EX-13 3 ex13-form10xk20131229.htm EXHIBIT 13 Ex 13 - Form 10-K 2013 1229


Table of Contents

MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION
 
AUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
SUPPORTING SCHEDULES



                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Management’s Discussion and Analysis of Results of Operations and Financial Condition

Organization and Business Segments
Description of the Company and Business Segments
Johnson & Johnson and its subsidiaries (the Company) have approximately 128,100 employees worldwide engaged in the research and development, manufacture and sale of a broad range of products in the health care field. The Company conducts business in virtually all countries of the world with the primary focus on products related to human health and well-being.
The Company is organized into three business segments: Consumer, Pharmaceutical and Medical Devices and Diagnostics. The Consumer segment includes a broad range of products used in the baby care, skin care, oral care, wound care and women’s health fields, as well as nutritionals, over-the-counter pharmaceutical products and wellness and prevention platforms. These products are marketed to the general public and sold both to retail outlets and distributors throughout the world. The Pharmaceutical segment includes products in the following areas: anti-infective, antipsychotic, cardiovascular, contraceptive, gastrointestinal, hematology, immunology, infectious diseases, metabolic, neurology, oncology, pain management and vaccines. These products are distributed directly to retailers, wholesalers and health care professionals for prescription use. The Medical Devices and Diagnostics segment includes a broad range of products distributed to wholesalers, hospitals and retailers, used principally in the professional fields by physicians, nurses, hospitals and clinics. These include products to treat cardiovascular disease; orthopaedic and neurological products; blood glucose monitoring and insulin delivery products; general surgery, biosurgical, and energy products; professional diagnostic products; infection prevention products; and disposable contact lenses.
The Company’s structure is based upon the principle of decentralized management. The Executive Committee of Johnson & Johnson is the principal management group responsible for the strategic operations and allocation of the resources of the Company. This Committee oversees and coordinates the activities of the Consumer, Pharmaceutical and Medical Devices and Diagnostics business segments.
In all of its product lines, the Company competes with companies both locally and globally, throughout the world. Competition exists in all product lines without regard to the number and size of the competing companies involved. Competition in research, involving the development and the improvement of new and existing products and processes, is particularly significant. The development of new and innovative products is important to the Company’s success in all areas of its business. This also includes protecting the Company’s portfolio of intellectual property. The competitive environment requires substantial investments in continuing research. In addition, the development and maintenance of customer demand for the Company’s consumer products involves significant expenditures for advertising and promotion.

Management’s Objectives
The Company manages within a strategic framework with Our Credo as the foundation. The Company believes that our strategic operating principles; being broadly based in human health care, managing the business for the long term, a decentralized management approach and commitment to our people and values are required to successfully meet the demands of the rapidly evolving markets in which we compete. To this end, management is focused on our growth drivers: creating value through innovation, expanding our global reach with a local focus, excellence in execution and leading with purpose.
The Company engages in areas of human health care where there is an opportunity to make a meaningful difference, and is committed to creating value by developing broadly accessible, high quality, innovative products and services. New products introduced within the past five years accounted for approximately 25% of 2013 sales. In 2013, $8.2 billion, or 11.5% of sales, was invested in research and development, reflecting management’s commitment to delivering new and differentiated products and services to meet evolving health care needs and sustain the Company’s long-term growth.
Our diverse businesses with more than 275 operating companies located in 60 countries are the key drivers of the Company’s success. Maintaining the Company’s decentralized management approach while at the same time leveraging the extensive resources of the enterprise uniquely positions the Company to innovate, execute and reach markets globally, while focusing on the needs and challenges of the local markets.
In order to remain a leader in health care the Company strives to maintain a purpose-driven organization and is committed to developing global business leaders who can achieve these growth objectives. Businesses are managed for the long-term in order to sustain market leadership positions and enable growth, which provides an enduring source of value to our shareholders.
Our Credo unifies all Johnson & Johnson employees in achieving these objectives, and provides a common set of values that serve as the foundation of the Company’s responsibilities to its customers, employees, communities and shareholders. The Company believes that these basic principles and growth drivers, along with its overall mission of improving the quality of life for people across the globe, will enable Johnson & Johnson to continue to be a leader in the health care industry.


                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Results of Operations
Analysis of Consolidated Sales
In 2013, worldwide sales increased 6.1% to $71.3 billion, compared to increases of 3.4% in 2012 and 5.6% in 2011. These sales changes consisted of the following:
Sales increase/(decrease) due to:
 
2013
 
2012
 
2011
Volume
 
7.6
%
 
5.7

 
3.1

Price
 
0.1

 
0.4

 
(0.3
)
Currency
 
(1.6
)
 
(2.7
)
 
2.8

Total
 
6.1
%
 
3.4

 
5.6


Sales by U.S. companies were $31.9 billion in 2013, $29.8 billion in 2012 and $28.9 billion in 2011. This represents increases of 7.0% in 2013 and 3.2% in 2012, and a decrease of 1.8% in 2011. Sales by international companies were $39.4 billion in 2013, $37.4 billion in 2012 and $36.1 billion in 2011. This represents increases of 5.4% in 2013, 3.5% in 2012 and 12.4% in 2011. The acquisition of Synthes, Inc., net of the related divestiture, increased both total worldwide sales growth and operational growth by 2.5% and 3.1% in 2013 and 2012, respectively.
The five-year compound annual growth rates for worldwide, U.S. and international sales were 2.3%, (0.2)% and 4.6%, respectively. The ten-year compound annual growth rates for worldwide, U.S. and international sales were 5.5%, 2.4% and 9.0%, respectively.
Sales in Europe achieved growth of 9.8% as compared to the prior year, including operational growth of 7.7% and a positive currency impact of 2.1%. Sales in the Western Hemisphere (excluding the U.S.) achieved growth of 3.0% as compared to the prior year, including operational growth of 8.9% and a negative currency impact of 5.9%. Sales in the Asia-Pacific, Africa region achieved growth of 1.1% as compared to the prior year, including operational growth of 8.6% and a negative currency impact of 7.5%.
In 2013, 2012 and 2011, the Company did not have a customer that represented 10% or more of total consolidated revenues.
U.S. Health Care Reform
Under the provisions of the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, beginning in 2013, the Company began paying a tax deductible 2.3% excise tax imposed on the sale of certain medical devices. The 2013 full-year impact of the excise tax was approximately $200 million.


