Item 1. Financial Statements

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Item 1. Financial Statements

Mondelēz International, Inc. and Subsidiaries

Condensed Consolidated Statements of Earnings

(in millions of U.S. dollars, except per share data)

(Unaudited)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
Net revenues	$	7,763	$	7,182	$	22,801	$	21,062
Cost of sales	5,150		4,358		14,564		12,641
Gross profit	2,613		2,824		8,237		8,421
Selling, general and administrative expenses	1,884		1,436		5,253		4,593
Asset impairment and exit costs	18		62		188		286
Gain on acquisition	—		—		—		(9)
Amortization of intangible assets	32		32		96		102
Operating income	679		1,294		2,700		3,449
Benefit plan non-service income	(30)		(37)		(93)		(135)
Interest and other expense, net	71		82		337		358
Earnings before income taxes	638		1,249		2,456		3,226
Income tax provision	(184)		(342)		(595)		(952)
(Loss)/gain on equity method investment transactions	(6)		250		(19)		745
Equity method investment net earnings	85		105		300		290
Net earnings	533		1,262		2,142		3,309
Noncontrolling interest earnings	(1)		(4)		(8)		(12)
Net earnings attributable to Mondelēz International	$	532	$	1,258	$	2,134	$	3,297
Per share data:
Basic earnings per share attributable to Mondelēz International	$	0.39	$	0.90	$	1.55	$	2.34
Diluted earnings per share attributable to Mondelēz International	$	0.39	$	0.89	$	1.54	$	2.33

See accompanying notes to the condensed consolidated financial statements.

Mondelēz International, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Earnings

(in millions of U.S. dollars)

(Unaudited)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
Net earnings	$	533	$	1,262	$	2,142	$	3,309
Other comprehensive earnings/(losses), net of tax:
Currency translation adjustment	(667)		(397)		(1,016)		(376)
Pension and other benefit plans	57		67		317		138
Derivative cash flow hedges	5		(7)		65		12
Total other comprehensive earnings/(losses)	(605)		(337)		(634)		(226)
Comprehensive earnings/(losses)	(72)		925		1,508		3,083
less: Comprehensive earnings/(losses) attributable to noncontrolling interests	(11)		(1)		(19)		—
Comprehensive earnings/(losses) attributable to Mondelēz International	$	(61)	$	926	$	1,527	$	3,083

See accompanying notes to the condensed consolidated financial statements.

Mondelēz International, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(in millions of U.S. dollars, except share data)

(Unaudited)


	September 30, 2022		December 31, 2021
ASSETS
Cash and cash equivalents	$	2,177	$	3,546
Trade receivables (net of allowances of $42 at September 30, 2022 and $37 at December 31, 2021)	2,819		2,337
Other receivables (net of allowances of $49 at September 30, 2022 and $49 at December 31, 2021)	684		851
Inventories, net	3,393		2,708
Other current assets	837		900
Total current assets	9,910		10,342
Property, plant and equipment, net	8,632		8,658
Operating lease right of use assets	668		613
Goodwill	22,387		21,978
Intangible assets, net	19,313		18,291
Prepaid pension assets	1,078		1,009
Deferred income taxes	482		541
Equity method investments	4,498		5,289
Other assets	1,068		371
TOTAL ASSETS	$	68,036	$	67,092
LIABILITIES
Short-term borrowings	$	1,753	$	216
Current portion of long-term debt	100		1,746
Accounts payable	6,726		6,730
Accrued marketing	2,258		2,097
Accrued employment costs	829		822
Other current liabilities	2,655		2,397
Total current liabilities	14,321		14,008
Long-term debt	19,811		17,550
Long-term operating lease liabilities	523		459
Deferred income taxes	3,401		3,444
Accrued pension costs	537		681
Accrued postretirement health care costs	291		301
Other liabilities	2,482		2,326
TOTAL LIABILITIES	41,366		38,769
Commitments and Contingencies (Note 12)
EQUITY
Common Stock, no par value (5,000,000,000 shares authorized and 1,996,537,778 shares issued at September 30, 2022 and December 31, 2021)	—		—
Additional paid-in capital	32,116		32,097
Retained earnings	31,437		30,806
Accumulated other comprehensive losses	(11,231)		(10,624)
Treasury stock, at cost (629,145,172 shares at September 30, 2022 and 604,907,239 shares at December 31, 2021)	(25,681)		(24,010)
Total Mondelēz International Shareholders’ Equity	26,641		28,269
Noncontrolling interest	29		54
TOTAL EQUITY	26,670		28,323
TOTAL LIABILITIES AND EQUITY	$	68,036	$	67,092

See accompanying notes to the condensed consolidated financial statements.

Mondelēz International, Inc. and Subsidiaries

Condensed Consolidated Statements of Equity

(in millions of U.S. dollars, except per share data)

(Unaudited)


	Mondelēz International Shareholders’ Equity
	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Earnings/ (Losses)		Treasury Stock		Non-controlling Interest		Total Equity
Three Months Ended September 30, 2022
Balances at July 1, 2022	$	—	$	32,086	$	31,431	$	(10,638)	$	(25,368)	$	42	$	27,553
Comprehensive earnings/(losses):
Net earnings	—		—		532		—		—		1		533
Other comprehensive earnings/(losses), net of income taxes	—		—		—		(593)		—		(12)		(605)
Exercise of stock options and issuance of other stock awards	—		30		(2)		—		25		—		53
Common Stock repurchased	—		—		—		—		(338)		—		(338)
Cash dividends declared ($0.390 per share)	—		—		(524)		—		—		—		(524)
Dividends paid on noncontrolling interest and other activities	—		—		—		—		—		(2)		(2)
Balances at September 30, 2022	$	—	$	32,116	$	31,437	$	(11,231)	$	(25,681)	$	29	$	26,670
Nine Months Ended September 30, 2022
Balances at January 1, 2022	$	—	$	32,097	$	30,806	$	(10,624)	$	(24,010)	$	54	$	28,323
Comprehensive earnings/(losses):
Net earnings	—		—		2,134		—		—		8		2,142
Other comprehensive earnings/(losses), net of income taxes	—		—		—		(607)		—		(27)		(634)
Exercise of stock options and issuance of other stock awards	—		19		(13)		—		172		—		178
Common Stock repurchased	—		—		—		—		(1,843)		—		(1,843)
Cash dividends declared ($1.090 per share)	—		—		(1,493)		—		—		—		(1,493)
Dividends paid on noncontrolling interest and other activities	—		—		3		—		—		(6)		(3)
Balances at September 30, 2022	$	—	$	32,116	$	31,437	$	(11,231)	$	(25,681)	$	29	$	26,670
Three Months Ended September 30, 2021
Balances at July 1, 2021	$	—	$	32,042	$	29,538	$	(10,572)	$	(23,465)	$	77	$	27,620
Comprehensive earnings/(losses):
Net earnings	—		—		1,258		—		—		4		1,262
Other comprehensive earnings/(losses), net of income taxes	—		—		—		(332)		—		(5)		(337)
Exercise of stock options and issuance of other stock awards	—		24		(3)		—		22		—		43
Common Stock repurchased	—		—		—		—		(326)		—		(326)
Cash dividends declared ($0.315 per share)	—		—		(489)		—		—		—		(489)
Dividends paid on noncontrolling interest and other activities	—		—		1		—		—		(20)		(19)
Balances at September 30, 2021	$	—	$	32,066	$	30,305	$	(10,904)	$	(23,769)	$	56	$	27,754
Nine Months Ended September 30, 2021
Balances at January 1, 2021	$	—	$	32,070	$	28,402	$	(10,690)	$	(22,204)	$	76	$	27,654
Comprehensive earnings/(losses):
Net earnings	—		—		3,297		—		—		12		3,309
Other comprehensive earnings/(losses), net of income taxes	—		—		—		(214)		—		(12)		(226)
Exercise of stock options and issuance of other stock awards	—		(4)		(21)		—		229		—		204
Common Stock repurchased	—		—		—		—		(1,794)		—		(1,794)
Cash dividends declared ($0.630 per share)	—		—		(1,378)		—		—		—		(1,378)
Dividends paid on noncontrolling interest and other activities	—		—		5		—		—		(20)		(15)
Balances at September 30, 2021	$	—	$	32,066	$	30,305	$	(10,904)	$	(23,769)	$	56	$	27,754

See accompanying notes to the condensed consolidated financial statements.

Mondelēz International, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(in millions of U.S. dollars)

(Unaudited)


	For the Nine Months Ended September 30,
	2022		2021
CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES
Net earnings	$	2,142	$	3,309
Adjustments to reconcile net earnings to operating cash flows:
Depreciation and amortization	819		837
Stock-based compensation expense	88		88
Deferred income tax (benefit)/provision	41		159
Asset impairments and accelerated depreciation	178		203
Loss on early extinguishment of debt	38		110
Gain on acquisition	—		(9)
Loss/(gain) on equity method investment transactions	19		(745)
Equity method investment net earnings	(300)		(290)
Distributions from equity method investments	169		158

Other non-cash items, net	252		(52)
Change in assets and liabilities, net of acquisitions and divestitures:
Receivables, net	(625)		(417)
Inventories, net	(745)		(342)
Accounts payable	332		420
Other current assets	(143)		(259)
Other current liabilities	413		(231)
Change in pension and postretirement assets and liabilities, net	(162)		(219)
Net cash provided by operating activities	2,516		2,720
CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES
Capital expenditures	(621)		(639)
Acquisitions, net of cash received	(3,978)		(833)
Proceeds from divestitures including equity method investments	604		1,498
Proceeds from derivative settlements and other	585		80
Net cash (used in)/provided by investing activities	(3,410)		106
CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES


Net issuances/(repayments) of short-term borrowings	1,370		207
Long-term debt proceeds	4,490		5,921
Long-term debt repayments	(3,005)		(5,898)
Repurchases of Common Stock	(1,838)		(1,824)
Dividends paid	(1,457)		(1,337)
Other	143		(40)
Net cash used in financing activities	(297)		(2,971)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(167)		(97)
Cash, cash equivalents and restricted cash:
(Decrease)/Increase	(1,358)		(242)
Balance at beginning of period	3,553		3,650
Balance at end of period	$	2,195	$	3,408

See accompanying notes to the condensed consolidated financial statements.

Mondelēz International, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1. Basis of Presentation

Our interim condensed consolidated financial statements are unaudited. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted. It is management’s opinion that these financial statements include all normal and recurring adjustments necessary for a fair presentation of our results of operations, financial position and cash flows. Results of operations for any interim period are not necessarily indicative of future or annual results. For a complete set of consolidated financial statements and related notes, refer to our Annual Report on Form 10-K for the year ended December 31, 2021.

