Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019] [added: 2020] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal [removed: Control—Integrated] [added: Control - Integrated] Framework* (2013) issued by the COSO.

As discussed in Note 1 to the consolidated financial statements, the Company changed the manner in which it accounts for [added: a certain equity method investment in 2020 and the manner in which it accounts for] leases in 2019.

[removed: *Non-Amortizable] [added: *Indefinite-Life] Intangible Assets Impairment Assessment*

As described in Notes 1 and 6 to the consolidated financial statements, the Company’s consolidated [removed: non-amortizable] [added: indefinite-life] intangible [removed: assets] [added: asset] balance was [removed: $17.3] [added: $17.5] billion as of December 31, [removed: 2019, and an impairment charge of $57 million was recorded in the year ended December 31, 2019.][added: 2020.]

[removed: Annually,] [added: At least annually] management assesses [removed: non-amortizable] [added: indefinite-life] intangible [removed: assets, which principally consist of brand names,] [added: assets] for impairment by performing a qualitative review and assessing events and circumstances that could affect the fair value or carrying value of the [removed: non-amortizable] [added: indefinite-life] intangible assets.

Management estimates fair value [removed: for each asset] using several accepted valuation methods, including relief of royalty, excess earnings and excess margin, that utilize estimates of future sales, earnings growth rates, royalty rates and discount rates.

The principal considerations for our determination that performing procedures relating to the [removed: non-amortizable] [added: indefinite-life] intangible [removed: assets] [added: asset] impairment assessment is a critical audit matter are [removed: there was] [added: the] significant judgment by management when developing the fair value measurement of the [removed: non-amortizable] [added: indefinite-life] intangible assets.

This in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures to evaluate management’s fair value estimates and significant assumptions, [removed: including] [added: related to] estimates of future sales, earnings growth rates, royalty rates, and discount [removed: rates.][added: rates for certain indefinite-life intangible assets.]

These procedures included testing the effectiveness of controls relating to the [removed: non-amortizable] [added: indefinite-life] intangible [removed: assets] [added: asset] impairment assessment, including controls over the determination of the fair values of [added: certain of] the Company’s [removed: non-amortizable] [added: indefinite-life] intangible assets as part of the annual impairment assessment.

[removed: These procedures also included, among others, testing management’s process for developing the fair value estimate; evaluating the appropriateness of the valuation methods; testing the] completeness and accuracy of underlying data used in the valuation methods; and evaluating the significant assumptions used by [removed: management, including] [added: management related to] the estimates of future sales, earnings growth rates, royalty rates, and discount rates.

Evaluating management’s assumptions related to estimates of future sales and earnings growth rates involved evaluating whether the assumptions used by management were reasonable considering (i) the [added: current and past performance of the indefinite-life intangible assets, (ii) the consistency with external market and industry data, and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit.]

Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company’s valuation methods and [removed: certain significant assumptions, including] the royalty rates and discount [removed: rates.][added: rates significant assumptions.]

[added: |] February [removed: 7,] [added: 26,] 2020 [added: | | | — | | | | | | — | | | | | | 1,500 | | | | | | — | | |]

| | [removed: 2019] | | [added: 2020] | | [removed: 2018] | | | | [removed: 2017] [added: 2019] | | | [added: | | | 2018 | | |]

| Net revenues | [added: | |] $ | [removed: 25,868] [added: 26,581] | | | [added: | |] $ | [removed: 25,938] [added: 25,868] | | | [added: | |] $ | [removed: 25,896] [added: 25,938] | |

| Cost of sales | [removed: 15,531] | | [added: 16,135] | | [removed: 15,586] | | | | [removed: 15,862] [added: 15,531] | | | [added: | | | 15,586 | | |]

| Gross profit | [removed: 10,337] | | [added: 10,446] | | [removed: 10,352] | | | | [removed: 10,034] [added: 10,337] | | | [added: | | | 10,352 | | |]

| Selling, general and administrative expenses | [removed: 6,136] | | [added: 6,098] | | [removed: 6,475] | | | | [removed: 5,938] [added: 6,136] | | | [added: | | | 6,475 | | |]

| Asset impairment and exit costs | [removed: 228] | | [added: 301] | | [removed: 389] | | | | [removed: 642] [added: 228] | | | [added: | | | 389 | | |]

| Net [removed: gains] [added: gain] on divestitures | [removed: (44] | | [removed: )] [added: —] | | [removed: —] | | | | [removed: (186] [added: (44)] | | [removed: )] | [added: | | | — | | |]

| Operating income | [removed: 3,843] | | [added: 3,853] | | [removed: 3,312] | | | | [removed: 3,462] [added: 3,843] | | | [added: | | | 3,312 | | |]

| Benefit plan non-service income | [removed: (60] | | [removed: )] [added: (138)] | | [removed: (50] | | [removed: )] | | [removed: (44] [added: (60)] | | [removed: )] | [added: | | | (50) | | |]

| Interest and other expense, net | [removed: 456] | | [added: 608] | | [removed: 520] | | | | [removed: 382] [added: 456] | | | [added: | | | 520 | | |]

| Earnings before income taxes | [removed: 3,447] | | [added: 3,383] | | [removed: 2,842] | | | | [removed: 3,124] [added: 3,447] | | | [added: | | | 2,842 | | |]

| Provision for income [removed: taxes] [added: taxes:] | [removed: (2] | | [removed: )] | | [removed: (773] | | [removed: )] | | [removed: (666] | | [removed: )] | [added: | | | | | |]

| Net [removed: (loss)/gain] [added: loss/(gain)] on equity method investment transactions | [removed: (2] | | [removed: )] [added: (989)] | | [removed: 778] | | | | [removed: 40] [added: 2] | | | [added: | | | (778) | | |]

| Equity method investment net earnings | [added: | | $ |] 442 | | | | [added: | $ | 501 | | | | | $ |] 548 | | | | [removed: 344] | [added: $] | [added: 484] | [added: |]

| Net earnings | [added: | |] 3,885 | | | | [added: | | 3,944 | | | | | |] 3,395 | | | | [removed: 2,842] | | [added: 3,331] | [added: | |]

| Noncontrolling interest earnings | [removed: (15] | | [removed: )] [added: (14)] | | [removed: (14] | | [removed: )] | | [removed: (14] [added: (15)] | | [removed: )] | [added: | | | (14) | | |]

| Net earnings attributable to Mondelēz International | [removed: $] | [added: |] 3,870 | | | [removed: $] | [added: | | 3,929 | | | | | |] 3,381 | | | [removed: $] | [removed: 2,828] | | [added: 3,317 | | |]

| Per share data: | | | | | | | | | | | | [added: | | | | | |]

| [removed: Basic earnings] [added: Earnings] per share attributable to Mondelēz [removed: International] [added: International:] | [removed: $] | [removed: 2.68] | | | [removed: $] | [removed: 2.30] | | | [removed: $] | [removed: 1.87] | | [added: | | | | | | | | | | | |]