2020 ANNUAL REPORT 2020 Financial Highlights
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2020 ANNUAL REPORT 2020 FiNANCiAL HiGHLiGHTS Net Revenuese by CaC tet goryy Beverages 4% 73% Biscuits Chocolate Gum Cheese Non-U.S. 48% 31% & Candy & Grocery 10% 7% 66% NeN t Reeveenues by ReR gig onn Developed Markets North America Europep 31% ($8. 2B) 38% ($10. 2B) 34% Emerging Markets 150+ Countries AMEA 22% ($5.7B) Latin ~79K America 9% ($2.5B) Employees OuO r Branndsd Oreo, belVita, Cadbury Dairy Milk, Ritz, Milka, Toblerone, Sour Patch Kids, Halls, Enjoy Life, Chips Ahoy!, Triscuit, Tang and Tridentt gum to name a few – from global brands to local jewels, we make and bake great snacks for millions of people around the world every day. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C.20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TOSECTION13OR15(d)OF THE SECURITIES EXCHANGEACT OF 1934 Forthe fiscal yearended December 31,2020 OR ☐ TRANSITION REPORT PURSUANT TOSECTION13OR15(d)OF THE SECURITIES EXCHANGEACT OF 1934 Forthetransitionperiodfrom____________ to _______________ COMMISSION FILE NUMBER 1-16483 MondelēzInternational, Inc. (Exact name of registrant as specified in its charter) Virginia 52-2284372 (State or otherjurisdictionof (I.R.S. Employer incorporation or organization) Identification No.) 905WestFultonMarket,Suite 200 Chicago, Illinois 60607 (Address of principal executive offices) (Zip Code) Registrant’stelephone number, includingarea code: 847-943-4000 Securitiesregistered pursuanttoSection 12(b) of the Act: Trading Titleofeach class Symbol(s) Nameof each exchange on which registered Class A CommonStock, no par value MDLZ The NasdaqGlobal Select Market 1.000% Notesdue 2022 MDLZ22 The NasdaqStock Market LLC 1.625% Notesdue 2023 MDLZ23 The NasdaqStock Market LLC 1.625% Notesdue 2027 MDLZ27 The NasdaqStock Market LLC 2.375% Notesdue 2035 MDLZ35 The NasdaqStock Market LLC 4.500% Notesdue 2035 MDLZ35A TheNasdaqStockMarket LLC 3.875% Notesdue 2045 MDLZ45 The NasdaqStock Market LLC Securitiesregistered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is awell-known seasoned issuer, as defined in Rule 405 of theSecuritiesAct. Yes x No ¨ Indicate by check mark if the registrant is notrequiredto file reports pursuant to Section 13 or Section15(d)ofthe Act. Yes ¨ No x Note: Checking thebox above will notrelieveanyregistrant requiredtofilereportspursuant to Section 13 or 15(d)ofthe Exchange Act from their obligations underthose Sections. Indicate by check mark whetherthe registrant (1) has filed all reports required to be filedbySection13or15(d)ofthe SecuritiesExchange Act of 1934 during thepreceding 12 months(or forsuch shorterperiod thatthe registrantwas requiredtofile such reports),and (2) hasbeen subject to such filing requirements forthe past 90 days. Yes x No ¨ Indicate by check mark whetherthe registrant has submittedelectronically every Interactive Data Filerequired tobesubmitted pursuantto Rule 405 of Regulation S-T (§ 232.405ofthis chapter) duringthe preceding 12 months (orffor such shorterperiod thattheregistrantwas required to submit such files). Yes x No ¨ Indicate bycheck mark whether the registrant is alargeacceleratedfiler, an acceleratedfiler, anon-accelerated filer, asmallerreporting company, or an emerginggrowth company. See the definitions of“large acceleratedfiler,”“accelerated filer,” “smallerreportingcompany,”and “emerging growth company” in Rule 12b-2ofthe Exchange Act. Large acceleratedfiler x Acceleratedfiler ¨ Non-accelerated filer ¨ Smaller reportingcompany ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to usethe extended transition period for complying with anynew or revisedfinancialaccounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Indicate by check mark whether the registrant has filedareport on andattestation to its management’sassessment oftheeffectiveness of its internal control over financial reporting underSection 404(b) of the Sarbanes-OxleyAct (15U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ Indicate by check mark whether the registrant is ashell company(as definedinRule 12b-2 ofthe Act). Yes ☐ No x Theaggregate market value of the shares of Class A CommonStockheld by non-affiliates of the registrant, computedbyreference to the closingprice of such stock on June30, 2020, was $72.2 billion. At January 29, 2021,there were 1,412,114,559 shares of theregistrant’s Class A Common Stock outstanding. Documents Incorporated by Reference Portions of theregistrant’sdefinitive proxy statement tobefiledwiththe Securities and ExchangeCommissioninconnection withitsannual meeting of shareholders expected to be held onMay 19,2021are incorporated by reference into Part III hereof. Mondelēz International, Inc. Page No. Part