Principles of Consolidation:

The condensed consolidated financial statements include Mondelēz International, Inc. as well as our wholly owned and majority owned subsidiaries, except our Venezuelan subsidiaries that were deconsolidated in 2015. All intercompany transactions are eliminated. The noncontrolling interest represents the noncontrolling investors' interests in the results of subsidiaries that we control and consolidate. We account for investments over which we exercise significant influence under the equity method of accounting. Investments over which we do not have significant influence or control are not material and as there are no readily determinable fair values for the equity interests, these investments are carried at cost with changes in the investment recognized to the extent cash is received.

War in Ukraine

In February 2022, Russia began a military invasion of Ukraine and we closed our operations and facilities in Ukraine. In March 2022, our two Ukrainian manufacturing facilities in Trostyanets and Vyshhorod were significantly damaged. During the first quarter of 2022, we evaluated and impaired these and other related assets. We recorded $143 million of total expenses ($145 million after-tax) incurred as a direct result of the war, including $75 million recorded in asset impairment and exit costs*,* $44 million in cost of sales and $24 million in selling, general and administrative expenses. We recorded $75 million of property, plant and equipment impairments, $33 million of estimated inventory write-offs, $19 million of increased estimated allowances for trade receivables and $16 million in accrued expenses. During the second and third quarters of 2022, we reversed approximately $15 million and $7 million, respectively, of previously recorded charges primarily as a result of higher than expected collection of trade receivables and inventory recoveries. We continue to consolidate both our Ukrainian and Russian subsidiaries and continue to evaluate our ability to control our operating activities and businesses on an ongoing basis. In connection with these findings and impacts, we have made estimates and assumptions based on information available to us. We base our estimates on historical experience, expectations of future impacts and other assumptions that we believe are reasonable. Given the uncertainty of the ongoing effects of the war in Ukraine, and its impact on the global economic environment, our estimates could be significantly different than future performance.

Currency Translation and Highly Inflationary Accounting:

We translate the results of operations of our subsidiaries from multiple currencies using average exchange rates during each period and translate balance sheet accounts using exchange rates at the end of each period. We record currency translation adjustments as a component of equity (except for highly inflationary currencies) and realized exchange gains and losses on currency transactions in earnings.

Highly inflationary accounting is triggered when a country’s three-year cumulative inflation rate exceeds 100%. It requires the remeasurement of financial statements of subsidiaries in the country from the functional currency of the subsidiary to our U.S. dollar reporting currency. Local currency monetary assets and liabilities are remeasured into U.S. dollars using exchange rates as of the latest balance sheet date, with remeasurement gains and losses recognized in net earnings.

Türkiye. During the first quarter of 2022, primarily based on data published by the Türkiye Statistical Institute that indicated that Türkiye's three-year cumulative inflation rate exceeded 100%, we concluded that Türkiye became a highly inflationary economy for accounting purposes. As of April 1, 2022, we began to apply highly inflationary accounting for our subsidiaries operating in Türkiye and changed their functional currency from the Turkish lira to the U.S. dollar. Our operations in Türkiye contributed $52 million or 0.7% of our condensed consolidated net revenues in the three months and $141 million or 0.6% of our condensed consolidated net revenues in the nine

months ended September 30, 2022. As of September 30, 2022, our operations in Türkiye had $3 million of Turkish lira denominated net monetary liabilities. Within selling, general and administrative expenses, we recorded a remeasurement gain of $1 million during the three months and nine months ended September 30, 2022 related to the revaluation of the Turkish lira denominated net monetary position over these periods.

Argentina. During the second quarter of 2018, primarily based on published estimates that indicated that Argentina's three-year cumulative inflation rate exceeded 100%, we concluded that Argentina became a highly inflationary economy for accounting purposes. As of July 1, 2018, we began to apply highly inflationary accounting for our Argentinean subsidiaries and changed their functional currency from the Argentinean peso to the U.S. dollar. Our operations in Argentina contributed $139 million or 1.8% of consolidated net revenues in the three months and $407 million or 1.8% of our condensed consolidated net revenues in the nine months ended September 30, 2022. As of September 30, 2022, our Argentinean operations had $12 million of Argentinean peso denominated net monetary assets. Within selling, general and administrative expenses, we recorded a remeasurement loss of $12 million during the three months and $27 million during the nine months ended September 30, 2022 as well as a remeasurement loss of $2 million during the three months and $10 million during the nine months ended September 30, 2021 related to the revaluation of the Argentinean peso denominated net monetary position over these periods.

Other Countries. Since we sell our products in over 150 countries and have operations in approximately 80 countries, we monitor economic and currency-related risks and seek to take protective measures in response to potential exposures. We continue to monitor the developments in Ukraine and Russia and the COVID-19 global pandemic and related impacts to our business operations, currencies and net monetary exposures. Related to the war and pandemic, most countries in which we do business experienced periods of significant economic uncertainty, inflation and exchange rate volatility. At this time, within our consolidated entities, Argentina and Türkiye are highly inflationary economies as noted above, and we continue to monitor currency volatility and associated risks, such as increased risk of highly inflationary economies and related accounting.

Cash, Cash Equivalents and Restricted Cash:

Cash and cash equivalents include demand deposits with banks and all highly liquid investments with original maturities of three months or less. We also have restricted cash that is recorded within other current assets of $18 million as of September 30, 2022 and $7 million as of December 31, 2021. Total cash, cash equivalents and restricted cash was $2,195 million as of September 30, 2022 and $3,553 million as of December 31, 2021.

Allowances for Credit Losses:

The allowances for credit losses are recorded against our receivables. They are developed at a country and region level based on historical collection experiences, current economic condition of specific customers and the forecasted economic condition of countries using various factors such as bond default rates and consumption indexes. We write off receivables once it is determined that the receivables are no longer collectible and as allowed by local laws.

Changes in allowances for credit losses consisted of:


	Allowance for Trade Receivables		Allowance for Other Current Receivables		Allowance for Long-Term Receivables
	(in millions)
Balance at January 1, 2022	$	(37)	$	(49)	$	(10)
Current period provision for expected credit losses	(9)		(7)		(3)
Write-offs charged against the allowance	1		3		—

Currency	3		4		—
Balance at September 30, 2022	$	(42)	$	(49)	$	(13)

Transfers of Financial Assets:

We account for transfers of financial assets, such as uncommitted revolving non-recourse accounts receivable factoring arrangements, when we have surrendered control over the related assets. Determining whether control has transferred requires an evaluation of relevant legal considerations, an assessment of the nature and extent of our continuing involvement with the assets transferred and any other relevant considerations. We use receivable factoring arrangements periodically when circumstances are favorable to manage liquidity. We have non-recourse

factoring arrangements in which we sell eligible trade receivables primarily to banks in exchange for cash. We may then continue to collect the receivables sold, acting solely as a collecting agent on behalf of the banks. The outstanding principal amount of receivables under these arrangements amounted to $743 million as of September 30, 2022 and $761 million as of December 31, 2021. The incremental cost of factoring receivables under this arrangement was not material for all periods presented. The proceeds from the sales of receivables are included in cash from operating activities in the condensed consolidated statements of cash flows.

Non-Cash Lease Transactions:

We recorded $206 million in operating lease and $135 million in finance lease right-of-use assets obtained in exchange for lease obligations during the nine months ended September 30, 2022 and $159 million in operating lease and $59 million in finance lease right-of-use assets obtained in exchange for lease obligations during the nine months ended September 30, 2021.

New Accounting Pronouncements:

In October 2021, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) which requires companies to recognize and measure customer contract assets and contract liabilities acquired in a business combination as if the acquiring company originated the related revenue contracts. Prior to adopting this ASU, acquired contract assets and liabilities were measured at fair value. This ASU is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. We are evaluating the timing and effects of adopting this ASU and currently we do not expect this ASU to have a material impact on our consolidated financial statements.

In March 2020 and subsequently in January 2021, the FASB issued an ASU to provide optional accounting guidance for a limited period of time to ease the potential burden in accounting for reference rate reform. The guidance provides optional expedients and exceptions to existing accounting requirements for contract modifications and hedge accounting related to transitioning from discontinued reference rates, such as LIBOR, to alternative reference rates, if certain criteria are met. The new accounting requirements can be applied as of the beginning of the interim period including March 12, 2020, or any date thereafter, through December 31, 2022. We expect to adopt this standard in the fourth quarter of 2022. Based on our evaluation of our contracts to date, we do not expect this ASU to have a material impact on our consolidated financial statements.

In September 2022, the FASB issued an ASU which enhances the transparency of supplier finance programs by requiring additional disclosure about the key terms of these programs and a rollforward of the related obligations to understand the effects of these programs on working capital, liquidity and cash flows. The ASU is effective for fiscal years beginning after December 15, 2022, except for the rollforward requirement, which is effective for fiscal years beginning after December 15, 2023. Early adoption is permitted. We are currently assessing the impact on our consolidated financial statements and related disclosures.

Note 2. Acquisitions and Divestitures

On November 1, 2022, we acquired Grupo Bimbo's confectionery business, Ricolino, located primarily in Mexico. The cash consideration paid for Ricolino totaled $1.3 billion. During the nine months ended September 30, 2022, we incurred $1 million of acquisition-related costs. We also incurred during the three and nine months ended September 30, 2022, acquisition integration costs of $7 million in preparation for the acquisition.

On August 1, 2022, we acquired 100% of the equity of Clif Bar & Company (“Clif Bar”), a leading U.S. maker of nutritious energy bars with organic ingredients. The acquisition expands our global snack bar business and complements our refrigerated snacking and performance nutrition bar portfolios. The total cash payment of $2.9 billion includes purchase price consideration of $2.6 billion, net of cash received, and one-time compensation expense of $0.3 billion related to the buyout of the non-vested employee stock ownership plan ("ESOP") shares. This compensation expense is considered an acquisition-related cost. The acquisition of Clif Bar includes a contingent consideration arrangement that may require us to pay additional consideration to the sellers for achieving certain revenue and earnings targets in 2025 and 2026 that exceed our base financial projections for the business implied in the upfront purchase price. The possible payments range from zero to a maximum total of $2.4 billion, with higher payouts requiring the achievement of targets that generate rates of returns in excess of the base financial projections. The estimated fair value of the contingent consideration obligation at the acquisition date was $440 million determined using a Monte Carlo simulation. Significant assumptions used in assessing the fair value of the liability include financial projections for net revenue, gross profit, and earnings before interest, tax, depreciation and amortization ("EBITDA"), as well as discount and volatility rates.

