Restructuring Program

6 Months Ended

Jun. 30, 2019

Restructuring and Related Activities [Abstract]

Note 8. 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. 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 related implementation charges of $4.1 billion related to the Simplify to Grow Program. We expect to incur the program charges by year-end 2022.

Restructuring Costs:

The Simplify to Grow Program liability activity for the six months ended June 30, 2019 was:



	Severance and related costs			Asset Write-downs			Total
	(in millions)
Liability balance, January 1, 2019	$	373		$	—		$	373
Charges ⁽¹⁾	35			5			40
Cash spent	(89		)	—			(89		)
Non-cash settlements/adjustments ⁽²⁾	(30		)	(5		)	(35		)
Currency	(1		)	—			(1		)
Liability balance, June 30, 2019	$	288		$	—		$	288


(1)	Includes settlement losses of $5 million recorded within benefit plan non-service income on our condensed consolidated statements of earnings.


(2)	We adopted the new ASU on lease accounting as of January 1, 2019. The ASU requires recording onerous lease liabilities netted with right of use assets. Therefore, during the first quarter of 2019, we reclassified onerous lease liabilities that totaled $23 million as of March 31, 2019, from accrued liabilities and other accrued liabilities to operating lease right of use assets.

We recorded restructuring charges of $20 million in the second quarter of 2019 and $112 million in the second quarter of 2018 and $40 million in the first six months of 2019 and $164 million in the first six months of 2018 within asset impairment and exit costs and benefit plan non-service income. We spent $36 million in the second quarter of 2019 and $82 million in the second quarter of 2018 and $89 million in the first six months of 2019 and $161 million in the first six months of 2018 in cash severance and related costs. We also recognized non-cash pension settlement losses (See Note 11, Benefit Plans), non-cash asset write-downs (including accelerated depreciation and asset impairments) and other non-cash adjustments (including a transfer of onerous lease liabilities to operating lease ROU assets during the first quarter of 2019) totaling $6 million in the second quarter of 2019 and $14 million in the second quarter of 2018 and $35 million in the first six months of 2019 and $39 million in the first six months of 2018. At June 30, 2019, $248 million of our net restructuring liability was recorded within other current liabilities and $40 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 $68 million in the second quarter of 2019 and $70 million in the second quarter of 2018 and $118 million in the first six months of 2019 and $132 million in the first six months of 2018. 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 six months ended June 30, 2019 and June 30, 2018, 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 ⁽¹⁾		Corporate ⁽²⁾			Total
	(in millions)
For the Three Months Ended June 30, 2019
Restructuring Costs	$	7	$	3	$	11	$	—	$	(1	)	$	20
Implementation Costs	13		6		17		9		23			68
Total	$	20	$	9	$	28	$	9	$	22		$	88
For the Three Months Ended June 30, 2018
Restructuring Costs	$	12	$	17	$	63	$	14	$	6		$	112
Implementation Costs	15		8		13		21		13			70
Total	$	27	$	25	$	76	$	35	$	19		$	182
For the Six Months Ended June 30, 2019
Restructuring Costs	$	7	$	9	$	11	$	6	$	7		$	40
Implementation Costs	28		13		28		13		36			118
Total	$	35	$	22	$	39	$	19	$	43		$	158
For the Six Months Ended June 30, 2018
Restructuring Costs	$	36	$	23	$	70	$	26	$	9		$	164
Implementation Costs	30		20		29		38		15			132
Total	$	66	$	43	$	99	$	64	$	24		$	296
Total Project ⁽³⁾
Restructuring Costs	$	500	$	526	$	982	$	459	$	123		$	2,590
Implementation Costs	247		181		373		345		314			1,460
Total	$	747	$	707	$	1,355	$	804	$	437		$	4,050


(1)	During 2019 and 2018, our North America region implementation costs included incremental costs that we incurred related to renegotiating collective bargaining agreements that expired in February 2016 for eight U.S. facilities and related to executing business continuity plans for the North America business.


(2)	The Corporate column includes minor adjustments for pension settlement losses and rounding.

(3)

Includes all charges recorded since program inception on May 6, 2014 through June 30, 2019.