I– Item1. Business 3 Item 1A. RiskFactors 13 Item 1B. Unresolved Staff Comments 25 Item 2. Properties 26 Item 3. LegalProceedings 26 Item 4. Mine Safety Disclosures 26 Part II – Item 5. Marketffor Registrant’s CommonEquity, Related Stockholder Matters andIssuerPurchasesofEquitySecurities 27 Item 6. Selected Financial Data 29 Item 7. Management’s Discussionand Analysis of Financial Condition and Results of Operations: 31 Summary of Results 35 FinancialOutlook 36 Discussion and Analysis of Historical Results 39 Critical Accounting Estimates 56 Liquidity and Capital Resources 59 Commodity Trends 60 Off-Balance Sheet Arrangements and AggregateContractual Obligations 60 Equity and Dividends 62 Non-GAAP FinancialMeasures 63 Item 7A. Quantitative and Qualitative Disclosuresabout MarketRisk 70 Item 8. FinancialStatements and Supplementary Data: 72 Report of Independent RegisteredPublic Accounting Firm 72 ConsolidatedStatements of Earnings forthe Years Ended December 31, 2020, 2019 and 2018 75 ConsolidatedStatements ofComprehensive Earnings forthe Years Ended December 31, 2020, 2019 and 2018 76 ConsolidatedBalance Sheets as of December 31, 2020 and2019 77 ConsolidatedStatements of Equity forthe Years Ended December 31, 2020, 2019 and 2018 78 ConsolidatedStatements ofCash Flows forthe Years Ended December 31, 2020, 2019 and 2018 79 Notes to Consolidated Financial Statements 80 Item 9. Changes in and Disagreements with Accountants on Accountingand Financial Disclosure 131 Item 9A. Controls andProcedures 131 Item 9B.Other Information 132 Part III – Item 10.Directors,ExecutiveOfficers andCorporate Governance 133 Item 11.Executive Compensation 133 Item 12. SecurityOwnership of Certain BeneficialOwners andManagement and Related StockholderMatters 133 Item 13.Certain Relationshipsand Related Transactions, and Director Independence 133 Item 14.PrincipalAccountant Fees andSerrvices 133 Part IV – Item 15.Exhibits and Financial Statement Schedules 134 Item 16. Form 10-K Summary 138 Signatures 139 Valuation and Qualifying Accounts S-1 In thisreport, forall periods presented, “we,” “us,” “our,”“theCompany” and “MondelēzInternational” referto MondelēzInternational, Inc. and subsidiaries. Referencesto“Common Stock” refertoour Class A Common Stock. i Forward-Looking Statements This report contains a number of forward-looking statements. Words, and variations of words, such as “will,” “may,” “expect,” “would,” “could,” “might,” “plan,” “believe,” “estimate,” “anticipate,” “likely,” “drive,” “seek,” “aim,” “potential,” “project,” “objective,” “commitment,” “outlook” and similar expressions are intended to identify our forward-looking statements, including but not limited to statements about: the impact of the COVID-19 outbreak on consumer demand, costs, product mix, the availability of our products, our strategic initiatives, our and our partners’ global supply chains, operations and routes to market, and our financial results; our future performance, including our future revenue growth, profitability and earnings growth; our strategy to accelerate consumer-centric growth, drive operational excellence and create a winning growth culture; our leadership position in snacking; our ability to meet consumer needs and demand and identify innovation and renovation opportunities; the results of driving operational excellence; volatility in global consumer, commodity, currency and capital markets; price volatility and pricing actions; the cost environment and measures to address increased costs; our tax rate, tax positions, tax proceedings, transition tax liability and the impact of U.S. and Swiss tax reform on our future results; market share; the United Kingdom ("U.K.") withdrawal from the European Union ("E.U.") and its impact on our business and results, including in connection with disagreements on trade terms, increased costs or supply chain or distribution delays, or other disruptions or negative impacts; the costs of, timing of expenditures under and completion of our restructuring program; category growth; our effect on demand and our market position; consumer snacking behaviors; commodity prices and supply; our investments; research, development and innovation; political, business and economic conditions and volatility; the effect of the imposition of increased or new tariffs, quotas, trade barriers or similar restrictions on our sales or key commodities and potential changes in U.S. trade programs, trade relations, regulations, taxes or fiscal policies; currency exchange rates, controls and restrictions, volatility in foreign currencies and the effect of currency translation on our results of operations; the application of highly inflationary accounting for our Argentinean subsidiaries and the potential