We are working to complete the valuation and have recorded a preliminary purchase price allocation of:


	(in millions)
Cash	$	99
Receivables	76
Inventory	124
Other current assets	9
Property, plant and equipment	186
Operating leases right of use assets	22
Deferred tax assets	93
Definite life intangible assets	200
Indefinite life intangible assets	1,450
Goodwill	1,016
Other assets	14
Assets acquired	$	3,289
Current liabilities	159
Contingent consideration	440
Other liabilities	15
Total purchase price	2,675
Less: cash received	(99)
Net Cash Paid	$	2,576

Within identifiable intangible assets, we allocated $1,450 million to trade names, which have an indefinite-life. The fair value for the Clif and Luna trade names, were determined using the relief-from-royalty method, a form of the income approach, at the acquisition date. The fair value measurement of intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair values of intangible assets include forecasted future revenue, discount and royalty rates. We expect to generate a meaningful cash tax benefit over time from the amortization of acquisition-related intangibles.

Goodwill was determined as the excess of the purchase price over the fair value of the net assets acquired and arises principally as a result of expansion opportunities and synergies across the U.S. and other key markets. All of the goodwill was assigned to the North America segment. Tax deductible goodwill is expected to be $1.4 billion and will be amortized.

Clif Bar added incremental net revenues of $157 million and operating loss of $33 million during the three months ended September 30, 2022. The operating loss includes acquisition integration costs of $16 million and an inventory step-up charge of $20 million incurred during the three months ended September 30, 2022. We also incurred acquisition-related costs of $292 million during the three months and $296 million during the nine months ended September 30, 2022. These acquisition-related costs are primarily related to the buyout of the non-vested ESOP shares.

On January 3, 2022, we acquired Chipita Global S.A. (“Chipita”), a leading croissants and baked snacks company in the Central and Eastern European markets. The acquisition of Chipita offers a strategic complement to our existing portfolio and advances our strategy to become the global leader in broader snacking. The cash consideration paid for Chipita totaled €1.2 billion ($1.4 billion), net of cash received, plus the assumption of Chipita’s debt of €0.5 billion ($0.4 billion) for a total purchase price of €1.7 billion ($1.8 billion).

We are working to complete the valuation and have recorded a preliminary purchase price allocation of:


	(in millions)
Cash	$	52
Receivables	102
Inventory	60
Other current assets	3
Property, plant and equipment	383
Finance leases right of use assets	8
Definite life intangible assets	48
Indefinite life intangible assets	686
Goodwill	791
Other assets	77
Assets acquired	$	2,210
Current liabilities	133
Deferred tax liability	158
Finance lease liabilities	8
Other liabilities	21
Total purchase price	$	1,890
Less: long-term debt	(436)
Less: cash received	(52)
Net Cash Paid	$	1,402

Within identifiable intangible assets, we allocated $686 million to trade names, which have an indefinite-life. The fair value for the 7 Days trade name, which is the primary asset acquired, was determined using the multi-period excess earnings method under the income approach at the acquisition date. The fair value measurements of intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair values of intangible assets include forecasted future cash flows and discount rates.

Goodwill was determined as the excess of the purchase price over the fair value of the net assets acquired and arises principally as a result of expansion opportunities and synergies across both new and legacy product categories. None of the goodwill recognized is expected to be deductible for income tax purposes. All of the goodwill was assigned to the Europe segment.

Chipita added incremental net revenues of $158 million during the three months and $490 million during the nine months ended September 30, 2022, and operating income of $25 million during the three months and $39 million during the nine months ended September 30, 2022. We incurred acquisition-related costs of $21 million during the nine months ended September 30, 2022 and $6 million during the nine months ended September 30, 2021. We incurred acquisition integration costs of $14 million during the three months and $85 million during the nine months ended September 30, 2022. We incurred acquisition integration costs of $6 million in the three and nine months ended September 30, 2021.

On November 1, 2021, we completed the sale of MaxFoods Pty Ltd, an Australian packaged seafood business that we had acquired as part of our acquisition of Gourmet Food Holdings Pty Ltd (“Gourmet Food”). The sales price was $57 million Australian dollars ($41 million), net of cash divested with the business, and we recorded an immaterial loss on the transaction.

On April 1, 2021, we acquired Gourmet Food, a leading Australian food company in the premium biscuit and cracker category, for closing cash consideration of approximately $450 million Australian dollars ($343 million), net of cash received. We have recorded a purchase price allocation of net tangible and intangible assets acquired and liabilities assumed of $41 million to indefinite-lived intangible assets, $80 million to definite-lived intangible assets, $164 million to goodwill, $19 million to property, plant and equipment, $18 million to inventory, $25 million to accounts receivable, $12 million to other assets, $5 million to operating right of use assets, $3 million to other current assets, $19 million to current liabilities and $5 million to long-term operating lease liabilities. Through the one-year anniversary of the acquisition, Gourmet Food added incremental net revenues of $14 million, and operating income of $1 million during the nine months ended September 30, 2022. We incurred acquisition integration costs of $1 million during the three months ended September 30, 2022. We incurred acquisition-related costs of $7 million during the nine months ended September 30, 2021.

On March 25, 2021, we acquired a majority interest in Lion/Gemstone Topco Ltd ("Grenade"), a performance nutrition leader in the United Kingdom, for closing cash consideration of £188 million ($261 million), net of cash received. The acquisition of Grenade expands our position into the premium nutrition segment. We have recorded a purchase price allocation of net tangible and intangible assets acquired and liabilities assumed of $82 million to indefinite-lived intangible assets, $28 million to definite-lived intangible assets, $181 million to goodwill, $1 million to property, plant and equipment, $11 million to inventory, $18 million to accounts receivable, $25 million to current liabilities, $20 million to deferred tax liabilities and $15 million to long-term other liabilities. Through the one-year anniversary of the acquisition, Grenade added incremental net revenues of $21 million, and operating income of $2 million during the nine months ended September 30, 2022. We incurred acquisition-related costs of $2 million during the nine months ended September 30, 2021.

On January 4, 2021, we acquired the remaining 93% of equity of Hu Master Holdings ("Hu"), a category leader in premium chocolate in the United States, which provides a strategic complement to our snacking portfolio in North America through growth opportunities in chocolate and other categories in the well-being category. The initial cash consideration paid was $229 million, net of cash received, and we may be required to pay additional contingent consideration. The estimated fair value of the contingent consideration obligation at the acquisition date was $132 million and was determined using a Monte Carlo simulation based on forecasted future results. During the third quarter of 2021, we recorded a $70 million reduction to the liability due to changes in the expected pace of growth. During the third quarter of 2022, we recorded an additional $7 million reduction to the liability due to further changes to forecasted future results. As a result of acquiring the remaining equity interest, we consolidated the operations prospectively from the date of acquisition and recorded a pre-tax gain of $9 million ($7 million after-tax) related to stepping up our previously-held $8 million (7%) investment to fair value. We have recorded a purchase price allocation of net tangible and intangible assets acquired and liabilities assumed of $123 million to indefinite-lived intangible assets, $51 million to definite-lived intangible assets, $202 million to goodwill, $1 million to property, plant and equipment, $2 million to inventory, $4 million to accounts receivable, $5 million to current liabilities and $132 million to long-term other liabilities. We incurred acquisition-related costs of $9 million during the nine months ended September 30, 2021.

Note 3. Inventories

Inventories consisted of the following:


	As of September 30, 2022		As of December 31, 2021
	(in millions)
Raw materials	$	1,037	$	770
Finished product	2,492		2,054
	3,529		2,824
Inventory reserves	(136)		(116)
Inventories, net	$	3,393	$	2,708

Note 4. Property, Plant and Equipment

Property, plant and equipment consisted of the following:


	As of September 30, 2022		As of December 31, 2021
	(in millions)
Land and land improvements	$	349	$	379
Buildings and building improvements	3,123		3,139
Machinery and equipment	11,474		11,842
Construction in progress	783		732
	15,729		16,092
Accumulated depreciation	(7,097)		(7,434)
Property, plant and equipment, net	$	8,632	$	8,658

For the nine months ended September 30, 2022, capital expenditures of $621 million excluded $255 million of accrued capital expenditures remaining unpaid at September 30, 2022 and included payment for $249 million of

capital expenditures that were accrued and unpaid at December 31, 2021. For the nine months ended September 30, 2021, capital expenditures of $639 million excluded $237 million of accrued capital expenditures remaining unpaid at September 30, 2021 and included payment for $275 million of capital expenditures that were accrued and unpaid at December 31, 2020.

In connection with our restructuring program, we recorded non-cash property, plant and equipment write-downs (including accelerated depreciation and asset impairments) and losses/(gains) on disposal in the condensed consolidated statements of earnings within asset impairment and exit costs and within the segment results as follows (refer to Note 7, Restructuring Program).


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Latin America	$	(2)	$	—	$	(3)	$	—
AMEA	2		—		2		(16)
Europe	1		3		4		6
North America	(11)		48		(7)		165
Total	$	(10)	$	51	$	(4)	$	155

Note 5. Goodwill and Intangible Assets

Goodwill by segment was:


	As of September 30, 2022		As of December 31, 2021
	(in millions)
Latin America	$	680	$	674
AMEA	3,067		3,365
Europe	7,542		7,830
North America	11,098		10,109
Goodwill	$	22,387	$	21,978

Intangible assets consisted of the following:


	As of September 30, 2022		As of December 31, 2021
	(in millions)
Indefinite-life intangible assets	$	18,223	$	17,299
Definite-life intangible assets	3,051		2,991
	21,274		20,290
Accumulated amortization	(1,961)		(1,999)
Intangible assets, net	$	19,313	$	18,291

Indefinite-life intangible assets consist principally of brand names purchased through our acquisitions of Nabisco Holdings Corp., the global LU biscuit business of Groupe Danone S.A., Cadbury Limited and Clif Bar. Definite-life intangible assets consist primarily of brands, customer-related intangibles, process technology, licenses and non-compete agreements.

Amortization expense for intangible assets was $32 million for the three months and $96 million for the nine months ended September 30, 2022 and $32 million for the three months and $102 million for the nine months ended September 30, 2021. For the next five years, we currently estimate annual amortization expense of approximately $130 million in 2022-2024, approximately $110 million in 2025 and approximately $75 million in 2026 (reflecting September 30, 2022 exchange rates).