                
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Analysis of Sales by Business Segments
Consumer Segment
Consumer segment sales in 2013 were $14.7 billion, an increase of 1.7% from 2012, which included 2.8% operational growth and a negative currency impact of 1.1%. U.S. Consumer segment sales were $5.2 billion, an increase of 2.3%. International sales were $9.5 billion, an increase of 1.4%, which included 3.1% operational growth and a negative currency impact of 1.7%.
Major Consumer Franchise Sales:*
 
 
 
 
 
 
 
 
% Change
(Dollars in Millions)
 
2013
 
2012
 
2011
 
’13 vs. ’12
 
’12 vs. ’11
OTC
 
$
4,028

 
3,766

 
3,740

 
7.0
 %
 
0.7

Skin Care
 
3,704

 
3,618

 
3,715

 
2.4

 
(2.6
)
Baby Care
 
2,295

 
2,254

 
2,340

 
1.8

 
(3.7
)
Oral Care
 
1,622

 
1,624

 
1,624

 
(0.1
)
 
0.0
Women’s Health
 
1,568

 
1,625

 
1,792

 
(3.5
)
 
(9.3
)
Wound Care/Other
 
1,480

 
1,560

 
1,672

 
(5.1
)
 
(6.7
)
Total Consumer Sales
 
$
14,697

 
14,447

 
14,883

 
1.7
 %
 
(2.9
)

* Prior year amounts have been reclassified to conform to current year presentation. Nutritionals, previously included in OTC, is included in Wound Care/Other.

The Over-the-Counter (OTC) franchise achieved sales of $4.0 billion, an increase of 7.0% from 2012. Strong U.S. sales growth of 19.7% was driven by analgesics and upper respiratory products, primarily due to continued progress in returning a reliable supply of products to the marketplace.
McNEIL-PPC, Inc. continues to operate under a consent decree, signed in 2011 with the U.S. Food and Drug Administration (FDA), which governs certain McNeil Consumer Healthcare manufacturing operations.  McNeil continues to operate the manufacturing facilities in Las Piedras, Puerto Rico and Lancaster, Pennsylvania and has made significant progress; having met the remediation commitments at those facilities.  The Company also successfully reintroduced many products previously made in Fort Washington, Pennsylvania, from other sites.  Plants operating under the consent decree will continue to produce a simplified portfolio focused on key brands. The Fort Washington manufacturing site is not in operation at this time and the Company recently made the decision to make further investments in that facility prior to certification. 
The Skin Care franchise achieved sales of $3.7 billion, an increase of 2.4% as compared to the prior year, primarily due to strong results from the NEUTROGENA®, AVEENO® and Dabao product lines. The Baby Care franchise sales grew to $2.3 billion, an increase of 1.8% from 2012. Growth was primarily due to sales of haircare and baby cleansers outside the U.S. and newly acquired products from the acquisition of Shanghai Elsker Mother & Baby Co., Ltd. The Oral Care franchise sales were flat as compared to the prior year. Increased sales of LISTERINE® outside the U.S. were partially offset by the impact of the divestiture of the manual toothbrush product line in the U.S. The Women’s Health franchise sales were $1.6 billion, a decrease of 3.5% primarily due to the divestiture of women's sanitary protection products in the U.S., Canada and Caribbean. The Wound Care/Other franchise sales were $1.5 billion in 2013, a decrease of 5.1% from 2012 due to competitive pressures and the impact of divestitures.
Consumer segment sales in 2012 were $14.4 billion, a decrease of 2.9% from 2011, which included 0.5% operational growth offset by a negative currency impact of 3.4%. U.S. Consumer segment sales were $5.0 billion, a decrease of 2.0%. International sales were $9.4 billion, a decrease of 3.4%, which included 1.9% operational growth offset by a negative currency impact of 5.3%.


                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Pharmaceutical Segment
The Pharmaceutical segment achieved sales of $28.1 billion in 2013, representing an increase of 10.9% over the prior year, with strong operational growth of 12.0% and a negative currency impact of 1.1%. U.S. sales were $13.9 billion, an increase of 12.3%. International sales were $14.2 billion, an increase of 9.6%, which included 11.8% operational growth and a negative currency impact of 2.2%. The Pharmaceutical segment operational growth was impacted by 0.8% in 2013 due to a positive adjustment to previous estimates for Managed Medicaid rebates.

Major Pharmaceutical Therapeutic Area Sales:*
 
 
 
 
 
 
 
 
% Change
(Dollars in Millions)
 
2013
 
2012
 
2011
 
’13 vs. ’12
 
’12 vs. ’11
Total Immunology
 
$
9,190

 
7,874

 
6,798

 
16.7
 %
 
15.8

     REMICADE®
 
6,673

 
6,139

 
5,492

 
8.7

 
11.8

     SIMPONI®
 
932

 
607

 
410

 
53.5

 
48.0

     STELARA®
 
1,504

 
1,025

 
738

 
46.7

 
38.9

     Other Immunology
 
81

 
103

 
158

 
(21.4
)
 
(34.8
)
Total Infectious Diseases
 
3,550

 
3,194

 
3,189

 
11.1

 
0.2

     INCIVO®
 
517

 
443

 
82

 
16.7

 
**
     INTELENCE®
 
379

 
349

 
314

 
8.6

 
11.1

     PREZISTA®
 
1,673

 
1,414

 
1,211

 
18.3

 
16.8

     Other Infectious Diseases
 
981

 
988

 
1,582

 
(0.7
)
 
