Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives

6 Months Ended

Jun. 30, 2024

Restructuring and Related Activities [Abstract]

Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives

A. Realigning our Cost Base Program

In the fourth quarter of 2023, we announced that we launched a multi-year, enterprise-wide cost realignment program that aims to realign our costs with our longer-term revenue expectations. We expect costs associated with this multi-year effort to continue primarily through 2024 and to total approximately $2.3 billion, primarily representing cash expenditures for severance and implementation costs, of which $1.7 billion is associated with our Biopharma segment. From the start of this program through June 30, 2024, we incurred costs under this program of $1.5 billion, of which $1.2 billion is associated with our Biopharma segment (substantially all of which represents restructuring charges).

B. Manufacturing Optimization Program

In the second quarter of 2024, we announced that we launched a multi-year, multi-phased program to reduce our costs of goods sold, which is expected to include operational efficiencies, network structure changes, and product portfolio enhancements. The first phase of this program is focused on operational efficiencies and we expect costs for this first phase to total approximately $1.7 billion, primarily representing cash expenditures for severance and implementation costs, all of which is associated with our Biopharma segment. These costs will be recorded primarily in 2024, with cash outlays expected primarily in 2025 and 2026. From the start of this program through June 30, 2024, we incurred costs under this program of $1.3 billion, all of which is associated with our Biopharma segment and substantially all of which represents restructuring charges.

C. Key Activities


The following summarizes costs and credits for acquisitions and cost-reduction/productivity initiatives:
	Three Months Ended				Six Months Ended
(MILLIONS)	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
Restructuring charges/(credits):
Employee terminations	$	1,014	$	96	$	984	$	61
Asset impairments	41		15		66		4
Exit costs	49		27		63		29
Restructuring charges/(credits)(a)	1,104		138		1,114		94
Transaction costs(b)	—		8		5		8
Integration costs and other(c)	150		68		237		120
Restructuring charges and certain acquisition-related costs	1,254		214		1,356		222
Net periodic benefit costs/(credits) recorded in Other (income)/deductions––net	2		(2)		5		(7)
Additional depreciation––asset restructuring recorded in our condensed consolidated statements of operations as follows(d):
Cost of sales	1		4		5		22
Selling, informational and administrative expenses	3		—		3		—

Total additional depreciation––asset restructuring	4		4		8		23
Implementation costs recorded in our condensed consolidated statements of operations as follows(e):
Cost of sales	49		13		65		27
Selling, informational and administrative expenses	36		67		65		126
Research and development expenses	20		19		33		30

Total implementation costs	105		98		163		183
Total costs associated with acquisitions and cost-reduction/productivity initiatives	$	1,364	$	313	$	1,532	$	420

(a)Primarily represents cost-reduction initiatives. Amounts associated with our Biopharma segment: charges of $1.1 billion for both the three and six months ended June 30, 2024 (including charges of $1.3 billion for our Manufacturing Optimization Program for both periods presented and credits of $113 million for the three months and $199 million for the six months ended June 30, 2024 for our Realigning our Cost Base Program). Amounts associated with our Biopharma segment for the three and six months ended July 2, 2023 were not material.

(b)Represents external costs for banking, legal, accounting and other similar services.

(c)Represents external, incremental costs directly related to integrating acquired businesses, such as expenditures for consulting and the integration of systems and processes, and certain other qualifying costs.

(d)Represents the impact of changes in the estimated useful lives of assets involved in restructuring actions.

(e)Represents external, incremental costs directly related to implementing our non-acquisition-related cost-reduction/productivity initiatives.


The following summarizes the components and changes in restructuring accruals:
(MILLIONS)	Employee Termination Costs		Asset Impairment Charges		Exit Costs		Accrual
Balance, December 31, 2023(a)	$	1,978	$	—	$	11	$	1,988
Provision/(credit)	984		66		63		1,114
Utilization and other(b)	(592)		(66)		(45)		(703)
Balance, June 30, 2024(c)	$	2,370	$	—	$	29	$	2,399

(a)Included in Other current liabilities ($1.3 billion) and Other noncurrent liabilities ($663 million).

(b)Other activity includes adjustments for foreign currency translation that are not material to our condensed consolidated financial statements.

(c)Included in Other current liabilities ($1.0 billion) and Other noncurrent liabilities ($1.4 billion).