Changes in goodwill and intangible assets consisted of:


	Goodwill		Intangible Assets, at cost
	(in millions)
Balance at January 1, 2022	$	21,978	$	20,290
Currency	(1,391)		(1,301)
Divestiture	(8)		—
Acquisitions	1,808		2,386
Asset impairments	—		(101)
Balance at September 30, 2022	$	22,387	$	21,274

Changes to goodwill and intangibles were:

Acquisitions - In connection with our 2022 acquisitions, we recorded preliminary purchase price allocations of $1 billion to goodwill and $1.7 billion to intangible assets for Clif Bar and $791 million to goodwill and $734 million to intangible assets for Chipita. See Note 2, Acquisitions and Divestitures, for additional information.
Asset impairment - As further described below, we recorded a $78 million and $23 million intangible asset impairment, during the first and third quarters of 2022, respectively, in Asia, Middle East and Africa ("AMEA") due to lower than expected growth and profitability of two local biscuit brands sold in select markets in AMEA and Europe.

During the third quarter of 2022, we performed our annual impairment assessment test for goodwill and indefinite-life intangible assets as of July 1, 2022.

Our 2022 annual testing of goodwill resulted in no impairments as each reporting unit had sufficient fair value in excess of its carrying value. As part of our goodwill quantitative annual impairment testing, we compare a reporting unit's estimated fair value with its carrying value. If the carrying value of a reporting unit's net assets exceeds its fair value, we would record an impairment based on the difference between the carrying value and fair value of the reporting unit. We estimate a reporting unit's fair value using a discounted cash flow method that incorporates planned growth rates, market-based discount rates and estimates of residual value. This year, for our Europe and North America reporting units, we used a market based, weighted-average cost of capital of 6.8% to discount the projected cash flows of those operations. For our Latin America and AMEA reporting units, we used a risk-rated discount rate of 9.8%. Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding our future plans and industry and economic conditions based on available information. Given the uncertainty of the global economic environment, those estimates could be significantly different than future performance. While all reporting units passed our annual impairment testing, if planned business performance expectations are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then the estimated fair values of a reporting unit or reporting units might decline and lead to a goodwill impairment in the future.

During our 2022 annual testing of indefinite-life intangible assets, we recorded a $23 million impairment charge in the third quarter of 2022 related to one brand. The impairment arose due to lower than expected growth and profitability in a local biscuit brand in AMEA. The impairment charge was calculated as the excess of the carrying value over the estimated fair value of the intangible assets on a global basis and were recorded within asset impairment and exit costs. During our annual testing, we use several accepted valuation methods, including relief from royalty, excess earnings and excess margin, that utilize estimates of future sales, earnings growth rates, royalty rates and discount rates in determining a brand's global fair value. We identified eight brands, including the one brand impaired during the third quarter of 2022, that each had a fair value in excess of book value of 10% or less. The aggregate book value of the eight brands was $1.4 billion as of September 30, 2022. We continue to monitor our brand performance, particularly in light of the significant global economic uncertainties and related impacts to our business. If a brand's earnings expectations, including the timing of the expected recovery from the war and pandemic, are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then a brand or brands could become impaired in the future.

During interim periods, we evaluate our goodwill and intangible asset impairment risk through an assessment of potential triggering events. During the first quarter of 2022, we determined a local biscuit brand in AMEA was impaired. We recorded a $78 million impairment charge for the brand within asset impairment and exit costs based on the excess carrying value over its estimated fair value.

Note 6. Equity Method Investments

Equity method investments consist of our investments in entities in which we maintain an equity ownership interest and apply the equity method of accounting due to our ability to exert significant influence over decisions relating to their operating and financial affairs. Revenue and expenses of our equity method investees are not consolidated into our financial statements; rather, our proportionate share of the earnings of each investee is reflected as equity method investment net earnings. The carrying values of our equity method investments are also impacted by our proportionate share of items impacting the investee's accumulated other comprehensive income or losses and other items, such as our share of investee dividends.

Our equity method investments include, but are not limited to, our ownership interests in JDE Peet's (Euronext Amsterdam: "JDEP"), Keurig Dr Pepper Inc. (Nasdaq: "KDP"), Dong Suh Foods Corporation and Dong Suh Oil & Fats Co. Ltd. Our ownership interests may change over time due to investee stock-based compensation arrangements, share issuances or other equity-related transactions. As of September 30, 2022, we owned 19.8%, 5.3%, 50.0% and 49.0%, respectively, of these companies' outstanding shares.

Our investments accounted for under the equity method of accounting totaled $4.5 billion as of September 30, 2022 and $5.3 billion as of December 31, 2021. We recorded equity earnings of $85 million and cash dividends of $48 million in the third quarter of 2022 and equity earnings of $105 million and cash dividends of $64 million in the third quarter of 2021. We recorded equity earnings of $300 million and cash dividends of $169 million in the first nine months of 2022 and equity earnings of $290 million and cash dividends of $158 million in the first nine months of 2021.

Based on the quoted closing prices as of September 30, 2022, the combined fair value of our publicly-traded investments in JDEP and KDP was $5.5 billion, and for each investment, its fair value exceeded its carrying value.

JDE Peet’s Transactions:

On May 8, 2022, we sold approximately 18.6 million of our JDE Peet’s shares back to JDE Peet’s, which reduced our ownership interest by approximately 3%. We received €500 million ($529 million) of proceeds and recorded a loss of €8 million ($8 million) on this sale during the second quarter of 2022. As we will continue to have significant influence, we will continue to account for our investment in JDE Peet's under the equity method, resulting in recognizing our share of their earnings within our earnings and our share of their dividends within our cash flows. We will continue to have board representation with two directors on the JDE Peet's Board of Directors and we retained certain additional governance rights.

On September 20, 2021, we issued €300 million exchangeable bonds, which are redeemable at maturity in September 2024 at their principal amount in cash or, at our option, through the delivery of an equivalent number of JDE Peet’s ordinary shares based on an initial exchange price of €35.40 and, as the case may be, an additional amount in cash. If all bonds were redeemed in exchange for JDE Peet's shares, this would represent approximately 8.5 million shares or approximately 9% of our equity interest in JDE Peet's as of September 30, 2022. Refer to Note 9, Financial Instruments, for further details on this transaction.

Keurig Dr Pepper Transactions:

On August 2, 2021, we sold approximately 14.7 million shares of KDP, which reduced our ownership interest by 1% of the total outstanding shares. We received $500 million of proceeds and recorded a pre-tax gain of $248 million (or $189 million after-tax) during the third quarter of 2021. As we continue to have significant influence, we continue to account for our investment in KDP under the equity method, resulting in recognizing our share of their earnings within our earnings and our share of their dividends within our cash flows. We continue to have board representation with one director on the KDP Board of Directors and we retained certain additional governance rights.

On June 7, 2021, we participated in a secondary offering of KDP shares and sold approximately 28 million shares, which reduced our ownership interest by 2% of the total outstanding shares. We received $997 million of proceeds and recorded a pre-tax gain of $520 million (or $392 million after-tax) during the second quarter of 2021.

Note 7. Restructuring Program

On May 6, 2014, our Board of Directors approved a $3.5 billion 2014-2018 restructuring program and up to $2.2 billion of capital expenditures. On August 31, 2016, our Board of Directors approved a $600 million reallocation between restructuring program cash costs and capital expenditures so the $5.7 billion program consisted of approximately $4.1 billion of restructuring program charges ($3.1 billion cash costs and $1.0 billion non-cash costs) and up to $1.6 billion of capital expenditures. On September 6, 2018, our Board of Directors approved an extension of the restructuring program through 2022, an increase of $1.3 billion in the program charges and an increase of $700 million in capital expenditures. On October 21, 2021, our Board of Directors approved an extension of the restructuring program through 2023. The total $7.7 billion program now consists of $5.4 billion of program charges ($4.1 billion of cash costs and $1.3 billion of non-cash costs) and total capital expenditures of $2.3 billion to be incurred over the life of the program. The current restructuring program, as increased and extended by these actions, is now called the Simplify to Grow Program.

The primary objective of the Simplify to Grow Program is to reduce our operating cost structure in both our supply chain and overhead costs. The program covers severance as well as asset disposals and other manufacturing and procurement-related one-time costs. Since inception, we have incurred total restructuring and implementation charges of $5.1 billion related to the Simplify to Grow Program. We expect to incur the remainder of the program charges by year-end 2023.

Restructuring Costs:

The Simplify to Grow Program liability activity for the nine months ended September 30, 2022 was:


	Severance and related costs		Asset Write-downs (1)		Total
	(in millions)
Liability balance, January 1, 2022	$	211	$	—	$	211
Charges (2)	11		(3)		8
Cash spent (3)	(45)				(45)
Non-cash settlements/adjustments (4)	(2)		3		1
Currency	(18)		—		(18)
Liability balance, September 30, 2022 (5)	$	157	$	—	$	157

(1)Includes gains as a result of assets sold which are included in the restructuring program.

(2)We recorded a $10 million gain in the third quarter of 2022 due to the sale of assets included in the restructuring program as well as restructuring charges of $3 million, and restructuring charges of $8 million in the first nine months of 2022. We recorded restructuring charges of $62 million in the third quarter and $250 million in the first nine months of 2021. This activity is recorded within asset impairment and exit costs and benefit plan non-service income.

(3)We spent $12 million in the third quarter of 2022 and $65 million in the third quarter of 2021 and $45 million in the first nine months of 2022 and $129 million in the first nine months of 2021 in cash severance and related costs.

(4)We recognized non-cash asset write-downs (including accelerated depreciation and asset impairments), and other adjustments, including any gains on sale of restructuring program assets, which totaled a gain of $10 million in the third quarter and $1 million in the first nine months of 2022 and a charge of $54 million in the third quarter and of $170 million in the first nine months of 2021.

(5)At September 30, 2022, $106 million of our net restructuring liability was recorded within other current liabilities and $51 million was recorded within other long-term liabilities.

Implementation Costs:

Implementation costs are directly attributable to restructuring activities; however, they do not qualify for special accounting treatment as exit or disposal activities. We believe the disclosure of implementation costs provides readers of our financial statements with more information on the total costs of our Simplify to Grow Program. Implementation costs primarily relate to reorganizing our operations and facilities in connection with our supply chain reinvention program and other identified productivity and cost saving initiatives. The costs include incremental expenses related to the closure of facilities, costs to terminate certain contracts and the simplification of our information systems. Within our continuing results of operations, we recorded implementation costs of $23 million in the third quarter of 2022 and $65 million in the third quarter of 2021 and $62 million in the first nine months of 2022 and $132 million in the first nine months of 2021. We recorded these costs within cost of sales and general corporate expense within selling, general and administrative expenses.