(37.5
)
Total Neuroscience
 
6,667

 
6,718

 
6,948

 
(0.8
)
 
(3.3
)
     CONCERTA®/methylphenidate
 
782

 
1,073

 
1,268

 
(27.1
)
 
(15.4
)
     INVEGA®
 
583

 
550

 
499

 
6.0

 
10.2

     INVEGA® SUSTENNA®/XEPLION®
 
1,248

 
796

 
378

 
56.8

 
**
     RISPERDAL® CONSTA®
 
1,318

 
1,425

 
1,583

 
(7.5
)
 
(10.0
)
     Other Neuroscience
 
2,736

 
2,874

 
3,220

 
(4.8
)
 
(10.7
)
Total Oncology
 
3,773

 
2,629

 
2,048

 
43.5

 
28.4

     VELCADE®
 
1,660

 
1,500

 
1,274

 
10.7

 
17.7

     ZYTIGA®
 
1,698

 
961

 
301

 
76.7

 
**
     Other Oncology
 
415

 
168

 
473

 
**
 
(64.5
)
Total Other
 
4,945

 
4,936

 
5,385

 
0.2

 
(8.3
)
     ACIPHEX®/PARIET®
 
470

 
835

 
975

 
(43.7
)
 
(14.4
)
     PROCRIT®/EPREX®
 
1,364

 
1,462

 
1,623

 
(6.7
)
 
(9.9
)
     XARELTO®
 
864

 
239

 
25

 
**
 
**
     Other
 
2,247

 
2,400

 
2,762

 
(6.4
)
 
(13.1
)
Total Pharmaceutical Sales
 
$
28,125

 
25,351

 
24,368

 
10.9
 %
 
4.0

* Prior year amounts have been reclassified to conform to current year presentation.
** Percentage greater than 100%

Immunology products achieved sales of $9.2 billion in 2013, representing an increase of 16.7% as compared to the prior year. The increased sales of STELARA® (ustekinumab), SIMPONI® (golimumab) and REMICADE® (infliximab) were primarily due to market growth and market share gains.
Certain patents related to REMICADE® (infliximab) expired in Canada in March 2012. In certain countries in Europe the patent has been extended to February 2015 (Germany, Spain, United Kingdom, Sweden, Austria, Belgium, Switzerland, Denmark, France, Greece, Italy, Luxembourg and the Netherlands). Loss of exclusivity for REMICADE® in these markets may result in a reduction in sales. The U.S. patents for REMICADE® expire in 2018.
Infectious disease products achieved sales of $3.6 billion in 2013, representing an increase of 11.1% as compared to the prior year. Major contributors were PREZISTA® (darunavir), due to the continued momentum in market share growth, INCIVO® (telaprevir), EDURANT® (rilpivirine), INTELENCE® (etravirine) and the launch of OLYSIO™ (simeprevir).
Neuroscience products sales were $6.7 billion, a decline of 0.8% as compared to the prior year. Strong sales of INVEGA® SUSTENNA®/XEPLION® (paliperidone palmitate) and INVEGA® (paliperidone palmitate) were partially offset by lower sales

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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of RISPERDAL® CONSTA® due to growth of INVEGA® SUSTENNA®/XEPLION®. Additionally, a decline in U.S. sales of CONCERTA®/methylphenidate and lower sales of DURAGESIC®/Fentanyl Transdermal (fentanyl transdermal system) and RISPERDAL® (risperidone) was due to continued generic competition.
Oncology products achieved sales of $3.8 billion in 2013, representing an increase of 43.5% as compared to the prior year. This growth was primarily due to sales of ZYTIGA® (abiraterone acetate), VELCADE® (bortezomib) and DOXIL®/CAELYX®(pegylated liposomal doxorubicin hydrochloride), due to returning supply of CAELYX®.
Other Pharmaceutical sales were $4.9 billion, an increase of 0.2% as compared to the prior year. Strong sales of XARELTO®(rivaroxaban) and the launch of INVOKANA® (canagliflozin) were partially offset by lower sales of ACIPHEX®/PARIET® (rabeprazole sodium) and EPREX® (Epoetin alfa) primarily due to generic competition.
During 2013, the company received several regulatory approvals including: The U.S. Food and Drug Administration (FDA) approval of OLYSIO™ (simeprevir), an NS3/4A inhibitor, for the treatment of chronic hepatitis C infection as part of an antiviral treatment regimen in combination with pegylated interferon and ribavirin in genotype 1 infected adults with compensated liver disease, including cirrhosis; FDA approval for IMBRUVICA™ (ibrutinib) capsules for the treatment of patients with mantle cell lymphoma who have received at least one prior therapy; The FDA and European Commission (EC) approved INVOKANA® (canagliflozin), an oral, once-daily, selective sodium glucose co-transporter 2 inhibitor, for the treatment of adults with type 2 diabetes; The FDA approved the use of STELARA® (ustekinumab) alone or in combination with methotrexate for the treatment of adult patients with active psoriatic arthritis; The EC also approved STELARA® (ustekinumab), alone or in combination with methotrexate for active psoriatic arthritis in adults when the response to previous non-biological disease-modifying anti-rheumatic drug therapy has been inadequate; The EC approved an expanded indication for SIMPONI® (golimumab) for the treatment of moderately to severely active ulcerative colitis in adult patients who have had an inadequate response to conventional therapy including corticosteroids and 6-mercaptopurine or azathioprine, or who are intolerant to or have medical contraindications for such therapies; SIMPONI® (golimumab) was also approved by the FDA for the treatment of moderately to severely active ulcerative colitis in adult patients who have demonstrated corticosteroid dependence or who have had an inadequate response to or failed to tolerate oral aminosalicylates, oral corticosteroids, azathioprine, or 6-mercaptopurine; The FDA also approved SIMPONI® ARIATM (golimumab) for infusion for the treatment of adults with moderately to severely active rheumatoid arthritis in combination with methotrexate. The EC approved the use of VELCADE® (bortezomib) as induction therapy in combination with dexamethasone or thalidomide and dexamethasone and applies to adult patients with previously-untreated multiple myeloma who are eligible for high-dose chemotherapy with hematological stem cell transplantation.
The Company submitted several New Drug Applications, including a Marketing Authorization Application (MAA) to the European Medicines Agency (EMA) and a New Drug Application (NDA) to the FDA seeking approval for the use of ibrutinib for the treatment of adult patients with relapsed or refractory chronic lymphocytic leukemia /small lymphocytic lymphoma, and an MAA for relapsed or refractory mantle cell lymphoma. An MAA was submitted to the EMA seeking approval for a once-daily single tablet fixed-dose antiretroviral combination product containing darunavir, a protease inhibitor, with cobicistat, a pharmacokinetic enhancer or boosting agent, developed by Gilead Sciences, Inc. for use in combination with other human immunodeficiency virus medicines. A Biologic License Application to the FDA and an MAA to the EMA were simultaneously submitted for siltuximab for the treatment of patients with multicentric Castleman disease who are HIV-negative and human herpes virus-8 -negative. An MAA was submitted to the EMA for simeprevir for the treatment of adult patients with chronic hepatitis C genotype 1 or genotype 4. Additionally, an MAA was submitted to the EMA for canagliflozin/metformin fixed-dose combination therapy to treat patients with type 2 diabetes.
The Pharmaceutical segment achieved sales of $25.4 billion in 2012, representing an increase of 4.0% over the prior year, with operational growth of 6.8% and a negative currency impact of 2.8%. U.S. sales were $12.4 billion, an increase of 0.3%. International sales were $12.9 billion, an increase of 7.9%, which included 13.6% operational growth and a negative currency impact of 5.7%.

                
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Medical Devices and Diagnostics Segment
The Medical Devices and Diagnostics segment achieved sales of $28.5 billion in 2013, representing an increase of 3.9% over the prior year, with operational growth of 6.1% and a negative currency impact of 2.2%. U.S. sales were $12.8 billion, an increase of 3.5% as compared to the prior year. International sales were $15.7 billion, an increase of 4.2% over the prior year, with operational growth of 8.3% and a negative currency impact of 4.1%. The acquisition of Synthes, Inc., net of the related trauma business divestiture, increased both total sales growth and operational growth for the Medical Devices and Diagnostics segment by 6.0% and 7.9% in 2013 and 2012, respectively.
Major Medical Devices and Diagnostics Franchise Sales:
 
 
 
 
 
 
 
 
% Change
(Dollars in Millions)
 
2013
 
2012
 
2011
 
’13 vs. ’12
 
’12 vs. ’11
Orthopaedics
 
$
9,509

 
7,799

 
5,809

 
21.9
 %
 
34.3

Surgical Care
 
6,269

 
6,483

 
6,637

 
(3.3
)
 
(2.3
)
Vision Care
 
2,937

 
2,996

 
2,916

 
(2.0
)
 
2.7

Specialty Surgery
 
2,592

 
2,526

 
2,407

 
2.6

 
4.9

Diabetes Care
 
2,309

 
2,616

 
2,652

 
(11.7
)
 
(1.4
)
Cardiovascular Care
 
2,077

 
1,985

 
2,288

 
4.6

 
(13.2
)
Diagnostics
 
1,885

 
2,069

 
2,164

 
(8.9
)
 
(4.4
)
Infection Prevention/Other
 
912

 
952

 
906

 
(4.2
)
 
5.1

Total Medical Devices and Diagnostics Sales
 
$
28,490

 
27,426

 
25,779

 
3.9
 %
 
6.4


The Orthopaedics franchise achieved sales of $9.5 billion in 2013, a 21.9% increase over the prior year. Growth was primarily due to a full year of sales recorded from the acquisition of Synthes, Inc. and sales of joint reconstruction products. Sales were impacted by the divestiture of certain rights and assets related to the DePuy trauma business. The positive impact on the Orthopaedics franchise total sales growth and operational growth due to the newly acquired products from Synthes, Inc. net of the related trauma business divestiture was 21.2% and 34.7% in 2013 and 2012, respectively.
The Surgical Care franchise sales were $6.3 billion in 2013, a decrease of 3.3% from the prior year. The decline was primarily due to lower sales of mechanical surgery, breast care and pelvic floor products. Outside the U.S. increased sales of sutures and endoscopy products, with the success of the ECHELON FLEX powered ENDOPATH® Stapler were offset by the negative impact from currency.
The Vision Care franchise achieved sales of $2.9 billion in 2013, a decrease of 2.0% from the prior year. The decline was primarily due to sales in Japan which were impacted by the devaluation of the Yen. The decline was partially offset by growth of ACUVUE® TruEye® and 1-DAY ACUVUE® MOIST® for Astigmatism.
The Specialty Surgery franchise achieved sales of $2.6 billion in 2013, a 2.6% increase over the prior year. Contributors to the growth were strong sales from biosurgical products, sales of energy products outside the U.S. and Acclarent products in the U.S.
The Diabetes Care franchise sales were $2.3 billion, a decrease of 11.7% versus the prior year. Sales declined due to the impact of lower prices primarily related to competitive bidding in the U.S. as well as pricing pressures outside the U.S.
The Cardiovascular Care franchise sales were $2.1 billion, a 4.6% increase from the prior year. The increased sales were driven by strong growth in Biosense Webster's electrophysiology business primarily due to the success of a number of catheter launches.
The Diagnostics franchise sales were $1.9 billion, a decline of 8.9% versus the prior year. The decline was primarily due to the divestiture of the Therakos business and a sales decline in clinical laboratories. In January 2013, the Company announced it was exploring strategic alternatives for the Ortho-Clinical Diagnostics business (the Diagnostics franchise), including a possible divestiture. In January 2014, the Company received a binding offer from The Carlyle Group to acquire the Ortho-Clinical Diagnostics business. For more details see Note 20 to the Consolidated Financial Statements.
The Infection Prevention/Other franchise sales were $0.9 billion in 2013, a decrease of 4.2% versus the prior year primarily due to a negative currency impact.
The Medical Devices and Diagnostics segment achieved sales of $27.4 billion in 2012, representing an increase of 6.4% over the prior year, with operational growth of 8.7% and a negative currency impact of 2.3%. U.S. sales were $12.4 billion, an increase of 8.7% as compared to the prior year. International sales were $15.1 billion, an increase of 4.5% over the prior year, with operational growth of 8.6% and a negative currency impact of 4.1%. The acquisition of Synthes, Inc., net of the related divestiture, increased both total sales growth and operational growth for the Medical Devices and Diagnostics segment by 7.9%.