Restructuring and Implementation Costs:

During the three and nine months ended September 30, 2022 and September 30, 2021, and since inception of the Simplify to Grow Program, we recorded the following restructuring and implementation costs within segment operating income and earnings before income taxes:


	Latin America		AMEA		Europe		North America		Corporate		Total
	(in millions)
For the Three Months Ended September 30, 2022
Restructuring Costs	$	(2)	$	1	$	3	$	(8)	$	(1)	$	(7)
Implementation Costs	1		—		5		8		9		23
Total	$	(1)	$	1	$	8	$	—	$	8	$	16
For the Three Months Ended September 30, 2021
Restructuring Costs	$	1	$	1	$	2	$	57	$	1	$	62
Implementation Costs	—		2		6		51		6		65
Total	$	1	$	3	$	8	$	108	$	7	$	127
For the Nine Months Ended September 30, 2022
Restructuring Costs	$	(5)	$	3	$	5	$	4	$	1	$	8
Implementation Costs	5		4		18		24		11		62
Total	$	—	$	7	$	23	$	28	$	12	$	70
For the Nine Months Ended September 30, 2021
Restructuring Costs	$	4	$	(18)	$	7	$	250	$	7	$	250
Implementation Costs	7		7		27		78		13		132
Total	$	11	$	(11)	$	34	$	328	$	20	$	382
Total Project (Inception to Date)
Restructuring Costs	$	549	$	544	$	1,152	$	649	$	150	$	3,044
Implementation Costs	301		243		562		577		367		2,050
Total	$	850	$	787	$	1,714	$	1,226	$	517	$	5,094

Note 8. Debt and Borrowing Arrangements

Short-Term Borrowings:

Our short-term borrowings and related weighted-average interest rates consisted of:


	As of September 30, 2022				As of December 31, 2021
	Amount Outstanding		Weighted- Average Rate		Amount Outstanding		Weighted- Average Rate
	(in millions, except percentages)
Commercial paper	$	1,696	3.3	%	$	192	0.2	%
Bank loans	57		10.6	%	24		8.6	%
Total short-term borrowings	$	1,753			$	216

Our uncommitted credit lines and committed credit lines available as of September 30, 2022 and December 31, 2021 include:


	As of September 30, 2022				As of December 31, 2021
	Facility Amount		Borrowed Amount		Facility Amount		Borrowed Amount
	(in millions)
Uncommitted credit facilities	$	1,276	$	57	$	1,367	$	24
Credit facility expiry (1):
February 23, 2022	—		—		2,500		—
February 22, 2023	2,500		—		—		—
March 11, 2023 (3)	2,000		—		—		—
February 27, 2024	—		—		4,500		—
July 29, 2025 (2)	2,000		2,000		—		—
February 23, 2027	4,500		—		—		—

(1)We maintain a multi-year senior unsecured revolving credit facility for general corporate purposes, including working capital needs, and to support our commercial paper program. The revolving credit agreement includes a covenant that we maintain a minimum shareholders' equity of at least $25.0 billion, excluding accumulated other comprehensive earnings/(losses), the cumulative effects of any changes in accounting principles and earnings/(losses) recognized in connection with the ongoing application of any mark-to-market accounting for pensions and other retirement plans. At September 30, 2022, we complied with this covenant as our shareholders' equity, as defined by the covenant, was $37.9 billion. The revolving credit facility also contains customary representations, covenants and events of default. There are no credit rating triggers, provisions or other financial covenants that could require us to post collateral as security.

(2)On March 31, 2022, we entered into a supplemental term loan credit facility that can be utilized for general corporate purposes, including acquisitions. Under this agreement we may draw up to a total of $2.0 billion in term loans from the facility. On July 29, 2022, we drew down $2.0 billion in term loans, due July 29, 2025, bearing interest at a variable annual rate based on SOFR plus an applicable margin.

(3)On July 11, 2022, we entered into a supplemental term loan credit facility that can be utilized for general corporate purposes, including acquisitions. Under this agreement we may draw up to a total of $2.0 billion in term loans from the facility. The maturity dates of any loans drawn under this facility will be eighteen months after the funding date of the applicable loan(s).

Long-Term Debt:

Tender Offers:

On March 18, 2022, we completed a tender offer in cash and redeemed long term U.S. dollar denominated notes for the following amounts (in millions):


Interest Rate	Redemption Date	Maturity Date	Amount Redeemed	USD Equivalent
3.625%	March 2022	February 2026	$130	$130
4.125%	March 2022	May 2028	$211	$211
2.750%	March 2022	April 2030	$500	$500
6.500%	March 2022	November 2031	$17	$17
7.000%	March 2022	August 2037	$10	$10
6.875%	March 2022	February 2038	$21	$21
6.875%	March 2022	January 2039	$8	$8
6.500%	March 2022	February 2040	$36	$36
4.625%	March 2022	May 2048	$54	$54

We recorded a $129 million loss on debt extinguishment and related expenses within interest and other expense, net, consisting of $38 million paid in excess of carrying value of the debt and from recognizing unamortized discounts and deferred financing costs in earnings and $91 million from recognizing unamortized forward starting swap losses in earnings at the time of the debt extinguishment. The cash payments related to the debt extinguishment were classified as cash outflows from financing activities in the consolidated statement of cash flows.

Redemptions:

On March 18, 2022, we completed a redemption of long term U.S. dollar denominated notes for the following amounts (in millions):


Interest Rate						Redemption Date						Maturity Date						Amount Redeemed						USD Equivalent
0.625%						March 2022						July 2022						$1,000						$1,000

Debt Repayments

During the nine months ended September 30, 2022, we repaid the following notes (in millions):


Interest Rate	Maturity Date	Amount	USD Equivalent
Various	Various(1)	€381	$431
2.125%	September 2022(2)	$500	$500
0.650%	July 2022	Fr.150	$156

(1) On January 3, 2022, we closed on our acquisition of Chipita and assumed and entirely paid down €0.4 billion ($0.4 billion) of Chipita's debt during the nine months ended September 30, 2022.

(2) Repaid by Mondelez International Holdings Netherlands B.V. ("MIHN"), a wholly owned Dutch subsidiary of Mondelez International, Inc.

Issuances:

During the nine months ended September 30, 2022, we issued the following notes (in millions):


Issuance Date	Interest Rate	Maturity Date	Gross Proceeds (1)	Gross Proceeds USD Equivalent
September 2022(2)	4.250%	September 2025	$500	$500
March 2022	2.125%	March 2024	$500	$500
March 2022	2.625%	March 2027	$750	$750
March 2022	3.000%	March 2032	$750	$750

(1) Represents gross proceeds from the issuance of notes excluding debt issuance costs, discounts and premiums.

(2) Issued by Mondelez International Holdings Netherlands B.V. ("MIHN"), a wholly owned Dutch subsidiary of Mondelez International, Inc.

Fair Value of Our Debt:

The fair value of our short-term borrowings at September 30, 2022 and December 31, 2021 reflects current market interest rates and approximates the amounts we have recorded on our consolidated balance sheets. The fair value of our long-term debt was determined using quoted prices in active markets (Level 1 valuation data) for the publicly traded debt obligations.


	As of September 30, 2022		As of December 31, 2021
	(in millions)
Fair Value	$	18,824	$	20,249
Carrying Value	$	21,664	$	19,512

Interest and Other Expense, net:

Interest and other expense, net consisted of:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Interest expense, debt	$	114	$	87	$	294	$	275
Loss on debt extinguishment and related expenses	—		—		129		137
Other expense/(income), net	(43)		(5)		(86)		(54)
Interest and other expense, net	$	71	$	82	$	337	$	358

Other expense/(income) includes amounts excluded from hedge effectiveness related to our net investment hedge derivative contracts and early settlement of forecasted currency derivative transactions due to changes in related future cash flows. Refer to Note 9, Financial Instruments.

Note 9. Financial Instruments

Fair Value of Derivative Instruments:

Derivative instruments were recorded at fair value in the condensed consolidated balance sheets as follows:


	As of September 30, 2022				As of December 31, 2021
	Asset Derivatives		Liability Derivatives		Asset Derivatives		Liability Derivatives
	(in millions)
Derivatives designated as accounting hedges:
Currency exchange contracts	$	5	$	13	$	—	$	—
Interest rate contracts	173		2		27		17
Net investment hedge derivative contracts (1)	581		14		117		45
	$	759	$	29	$	144	$	62
Derivatives not designated as accounting hedges:
Currency exchange contracts	$	295	$	155	$	156	$	40
Commodity contracts	224		214		387		137
Interest rate contracts	6		—		—		—
Equity method investment contracts (2)	—		6		—		3
	$	525	$	375	$	543	$	180
Total fair value	$	1,284	$	404	$	687	$	242

(1)Net investment hedge derivative contracts consist of cross-currency interest rate swaps, forward contracts and options. We also designate some of our non-U.S. dollar denominated debt to hedge a portion of our net investments in our non-U.S. operations. This debt is not reflected in the table above, but is included in long-term debt discussed in Note 8, Debt and Borrowing Arrangements. Both net investment hedge derivative contracts and non-U.S. dollar denominated debt acting as net investment hedges are also disclosed in the Derivative Volume table and the Hedges of Net Investments in International Operations section appearing later in this footnote.

(2)Equity method investment contracts consist of the bifurcated embedded derivative option that was a component of the September 20, 2021 €300 million exchangeable bonds issuance. Refer to Note 6, Equity Method Investments*.*

Derivatives designated as accounting hedges include cash flow and net investment hedge derivative contracts. Our currency exchange, commodity derivative and equity method investment contracts are economic hedges that are not designated as accounting hedges. We record derivative assets and liabilities on a gross basis on our condensed consolidated balance sheets. The fair value of our asset derivatives is recorded within other current assets and other assets and the fair value of our liability derivatives is recorded within other current liabilities and other liabilities.

The fair values (asset/(liability)) of our derivative instruments were determined using:


	As of September 30, 2022
	Total Fair Value of Net Asset/(Liability)		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in millions)
Currency exchange contracts	$	132	$	—	$	132	$	—
Commodity contracts	10		(6)		16		—
Interest rate contracts	177		—		177		—
Net investment hedge contracts	567		—		567		—
Equity method investment contracts	(6)		—		(6)		—
Total derivatives	$	880	$	(6)	$	886	$	—


	As of December 31, 2021
	Total Fair Value of Net Asset/(Liability)		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in millions)
Currency exchange contracts	$	116	$	—	$	116	$	—
Commodity contracts	251		161		90		—
Interest rate contracts	10		—		10		—
Net investment hedge contracts	71		—		71		—
Equity method investment contracts	(3)		—		(3)		—
Total derivatives	$	445	$	161	$	284	$	—

Level 1 financial assets and liabilities consist of exchange-traded commodity futures and listed options. The fair value of these instruments is determined based on quoted market prices on commodity exchanges.