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Analysis of Consolidated Earnings Before Provision for Taxes on Income
Consolidated earnings before provision for taxes on income increased by $1.7 billion to $15.5 billion in 2013 as compared to $13.8 billion in 2012, an increase of 12.3%. Earnings before provision for taxes on income were favorable due to increased gross profit of $3.4 billion resulting from higher sales of higher margin products and cost containment initiatives and a $0.4 billion net gain on equity investment transactions, primarily from the sale of Elan American Depositary Shares. This was partially offset by higher litigation expenses of $1.1 billion and higher expenses of $0.1 billion related to the DePuy ASR™ Hip program. The fiscal year 2012 included $1.5 billion of higher write-downs of intangible assets and in-process research and development and higher costs of $0.3 billion related to the Synthes acquisition partially offset by higher gains of $0.8 billion related to divestitures.
The 2012 consolidated earnings before provision for taxes on income increased by $1.4 billion to $13.8 billion as compared to $12.4 billion in 2011, an increase of 11.4%. Earnings before provision for taxes on income were favorable due to increased gross profit of $0.9 billion, a $0.1 billion decrease in selling, marketing and administrative expenses due to cost containment initiatives across many of the businesses, lower litigation expense of $2.1 billion and lower charges of $0.4 billion related to the DePuy ASR Hip program versus the prior year. This was partially offset by $2.1 billion of charges attributable to asset write-downs and impairment of in-process research and development, primarily related to the Crucell vaccine business and the discontinuation of the Phase III clinical development of bapineuzumab IV and $0.2 billion of integration and currency costs related to the acquisition of Synthes, Inc. versus the prior year. Included in 2011 was a $0.6 billion restructuring charge, net of inventory write-offs which are included in cost of products sold, related to the Cardiovascular Care business. Additionally, 2011 included higher gains from divestitures and other items of $0.3 billion, recorded in other (income) expense, net.
As a percent to sales, consolidated earnings before provision for taxes on income in 2013 was 21.7% versus 20.5% in 2012.
Cost of Products Sold and Selling, Marketing and Administrative Expenses:  Cost of products sold and selling, marketing and administrative expenses as a percent to sales were as follows:
% of Sales
 
2013
 
2012
 
2011
Cost of products sold
 
31.3
%
 
32.2

 
31.3

Percent point (decrease)/increase over the prior year
 
(0.9
)
 
0.9

 
0.8

Selling, marketing and administrative expenses
 
30.6
%
 
31.0

 
32.3

Percent point (decrease)/increase over the prior year
 
(0.4
)
 
(1.3
)
 
0.8


In 2013, cost of products sold as a percent to sales decreased compared to the prior year. This was primarily the result of positive mix resulting from higher sales of higher margin products, lower costs associated with strong volume growth in the Pharmaceutical business and cost reduction efforts across many of the businesses. The decrease was partially offset by incremental intangible asset amortization expense primarily related to Synthes, the Medical Device Excise tax and increased amortization expense as a result of the royalty buyout agreement with Vertex for INCIVO®. Intangible asset amortization expense for 2013 and 2012 was $1.4 billion and $1.1 billion, respectively. Additionally, 2012 included $0.2 billion higher amortization of the inventory step-up charge related to the Synthes, Inc. acquisition. There was a decrease in the percent to sales of selling, marketing and administrative expenses in 2013 compared to the prior year primarily due to cost containment initiatives across many of the businesses.
In 2012, cost of products sold as a percent to sales increased compared to the prior year. This was primarily the result of the amortization of the inventory step-up charge of $0.4 billion and amortization of intangible assets related to the Synthes, Inc. acquisition of $0.3 billion and ongoing remediation costs in the McNeil OTC business. There was a decrease in the percent to sales of selling, marketing and administrative expenses in 2012 compared to the prior year primarily due to cost containment initiatives across many of the businesses. The prior year period included higher investment spending in the Pharmaceutical business for new products.


                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Research and Development Expense: Research and development expense by segment of business was as follows:
 
 
2013
 
2012
 
2011
(Dollars in Millions)
 
Amount
 
% of Sales*
 
Amount
 
% of Sales*
 
Amount
 
% of Sales*
Consumer
 
$
590

 
4.0
%
 
622

 
4.3

 
659

 
4.4

Pharmaceutical
 
5,810

 
20.7

 
5,362

 
21.2

 
5,138

 
21.1

Medical Devices and Diagnostics
 
1,783

 
6.3

 
1,681

 
6.1

 
1,751

 
6.8

Total research and development expense
 
$
8,183

 
11.5
%
 
7,665

 
11.4

 
7,548

 
11.6

Percent increase/(decrease) over the prior year
 
6.8
%
 
 

 
1.6

 
 

 
10.3

 
 

As a percent to segment sales
Research and development activities represent a significant part of the Company's business. These expenditures relate to the processes of discovering, testing and developing new products, improving existing products, as well as ensuring product efficacy and regulatory compliance prior to launch. The Company remains committed to investing in research and development with the aim of delivering high quality and innovative products. In 2013, worldwide costs of research and development activities increased by 6.8% compared to 2012. The increase in the Pharmaceutical segment was primarily due to higher levels of spending to advance the Company's Pharmaceutical pipeline. In 2012, worldwide costs of research and development activities increased by 1.6% compared to 2011. The 2012 decrease in the Medical Devices and Diagnostics segment was primarily due to the discontinuation of the clinical development program for the NEVO™ Sirolimus-Eluting Coronary Stent.

In-Process Research and Development (IPR&D): In 2013, the Company recorded charges of $0.6 billion primarily for the impairment of various IPR&D projects related to Crucell, Corimmun and Acclarent for the delay or discontinuation of certain development projects. In 2012, the Company recorded charges of $1.2 billion, which included $0.7 billion for the impairment of the IPR&D related to the discontinuation of the Phase III clinical development of bapineuzumab IV and the partial impairment of the IPR&D related to the Crucell vaccine business in the amount of $0.4 billion. Of the $0.7 billion impairment of the IPR&D related to the discontinuation of the Phase III clinical development of bapineuzumab IV, $0.3 billion is attributable to noncontrolling interest. These charges relate to development projects which have been recently discontinued or delayed.

Other (Income) Expense, Net:  Other (income) expense, net includes royalty income; gains and losses related to the sale and write-down of certain investments in equity securities held by Johnson & Johnson Development Corporation; gains and losses on the disposal of property, plant and equipment; currency gains and losses; and litigation settlements. The change in other (income) expense, net for the fiscal year 2013, was an unfavorable change of $0.9 billion as compared to the prior year. The fiscal year 2013 included a net gain of $0.4 billion on equity investment transactions, primarily the sale of Elan American Depositary Shares, offset by higher litigation expenses of $1.1 billion, higher expenses of $0.1 billion related to the DePuy ASR™ Hip program and higher currency losses of $0.1 billion. The fiscal year 2012 included higher write-downs of intangible assets of $0.8 billion, primarily related to the Crucell vaccine business and higher costs of $0.1 billion related to the Synthes acquisition. Additionally, 2012 included higher gains of $0.8 billion related to divestitures.
In 2012, the favorable change of $1.1 billion in other (income) expense, net, as compared to the prior year was primarily due to lower expenses of $2.1 billion related to litigation, including product liability, and $0.4 billion for costs related to the DePuy ASR Hip program. This was partially offset by $0.9 billion attributed to asset write-downs, primarily related to the Crucell vaccine business, and $0.2 billion of higher integration/transaction and currency costs related to the acquisition of Synthes, Inc.
Restructuring:  In 2011, Cordis Corporation, a subsidiary of Johnson & Johnson, announced the discontinuation of its clinical development program for the NEVO™ Sirolimus-Eluting Coronary Stent and cessation of the manufacture and marketing of CYPHER® and CYPHER SELECT® Plus Sirolimus-Eluting Coronary Stents by the end of 2011. The Company recorded a pre-tax charge of $0.7 billion, of which $0.1 billion was included in cost of products sold. There was no restructuring charge in 2012 and 2013.
Interest (Income) Expense:  Interest income in 2013 increased by $10 million as compared to the prior year. Cash, cash equivalents and marketable securities totaled $29.2 billion at the end of 2013, and averaged $25.2 billion as compared to the $26.7 billion average cash balance in 2012. The increase in the year end cash balance was due to cash generated from operating activities.
Interest expense in 2013 decreased by $50 million as compared to 2012 due to a lower average debt balance. The average debt balance was $17.2 billion in 2013 versus $17.9 billion in 2012. The total debt balance at the end of 2013 was $18.2 billion as compared to $16.2 billion at the end of 2012. The higher debt balance of approximately $2.0 billion was due to increased

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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borrowings in December 2013. The Company increased borrowings, capitalizing on favorable terms in the capital markets. The proceeds of the borrowings will be used for general corporate purposes.
Interest income in 2012 decreased by $27 million as compared to the prior year due to lower rates of interest earned and lower average cash balances. Cash, cash equivalents and marketable securities totaled $21.1 billion at the end of 2012, and averaged $26.7 billion as compared to the $30.0 billion average cash balance in 2011. The decline in the average cash balance was due to the acquisition of Synthes, Inc. partially offset by cash generated from operating activities.
Interest expense in 2012 decreased by $39 million as compared to 2011 due to a lower average debt balance. The average debt balance was $17.9 billion in 2012 versus $18.2 billion in 2011. The total debt balance at the end of 2012 was $16.2 billion as compared to $19.6 billion at the end of 2011. The reduction in debt of approximately $3.4 billion was primarily due to a reduction in commercial paper.
Segment Pre-Tax Profit
Pre-tax profits by segment of business were as follows:
 
 
 
 
 
 
Percent of Segment Sales
(Dollars in Millions)
 
2013
 
2012
 
2013
 
2012
Consumer
 
$
1,973

 
1,693

 
13.4
%
 
11.7
Pharmaceutical
 
9,178

 
6,075

 
32.6

 
24.0
Medical Devices and Diagnostics
 
5,261

 
7,187

 
18.5

 
26.2
Total (1)
 
16,412

 
14,955

 
23.0

 
22.2
Less: Expenses not allocated to segments (2)
 
941

 
1,180

 
 

 
 