Level 2 financial assets and liabilities consist primarily of over-the-counter (“OTC”) currency exchange forwards, options and swaps; commodity forwards and options; net investment hedge contracts; and interest rate swaps. Our currency exchange contracts are valued using an income approach based on observable market forward rates less the contract rate multiplied by the notional amount. Commodity derivatives are valued using an income approach based on the observable market commodity index prices less the contract rate multiplied by the notional amount or based on pricing models that rely on market observable inputs such as commodity prices. Our bifurcated exchange options are valued, as derivative instrument liabilities, using the Black-Scholes option pricing model. This model requires assumptions related to the market price of the underlying note and associated credit spread combined with the share of price, expected dividend yield, and expected volatility of the JDE Peet’s shares over the life of the option. Our calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysis based on the terms of the contract and the observable market interest rate curve. Our calculation of the fair value of financial instruments takes into consideration the risk of nonperformance, including counterparty credit risk. Our OTC derivative transactions are governed by International Swap Dealers Association agreements and other standard industry contracts. Under these agreements, we do not post nor require collateral from our counterparties. The majority of our derivative contracts do not have a legal right of set-off. We manage the credit risk in connection with these and all our derivatives by entering into transactions with counterparties with investment grade credit ratings, limiting the amount of exposure with each counterparty and monitoring the financial condition of our counterparties.

Derivative Volume:

The notional values of our hedging instruments were:


	Notional Amount
	As of September 30, 2022		As of December 31, 2021
	(in millions)
Currency exchange contracts:
Intercompany loans and forecasted interest payments	$	2,393	$	1,891
Forecasted transactions	6,141		4,831
Commodity contracts	10,425		9,694
Interest rate contracts	3,850		1,850
Net investment hedges:
Net investment hedge derivative contracts	6,533		3,915
Non-U.S. dollar debt designated as net investment hedges
Euro notes	3,122		3,622
British pound sterling notes	294		356
Swiss franc notes	598		811
Canadian dollar notes	434		475

Cash Flow Hedges:

Cash flow hedge activity, net of taxes, within accumulated other comprehensive earnings/(losses) included:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Accumulated (loss)/gain at beginning of period	$	(88)	$	(142)	$	(148)	$	(161)
Transfer of realized losses/(gains) in fair value to earnings	(122)		(52)		(193)		(139)
Unrealized (loss)/gain in fair value	127		45		258		151
Accumulated (loss)/gain at end of period	$	(83)	$	(149)	$	(83)	$	(149)

After-tax gains/(losses) reclassified from accumulated other comprehensive earnings/(losses) to net earnings were:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Currency exchange contracts – forecasted transactions	$	(4)	$	—	$	(8)	$	—
Interest rate contracts	126		52		201		139
Total	$	122	$	52	$	193	$	139

After-tax gains/(losses) recognized in other comprehensive earnings/(losses) were:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Currency exchange contracts – forecasted transactions	$	4	$	(6)	$	8	$	—
Interest rate contracts	123		51		250		151
Total	$	127	$	45	$	258	$	151

Cash flow hedge ineffectiveness was not material for all periods presented.

We record pre-tax (i) gains or losses reclassified from accumulated other comprehensive earnings/(losses) into earnings, (ii) gains or losses on ineffectiveness and (iii) gains or losses on amounts excluded from effectiveness testing in interest and other expense, net for interest rate contracts.

Based on current market conditions, we would expect to transfer losses of $13 million (net of taxes) for interest rate cash flow hedges to earnings during the next 12 months.

Cash Flow Hedge Coverage:

As of September 30, 2022, our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 3 years, 11 months.

Hedges of Net Investments in International Operations:

Net investment hedge ("NIH") derivative contracts:

We enter into cross-currency interest rate swaps, forwards and options to hedge certain investments in our non-U.S. operations against movements in exchange rates. The aggregate notional value as of September 30, 2022 was $6.5 billion.

Net investment hedge derivative contract impacts on other comprehensive earnings and net earnings were:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
After-tax gain/(loss) on NIH contracts(1)	$	440	$	50	$	788	$	73

(1)Amounts recorded for unsettled and settled NIH derivative contracts are recorded in the cumulative translation adjustment within other comprehensive earnings. The cash flows from the settled contracts are reported within other investing activities in the condensed consolidated statement of cash flows.


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Amounts excluded from the assessment of hedge effectiveness(1)	$	32	$	19	$	84	$	58

(1)We elected to record changes in the fair value of amounts excluded from the assessment of effectiveness in net earnings within interest and other expense, net.

Non-U.S. dollar debt designated as net investment hedges:

After-tax gains/(losses) related to hedges of net investments in international operations in the form of euro, British pound sterling, Swiss franc and Canadian dollar-denominated debt were recorded within the cumulative translation adjustment section of other comprehensive income and were:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Euro notes	$	165	$	67	$	381	$	160
British pound sterling notes	20		7		47		4
Swiss franc notes	23		6		50		45
Canadian notes	24		9		31		(1)

Economic Hedges:

Pre-tax gains/(losses) recorded in net earnings for economic hedges were:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,				Location of Gain/(Loss) Recognized in Earnings
	2022		2021		2022		2021
	(in millions)
Currency exchange contracts:
Intercompany loans and forecasted interest payments	$	(1)	$	(5)	$	(5)	$	67	Interest and other expense, net
Forecasted transactions	(9)		29		98		41		Cost of sales
Forecasted transactions	8		—		(23)		(2)		Interest and other expense, net
Forecasted transactions	(5)		(1)		(2)		—		Selling, general and administrative expenses
Commodity contracts	(31)		151		166		362		Cost of sales
Equity method investment contracts	(3)		2		(3)		2		Gain on equity method investment transactions
Total	$	(41)	$	176	$	231	$	470

In the first quarter of 2022, we had early settlements of forecasted currency exchange contracts comprised of $74 million in cost of sales, $5 million in selling, general and administrative expenses and $20 million in interest and other expense, net.

Fair Value of Contingent Consideration

The following is a summary of our contingent consideration liability activity:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Liability at beginning of period	$	173	$	221	$	159	$	56
Contingent consideration arising from acquisitions	440		—		440		145
Changes in fair value	—		(67)		16		(47)

Currency	—		—		(2)		—
Liability at end of period	$	613	$	154	$	613	$	154

Contingent consideration was recorded at fair value in the condensed consolidated balance sheets as follows:


	As of September 30, 2022
	Total Fair Value of Net Asset/(Liability)		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in millions)
Clif Bar(1)	$	455	$	—	$	—	455
Other(2)	158		—		—		158
Total contingent consideration	$	613	$	—	$	—	$	613


	As of December 31, 2021
	Total Fair Value of Net Asset/(Liability)		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in millions)
Other(2)	$	159	$	—	$	—	$	159
Total contingent consideration	$	159	$	—	$	—	$	159

(1) In connection with the Clif Bar acquisition, we entered into a contingent consideration arrangement that may require us to pay additional consideration to the sellers for achieving certain net revenue, gross profit and EBITDA targets in 2025 and 2026 that exceed our base financial projections for the business implied in the upfront purchase price. The estimated fair value of the contingent consideration obligation at the acquisition date was determined using a Monte Carlo simulation and recorded in other liabilities. Significant assumptions used in assessing the fair value of the liability include financial projections for net revenue, gross profit, and EBITDA, as well as discount and volatility rates. Fair value adjustments are primarily recorded in selling, general and administrative expenses in the condensed consolidated statement of earnings. Refer to Note 2, Acquisitions and Divestitures for additional information.

(2)The other contingent consideration liabilities are recorded at fair value, with $101 million classified as other current liabilities at September 30, 2022 and $57 million and $159 million classified as long term liabilities at September 30, 2022 and December 31, 2021. The fair value of this contingent consideration was determined using a Monte Carlo valuation model based on Level 3 inputs, including management's latest estimate of forecasted future results. Other key assumptions included discount rate and volatility. Fair value adjustments are recorded in selling, general and administrative expenses in the condensed consolidated statement of earnings. Refer to Note 2, Acquisitions and Divestitures for additional information.

Note 10. Benefit Plans

Pension Plans

Components of Net Periodic Pension Cost:

Net periodic pension cost/(benefit) consisted of the following:


	U.S. Plans				Non-U.S. Plans
	For the Three Months Ended September 30,				For the Three Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Service cost	$	1	$	1	$	22	$	29
Interest cost	13		10		47		39
Expected return on plan assets	(21)		(18)		(92)		(106)
Amortization:
Net loss from experience differences	1		4		14		32
Prior service cost/(benefit)	1		—		—		(2)
Curtailment credit (1)	—		—		—		(3)
Settlement losses and other expenses	5		5		—		—
Net periodic pension cost/(benefit)	$	—	$	2	$	(9)	$	(11)

	U.S. Plans				Non-U.S. Plans
	For the Nine Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Service cost	$	4	$	5	$	77	$	99
Interest cost	36		30		135		98
Expected return on plan assets	(57)		(54)		(279)		(319)
Amortization:
Net loss from experience differences	6		13		48		98
Prior service cost/(benefit)	1		—		(1)		(5)
Curtailment credit (1)	—		—		—		(17)
Settlement losses and other expenses	12		14		—		—
Net periodic pension cost/(benefit)	$	2	$	8	$	(20)	$	(46)

(1)During the third quarter of 2021, we terminated our Defined Benefit Pension Scheme in Nigeria. During the second quarter of 2021, we made a decision to freeze our Defined Benefit Pension Scheme in the United Kingdom. As a result, we recognized curtailment credits of $(3 million) for the three months and $(17 million) for the nine months ended September 30, 2021 recorded within benefit plan non-service income. In connection with the United Kingdom plan freeze, we also incurred incentive payment charges and other expenses of $2 million for the three months and $47 million for the nine months ended September 30, 2021 included in operating income.

Employer Contributions:

During the nine months ended September 30, 2022, we contributed $3 million to our U.S. pension plans and $137 million to our non-U.S. pension plans. We make contributions to our pension plans in accordance with local funding arrangements and statutory minimum funding requirements. Discretionary contributions are made to the extent that they are tax deductible and do not generate an excise tax liability.