Earnings before provision for taxes on income
 
$
15,471

 
13,775

 
21.7
%
 
20.5

(1) 
See Note 18 to the Consolidated Financial Statements for more details.
(2) 
Amounts not allocated to segments include interest (income) expense, noncontrolling interests, and general corporate (income) expense. A $0.2 billion currency related expense for the acquisition of Synthes, Inc. was not allocated to segments in 2012.
Consumer Segment:  In 2013, Consumer segment pre-tax profit as a percent to sales was 13.4% versus 11.7% in 2012. The favorable pre-tax profit was primarily due to a gain of $55 million on the sale of intangible and other assets as well as cost containment initiatives. Included in 2012 were intangible asset write-downs of $0.3 billion. In addition, 2012 included higher gains on divestitures of $0.1 billion. In 2012, Consumer segment pre-tax profit as a percent to sales was 11.7% versus 14.1% in 2011. Pre-tax profit was unfavorably impacted by $0.3 billion attributed to intangible asset write-downs and approximately $0.3 billion due to unfavorable product mix and remediation costs associated with the McNEIL-PPC, Inc. consent decree. This was partially offset by cost containment initiatives realized in selling, marketing and administrative expenses. In addition, 2011 included higher gains on divestitures.
Pharmaceutical Segment: In 2013, Pharmaceutical segment pre-tax profit as a percent to sales was 32.6% versus 24.0% in 2012. The favorable pre-tax profit was attributable to positive sales mix of higher margin products, lower costs associated with strong volume growth, a net gain of $0.4 billion on equity investment transactions, primarily the sale of Elan American Depositary Shares, a positive adjustment of approximately $0.2 billion to previous estimates for Managed Medicaid rebates and cost containment initiatives. This was partially offset by increased amortization expense as a result of the royalty buyout agreement with Vertex for INCIVO®. Additionally, 2012 included higher net litigation expense of $0.4 billion and higher write-downs of intangible assets and in-process research and development of $0.9 billion. This was partially offset by higher gains on divestitures of $0.3 billion. In 2012, Pharmaceutical segment pre-tax profit as a percent to sales was 24.0% versus 26.3% in 2011. Pre-tax profit was unfavorably impacted by charges of $1.6 billion attributed to the write-down of assets and impairment of in-process research and development assets, related to the Crucell vaccine business, and to the discontinuation of the Phase III clinical development of bapineuzumab IV. This was partially offset by lower litigation expense of $1.1 billion versus the prior year and favorable operating expenses of $0.3 billion. Additionally, 2012 included the gain on the divestiture of BYSTOLIC® (nebivolol) IP rights.
Medical Devices and Diagnostics Segment: In 2013, Medical Devices and Diagnostics segment pre-tax profit as a percent to sales was 18.5% versus 26.2% in 2012.  The Medical Devices and Diagnostics segment pre-tax profit was unfavorably impacted by higher costs of $1.4 billion for litigation expense and $0.1 billion related to the DePuy ASR™ Hip program as well as the Medical Device Excise tax. In addition, 2012 included higher gains of $0.4 billion on divestitures partially offset by higher write-downs of intangible assets and in-process research and development of $0.1 billion and higher costs of $0.1 billion related to the Synthes acquisition. In 2012, Medical Devices and Diagnostics segment pre-tax profit as a percent to sales was 26.2% versus 20.4% in 2011. The Medical Devices and Diagnostics segment pre-tax profit was favorably impacted by profits

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
10
                                



from Synthes sales, lower expenses of $1.4 billion for litigation and the DePuy ASR™ Hip program and $0.1 billion for research & development primarily due to the discontinuation of its clinical development program for the NEVO™ Sirolimus-Eluting Coronary Stent. This was partially offset by an increase in integration costs and amortization of the inventory step-up of $0.8 billion associated with the acquisition of Synthes, Inc. and $0.1 billion attributed to the write-down of intangible assets. In addition, 2012 included higher gains on divestitures versus the prior year due to the divestitures of the Therakos business and RhoGAM®. Included in 2011 was a $0.7 billion restructuring charge related to the discontinuation of the clinical development program for the NEVO™ Sirolimus-Eluting Coronary Stent.

Provision for Taxes on Income:  The worldwide effective income tax rate was 10.6% in 2013, 23.7% in 2012 and 21.8% in 2011. The decrease in the 2013 effective tax rate of 13.1% as compared to 2012 was attributable to a tax benefit associated with the write-off of assets for tax purposes associated with Scios Inc., increased taxable income in lower tax jurisdictions relative to higher tax jurisdictions and the inclusion of two years of benefit of the U.S. Research and Development (R&D) tax credit and the Controlled Foreign Corporation (CFC) look-through provisions. The R&D tax credit and the CFC look-through provisions were enacted into law in January 2013 and were retroactive to January 1, 2012.
During 2013, the Company reached a settlement agreement related to certain issues regarding the U.S. Internal Revenue Service audit related to tax years 2006-2009. As a result of this settlement, the Company adjusted the unrecognized tax benefits relating to these matters which lowered tax expense. In addition, the Company recorded additional U.S. tax expense related to increased dividends of foreign earnings. The above items resulted in a net gain of $180 million. Also included in 2013 results were incremental tax expenses associated with the establishment of a valuation allowance of $187 million related to the Company's Belgian foreign affiliate. The above items had no net impact on the effective income tax rate for the fiscal year ended 2013.
The increase in the 2012 effective tax rate of 1.9% as compared to 2011 was due to lower tax benefits on the impairment of in-process research and development intangible assets in low tax jurisdictions, increases in taxable income in higher tax jurisdictions relative to lower tax jurisdictions and the exclusion of the benefit of the U.S. R&D tax credit and the CFC look-through provisions from the 2012 fiscal year financial results.

Noncontrolling Interest: A charge of $0.7 billion for the impairment of the IPR&D related to the discontinuation of the Phase III clinical development of bapineuzumab IV was recorded in 2012. Of the $0.7 billion impairment, $0.3 billion was attributable to noncontrolling interest.