As of September 30, 2022, we plan to make further contributions of approximately $46 million to our non-U.S. plans for the remainder of 2022. Our actual contributions may be different due to many factors, including changes in tax and other benefit laws, significant differences between expected and actual pension asset performance or interest rates.

Multiemployer Pension Plans:

On July 11, 2019, we received an undiscounted withdrawal liability assessment related to our complete withdrawal from the Bakery and Confectionery Union and Industry International Pension Fund totaling $526 million requiring pro-rata monthly payments over 20 years. We began making monthly payments during the third quarter of 2019. In connection with the discounted long-term liability, we recorded accreted interest of $3 million and $8 million in the three and nine months ended September 30, 2022 and $2 million and $8 million in the three and nine months ended September 30, 2021 within interest and other expense, net. As of September 30, 2022, the remaining discounted withdrawal liability was $348 million, with $15 million recorded in other current liabilities and $333 million recorded in long-term other liabilities.

Postretirement Benefit Plans

Net periodic postretirement health care cost/(benefit) consisted of the following:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Service cost	$	1	$	1	$	2	$	3
Interest cost	2		2		6		6
Amortization:
Net loss from experience differences	—		1		—		2
Prior service credit	—		—		1		—
Net periodic postretirement health care cost/(benefit)	$	3	$	4	$	9	$	11

Postemployment Benefit Plans

Net periodic postemployment cost consisted of the following:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Service cost	$	1	$	2	$	3	$	5
Interest cost	1		1		2		2
Amortization of net gains	(1)		(2)		(3)		(3)
Net periodic postemployment cost	$	1	$	1	$	2	$	4

Note 11. Stock Plans

Stock Options:

Stock option activity is reflected below:


	Shares Subject to Option	Weighted- Average Exercise or Grant Price Per Share	Average Remaining Contractual Term	Aggregate Intrinsic Value
Balance at January 1, 2022	23,503,759	$42.65	5 years	$	556	million
Annual grant to eligible employees	2,180,540	64.65
Additional options issued	41,930	64.99
Total options granted	2,222,470	64.66
Options exercised (1)	(3,754,667)	36.04		$	111	million
Options canceled	(435,613)	55.31
Balance at September 30, 2022	21,535,949	45.82	5 years	$	226	million

(1)Cash received from options exercised was $22 million in the three months and $123 million in the nine months ended September 30, 2022. The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $3 million in the three months and $17 million in the nine months ended September 30, 2022.

Performance Share Units and Other Stock-Based Awards:

Our performance share unit, deferred stock unit and historically granted restricted stock activity is reflected below:


	Number of Shares	Grant Date	Weighted-Average Fair Value Per Share (3)	Weighted-Average Aggregate Fair Value (3)
Balance at January 1, 2022	4,668,046		$57.04
Annual grant to eligible employees:		Feb 24, 2022
Performance share units	806,590		61.87
Deferred stock units	505,090		64.65
Additional shares granted (1)	737,537	Various	60.42
Total shares granted	2,049,217		62.03	$	127	million
Vested (2)	(1,730,719)		55.36	$	96	million
Forfeited	(398,436)		60.66
Balance at September 30, 2022	4,588,108		59.59

(1)Includes performance share units and deferred stock units.

(2)The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the shares vested totaled less than $1 million in the three months and $4 million in the nine months ended September 30, 2022.

(3)The grant date fair value of performance share units is determined based on the Monte Carlo simulation model for the market-based total shareholder return component and the closing market price of the Company’s stock on the grant date for performance-based components. The Monte Carlo simulation model incorporates the probability of achieving the total shareholder return market condition. Compensation expense is recognized using the grant date fair values regardless of whether the market condition is achieved, so long as the requisite service has been provided.

Share Repurchase Program:

Between 2013 and 2020, our Board of Directors authorized the repurchase of a total of $23.7 billion of our Common Stock and extended the program through December 31, 2023. Repurchases under the program are determined by management and are wholly discretionary. Prior to January 1, 2022, we had repurchased approximately $20.0 billion of Common Stock pursuant to this authorization. During the nine months ended September 30, 2022, we repurchased approximately 29 million shares of Common Stock at an average cost of $63.78 per share, or an aggregate cost of approximately $1.8 billion, all of which was paid during the period except for approximately $20 million settled in October 2022. All share repurchases were funded through available cash and commercial paper issuances. As of September 30, 2022, we have approximately $1.8 billion in remaining share repurchase capacity.

Note 12. Commitments and Contingencies

Legal Proceedings:

We routinely are involved in various pending or threatened legal proceedings, claims, disputes, regulatory matters and governmental inquiries, inspections or investigations arising in the ordinary course of or incidental to our business, including those noted below in this section. We record provisions in the consolidated financial statements for pending legal matters when we determine that an unfavorable outcome is probable, and the amount of the loss can be reasonably estimated. For matters we have not provided for that are reasonably possible to result in an unfavorable outcome, management is unable to estimate the possible loss or range of loss or such amounts have been determined to be immaterial. At present we believe that the ultimate outcome of these legal proceedings and regulatory and governmental matters, individually and in the aggregate, will not materially harm our financial position, results of operations or cash flows. However, legal proceedings and regulatory and governmental matters are subject to inherent uncertainties, and unfavorable rulings or other events could occur. Unfavorable resolutions could involve substantial fines, civil or criminal penalties, and other expenditures. In addition, in matters for which conduct remedies are sought, unfavorable resolutions could include an injunction or other order prohibiting us from selling one or more products at all or in particular ways, precluding particular business practices or requiring other equitable remedies. An unfavorable outcome might result in a material adverse impact on our business, results of operations or financial position.

On April 1, 2015, the U.S. Commodity Futures Trading Commission ("CFTC") filed a complaint against Kraft Foods Group and Mondelēz Global LLC (“Mondelēz Global”) in the U.S. District Court for the Northern District of Illinois (the "District Court"), Eastern Division (the “CFTC action”) following its investigation of activities related to the trading of December 2011 wheat futures contracts that occurred prior to the spin-off of Kraft Foods Group. The

complaint alleged that Kraft Foods Group and Mondelēz Global (1) manipulated or attempted to manipulate the wheat markets during the fall of 2011; (2) violated position limit levels for wheat futures; and (3) engaged in non-competitive trades by trading both sides of exchange-for-physical Chicago Board of Trade wheat contracts. The CFTC sought civil monetary penalties of either triple the monetary gain for each violation of the Commodity Exchange Act (the “Act”) or $1 million for each violation of Section 6(c)(1), 6(c)(3) or 9(a)(2) of the Act and $140,000 for each additional violation of the Act, plus post-judgment interest; an order of permanent injunction prohibiting Kraft Foods Group and Mondelēz Global from violating specified provisions of the Act; disgorgement of profits; and costs and fees. On May 13, 2022, the District Court approved a settlement agreement between the CFTC and Mondelēz Global. The terms of the settlement, which are available in the District Court’s docket, had an immaterial impact on our financial position, results of operations and cash flows and did not include an admission by Mondelēz Global. Several class action complaints also were filed against Kraft Foods Group and Mondelēz Global in the District Court by investors in wheat futures and options on behalf of themselves and others similarly situated. The complaints make similar allegations as those made in the CFTC action, and the plaintiffs are seeking monetary damages, interest and unjust enrichment; costs and fees; and injunctive, declaratory and other unspecified relief. In June 2015, these suits were consolidated in the United States District Court for the Northern District of Illinois as case number 15-cv-2937, Harry Ploss et al. v. Kraft Foods Group, Inc. and Mondelēz Global LLC. On January 3, 2020, the District Court granted plaintiffs' request to certify a class. It is not possible to predict the outcome of these matters; however, based on our Separation and Distribution Agreement with Kraft Foods Group dated as of September 27, 2012, we expect to bear any monetary penalties or other payments in connection with the class action. Although the CFTC action and the class action complaints involve the same alleged conduct, the resolution of the CFTC matter may not be dispositive as to the outcome of the class action.

In November 2019, the European Commission informed us that it initiated an investigation into our alleged infringement of European Union competition law through certain practices restricting cross-border trade within the European Economic Area. On January 28, 2021, the European Commission announced it took the next procedural step in its investigation and opened formal proceedings. We are cooperating with the investigation and are engaging with the European Commission as its investigation proceeds. It is not possible to predict how long the investigation will take or the ultimate outcome of this matter.

Third-Party Guarantees:

We enter into third-party guarantees primarily to cover long-term obligations of our vendors. As part of these transactions, we guarantee that third parties will make contractual payments or achieve performance measures. At September 30, 2022, we had no material third-party guarantees recorded on our condensed consolidated balance sheet.

Tax Matters:

We are a party to various tax matter proceedings incidental to our business. These proceedings are subject to inherent uncertainties, and unfavorable outcomes could subject us to additional tax liabilities and could materially adversely impact our business, results of operations or financial position.

Note 13. Reclassifications from Accumulated Other Comprehensive Income

The following table summarizes the changes in accumulated balances of each component of accumulated other comprehensive earnings/(losses) attributable to Mondelēz International. Amounts reclassified from accumulated other comprehensive earnings/(losses) to net earnings (net of tax) were net gains of $103 million in the third quarter of 2022 and $26 million in the third quarter of 2021 and $143 million in the first nine months of 2022 and $63 million in the first nine months of 2021.


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Currency Translation Adjustments:
Balance at beginning of period	$	(9,431)	$	(8,627)	$	(9,097)	$	(8,655)
Currency translation adjustments	(607)		(407)		(940)		(376)


Tax (expense)/benefit	(60)		10		(76)		—
Other comprehensive earnings/(losses)	(667)		(397)		(1,016)		(376)
Less: other comprehensive (earnings)/loss attributable to noncontrolling interests	12		5		27		12
Balance at end of period	(10,086)		(9,019)		(10,086)		(9,019)
Pension and Other Benefit Plans:
Balance at beginning of period	$	(1,119)	$	(1,803)	$	(1,379)	$	(1,874)
Net actuarial gain/(loss) arising during period	(36)		3		116		1
Tax (expense)/benefit on net actuarial gain/(loss)	4		(1)		(23)		(1)
Losses/(gains) reclassified into net earnings:
Amortization of experience losses and prior service costs (2)	16		33		52		105
Settlement losses and other expenses (2)	5		5		12		14
Curtailment credit (2)	—		(3)		—		(17)
Tax expense/(benefit) on reclassifications (3)	(2)		(9)		(14)		(26)
Currency impact	70		39		174		62
Other comprehensive earnings/(losses)	57		67		317		138
Balance at end of period	(1,062)		(1,736)		(1,062)		(1,736)
Derivative Cash Flow Hedges:
Balance at beginning of period	$	(88)	$	(142)	$	(148)	$	(161)
Net derivative gains/(losses)	121		42		245		148
Tax (expense)/benefit on net derivative gain/(loss)	—		1		—		—
Losses/(gains) reclassified into net earnings:
Currency exchange contracts(4)	1		—		6		—
Interest rate contracts (2)(4)	(121)		(52)		(174)		(137)
Tax expense/(benefit) on reclassifications (3)	(2)		—		(25)		(2)
Currency impact	6		2		13		3
Other comprehensive earnings/(losses)	5		(7)		65		12
Balance at end of period	(83)		(149)		(83)		(149)
Accumulated other comprehensive income attributable to Mondelēz International:
Balance at beginning of period	$	(10,638)	$	(10,572)	$	(10,624)	$	(10,690)
Total other comprehensive earnings/(losses)	(605)		(337)		(634)		(226)
Less: other comprehensive (earnings)/loss attributable to noncontrolling interests	12		5		27		12
Other comprehensive earnings/(losses) attributable to Mondelēz International	(593)		(332)		(607)		(214)
Balance at end of period	$	(11,231)	$	(10,904)	$	(11,231)	$	(10,904)

(1)These reclassified losses are included in net periodic benefit costs disclosed in Note 10, Benefit Plans.

(2)These amounts include equity method investment transactions recorded within gain on equity method investment transactions.

(3)Taxes reclassified to earnings are recorded within the provision for income taxes.

(4)These reclassified gains or losses are recorded within interest and other expense, net.

Note 14. Income Taxes

As of the third quarter of 2022, our estimated annual effective tax rate, which excludes discrete tax impacts, was 24.0%. This rate reflected the impact of unfavorable foreign provisions under U.S. tax laws and our tax related to earnings from equity method investments (the earnings are reported separately on our statement of earnings and thus not included in earnings before income taxes), partially offset by favorable impacts from the mix of pre-tax income in various non-U.S. jurisdictions. The estimated annual effective tax rate also considers the impact of the establishment of a valuation allowance related to a deferred tax asset arising from the anticipated 2022 Ukraine loss as well as the expense related to the buyout of the Clif Bar ESOP that was recorded to third quarter earnings before income taxes with no associated income tax benefit, as any tax impacts are included in the tax purchase price. Our 2022 third quarter effective tax rate of 28.8% was high due to the Clif Bar ESOP expense. Excluding this impact, our third quarter effective tax rate of 19.9% was favorably impacted by discrete net tax benefits of $28 million. The discrete net tax benefit primarily consisted of a $43 million net benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in several jurisdictions, partially offset by a $13 million expense from U.S. state tax law changes. Our effective tax rate for the nine months ended September 30, 2022 of 24.2% considers the unfavorable impacts of the Ukraine loss and the Clif Bar ESOP expense as well as favorable discrete net tax benefits of $92 million. The discrete net tax benefit primarily consisted of a $75 million net benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in several jurisdictions and a $43 million net benefit from the Chipita acquisition, partially offset by $22 million expense from tax law changes in various jurisdictions.

As of the third quarter of 2021, our estimated annual effective tax rate, which excluded discrete tax impacts, was 23.0%. This rate reflected the impact of unfavorable foreign provisions under U.S. tax laws and our tax related to earnings from equity method investments (the earnings are reported separately on our statement of earnings and thus not included in earnings before income taxes), partially offset by favorable impacts from the mix of pre-tax income in various non-U.S. jurisdictions. Our 2021 third quarter effective tax rate of 27.4% was high due to a $59 million tax expense incurred in connection with the KDP share sale that occurred during the third quarter (the related gain is reported separately in our statement of earnings and thus not included in earnings before income taxes). Excluding this impact, our third quarter effective tax rate was 22.7%, including a discrete net tax expense of $11 million primarily driven by the change in liabilities for uncertain tax positions in several jurisdictions. Our effective tax rate for the nine months ended September 30, 2021 of 29.5% was also high due to the $187 million net tax expense incurred in connection with the KDP share sales during the second and third quarters. Excluding this impact, our effective tax rate for the nine months ended September 30, 2021 was 23.7%, which was unfavorably impacted by discrete net tax expense of $26 million, primarily driven by $95 million net tax expense from the increase of our deferred tax liabilities resulting from enacted tax legislation (mainly in the United Kingdom), partially offset by a $45 million net benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in several jurisdictions and a $27 million benefit from a U.S. amended tax return filed to reflect new guidance from the U.S. Treasury Department.

Note 15. Earnings per Share

Basic and diluted earnings per share (“EPS”) were calculated as follows:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions, except per share data)
Net earnings	$	533	$	1,262	$	2,142	$	3,309
Noncontrolling interest earnings	(1)		(4)		(8)		(12)
Net earnings attributable to Mondelēz International	$	532	$	1,258	$	2,134	$	3,297
Weighted-average shares for basic EPS	1,372		1,399		1,381		1,406
Plus incremental shares from assumed conversions of stock options and long-term incentive plan shares	7		9		8		9
Weighted-average shares for diluted EPS	1,379		1,408		1,389		1,415
Basic earnings per share attributable to Mondelēz International	$	0.39	$	0.90	$	1.55	$	2.34
Diluted earnings per share attributable to Mondelēz International	$	0.39	$	0.89	$	1.54	$	2.33

We exclude antidilutive Mondelēz International stock options from our calculation of weighted-average shares for diluted EPS. We excluded antidilutive stock options and performance share units of 3.3 million in the third quarter of 2022 and 2.7 million in the third quarter of 2021 and 2.9 million in the first nine months of 2022 and 3.0 million in the first nine months of 2021.

Note 16. Segment Reporting

We manufacture and market primarily snack food products, including biscuits, chocolate, gum & candy and various cheese & grocery products, as well as powdered beverage products.

We manage our global business and report operating results through geographic units. We manage our operations by region to leverage regional operating scale, manage different and changing business environments more effectively and pursue growth opportunities as they arise across our key markets. Our regional management teams have responsibility for the business, product categories and financial results in the regions.

Our operations and management structure are organized into four operating segments:

Latin America
AMEA
Europe
North America

We use segment operating income to evaluate segment performance and allocate resources. We believe it is appropriate to disclose this measure to help investors analyze segment performance and trends. Segment operating income excludes unrealized gains and losses on hedging activities (which are a component of cost of sales), general corporate expenses (which are a component of selling, general and administrative expenses), amortization of intangibles, gains and losses on divestitures and acquisition-related costs (which are a component of selling, general and administrative expenses) in all periods presented. We exclude these items from segment operating income in order to provide better transparency of our segment operating results. Furthermore, we centrally manage benefit plan non-service income and interest and other expense, net. Accordingly, we do not present these items by segment because they are excluded from the segment profitability measure that management reviews.

Our segment net revenues and earnings were:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
	(in millions)
Net revenues:
Latin America	$	913	$	751	$	2,615	$	2,089
AMEA	1,704		1,629		5,106		4,826
Europe	2,649		2,714		8,210		8,035
North America	2,497		2,088		6,870		6,112
Net revenues	$	7,763	$	7,182	$	22,801	$	21,062
Earnings before income taxes:
Operating income:
Latin America	$	112	$	91	$	305	$	221
AMEA	257		267		740		842
Europe	413		508		1,170		1,478
North America	465		363		1,337		932
Unrealized (losses)/gains on hedging activities (mark-to-market impacts)	(186)		132		(268)		270
General corporate expenses	(58)		(35)		(170)		(177)
Amortization of intangible assets	(32)		(32)		(96)		(102)
Gain on acquisition	—		—		—		9
Acquisition-related costs	(292)		—		(318)		(24)
Operating income	679		1,294		2,700		3,449
Benefit plan non-service income	30		37		93		135
Interest and other expense, net	(71)		(82)		(337)		(358)
Earnings before income taxes	$	638	$	1,249	$	2,456	$	3,226

Items impacting our segment operating results are discussed in Note 1, Basis of Presentation, Note 2, Acquisitions and Divestitures, Note 3, Inventories, Note 4, Property, Plant and Equipment, Note 5, Goodwill and Intangible Assets, and Note 7, Restructuring Program. Also see Note 8, Debt and Borrowing Arrangements, and Note 9, Financial Instruments, for more information on our interest and other expense, net for each period.

Net revenues by product category were:


	For the Three Months Ended September 30, 2022
	Latin America		AMEA		Europe		North America		Total
	(in millions)
Biscuits	$	272	$	655	$	892	$	2,166	$	3,985
Chocolate	240		640		1,290		62		2,232
Gum & Candy	202		204		172		269		847
Beverages	111		119		25		—		255
Cheese & Grocery	88		86		270		—		444
Total net revenues	$	913	$	1,704	$	2,649	$	2,497	$	7,763

	For the Three Months Ended September 30, 2021 (1)
	Latin America		AMEA		Europe		North America		Total
	(in millions)
Biscuits	$	218	$	585	$	859	$	1,785	$	3,447
Chocolate	208		623		1,371		68		2,270
Gum & Candy	157		205		157		235		754
Beverages	89		112		27		—		228
Cheese & Grocery	79		104		300		—		483
Total net revenues	$	751	$	1,629	$	2,714	$	2,088	$	7,182

	For the Nine Months Ended September 30, 2022
	Latin America		AMEA		Europe		North America		Total
	(in millions)
Biscuits	$	751	$	1,880	$	2,844	$	5,866	$	11,341
Chocolate	731		1,882		3,942		199		6,754
Gum & Candy	567		608		494		805		2,474
Beverages	305		460		81		—		846
Cheese & Grocery	261		276		849		—		1,386
Total net revenues	$	2,615	$	5,106	$	8,210	$	6,870	$	22,801

	For the Nine Months Ended September 30, 2021 (1)
	Latin America		AMEA		Europe		North America		Total
	(in millions)
Biscuits	$	592	$	1,677	$	2,518	$	5,299	$	10,086
Chocolate	581		1,768		4,052		185		6,586
Gum & Candy	417		614		459		628		2,118
Beverages	265		438		87		—		790
Cheese & Grocery	234		329		919		—		1,482
Total net revenues	$	2,089	$	4,826	$	8,035	$	6,112	$	21,062

(1) Our snack product categories include biscuits, chocolate and gum & candy. During the first quarter of 2022, we realigned some of our products between our biscuits and chocolate categories; as such, we reclassified the product category net revenues on a basis consistent with the 2022 presentation.

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