Liquidity and Capital Resources
Liquidity & Cash Flows
Cash and cash equivalents were $20.9 billion at the end of 2013 as compared with $14.9 billion at the end of 2012. The primary sources of cash that contributed to the $6.0 billion increase versus the prior year were approximately $17.4 billion of cash generated from operating activities partially offset by $5.1 billion net cash used by investing activities and $6.1 billion net cash used by financing activities.
Cash flow from operations of $17.4 billion was the result of $13.8 billion of net earnings and $4.5 billion of non-cash charges and other adjustments related to depreciation and amortization, stock-based compensation, the Venezuela currency devaluation, asset write-downs (primarily in-process research and development), net gain on equity investment transactions and deferred tax provision reduced by $0.9 billion related to changes in assets and liabilities, net of effects from acquisitions.
Investing activities use of $5.1 billion was primarily for net purchases of investments in marketable securities of $0.9 billion, additions to property, plant and equipment of $3.6 billion, acquisitions, net of cash acquired of $0.8 billion and other, primarily intangibles of $0.3 billion partially offset by $0.5 billion of proceeds from the disposal of assets.
Financing activities use of $6.1 billion was primarily for dividends to shareholders of $7.3 billion and $3.5 billion for the repurchase of common stock, of which $2.9 billion was used to settle the accelerated share repurchase (ASR) agreements in connection with the Synthes transaction. Financing activities also included a source of $2.0 billion from net proceeds of short and long-term debt and $2.7 billion of net proceeds from stock options exercised and associated tax benefits.
In 2013, the Company continued to have access to liquidity through the commercial paper market. For additional details on borrowings, see Note 7 to the Consolidated Financial Statements.
The Company anticipates that operating cash flows, existing credit facilities and access to the commercial paper markets will provide sufficient resources to fund operating needs in 2014.
Concentration of Credit Risk
Global concentration of credit risk with respect to trade accounts receivables continues to be limited due to the large number of customers globally and adherence to internal credit policies and credit limits. Economic challenges in Italy, Spain, Greece and Portugal (the Southern European Region) have impacted certain payment patterns, which have historically been longer than those experienced in the U.S. and other international markets. The total net trade accounts receivable balance in the Southern European Region was approximately $2.3 billion as of December 29, 2013 and $2.1 billion as of December 30, 2012. Approximately $1.3 billion as of December 29, 2013 and approximately $1.2 billion as of December 30, 2012 of the Southern

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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European Region net trade accounts receivable balance related to the Company's Consumer, Vision Care and Diabetes Care businesses as well as certain Pharmaceutical and Medical Devices and Diagnostics customers which are in line with historical collection patterns.
The remaining balance of net trade accounts receivable in the Southern European Region has been negatively impacted by the timing of payments from certain government owned or supported health care customers as well as certain distributors of the Pharmaceutical and Medical Devices and Diagnostics local affiliates. The total net trade accounts receivable balance for these customers were approximately $1.0 billion at December 29, 2013 and $0.9 billion at December 30, 2012. The Company continues to receive payments from these customers and in some cases late payment premiums. For customers where payment is expected over periods of time longer than one year, revenue and trade receivables have been discounted over the estimated period of time for collection. Allowances for doubtful accounts have been increased for these customers, but have been immaterial to date. The Company will continue to work closely with these customers on payment plans, monitor the economic situation and take appropriate actions as necessary.

Financing and Market Risk
The Company uses financial instruments to manage the impact of foreign exchange rate changes on cash flows. Accordingly, the Company enters into forward foreign exchange contracts to protect the value of certain foreign currency assets and liabilities and to hedge future foreign currency transactions primarily related to product costs. Gains or losses on these contracts are offset by the gains or losses on the underlying transactions. A 10% appreciation of the U.S. Dollar from the December 29, 2013 market rates would increase the unrealized value of the Company’s forward contracts by $46 million. Conversely, a 10% depreciation of the U.S. Dollar from the December 29, 2013 market rates would decrease the unrealized value of the Company’s forward contracts by $56 million. In either scenario, the gain or loss on the forward contract would be offset by the gain or loss on the underlying transaction, and therefore, would have no impact on future anticipated earnings and cash flows.
The Company hedges the exposure to fluctuations in currency exchange rates, and the effect on certain assets and liabilities in foreign currency, by entering into currency swap contracts. A 1% change in the spread between U.S. and foreign interest rates on the Company’s interest rate sensitive financial instruments would either increase or decrease the unrealized value of the Company’s swap contracts by approximately $163 million. In either scenario, at maturity, the gain or loss on the swap contract would be offset by the gain or loss on the underlying transaction, and therefore, would have no impact on future anticipated cash flows.
The Company does not enter into financial instruments for trading or speculative purposes. Further, the Company has a policy of only entering into contracts with parties that have at least an "A" (or equivalent) credit rating. The counter-parties to these contracts are major financial institutions and there is no significant concentration of exposure with any one counter-party. Management believes the risk of loss is remote.
The Company has access to substantial sources of funds at numerous banks worldwide. In September 2013, the Company secured a new 364-day Credit Facility. Total credit available to the Company approximates $10 billion, which expires on September 18, 2014. Interest charged on borrowings under the credit line agreement is based on either bids provided by banks, the prime rate or London Interbank Offered Rates (LIBOR), plus applicable margins. Commitment fees under the agreement are not material.
Total borrowings at the end of 2013 and 2012 were $18.2 billion and $16.2 billion, respectively. The increase in borrowings between 2013 and 2012 was a result of financing for general corporate purposes. In 2013, net cash (cash and current marketable securities, net of debt) was $11.0 billion compared to net cash of $4.9 billion in 2012. Total debt represented 19.7% of total capital (shareholders’ equity and total debt) in 2013 and 20.0% of total capital in 2012. Shareholders’ equity per share at the end of 2013 was $26.25 compared to $23.33 at year-end 2012, an increase of 12.5%.
A summary of borrowings can be found in Note 7 to the Consolidated Financial Statements.









                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Contractual Obligations and Commitments
The Company’s contractual obligations are primarily for leases, debt and unfunded retirement plans. There are no other significant obligations. To satisfy these obligations, the Company will use cash from operations. The following table summarizes the Company’s contractual obligations and their aggregate maturities as of December 29, 2013 (see Notes 7, 10 and 16 to the Consolidated Financial Statements for further details):

(Dollars in Millions)
 
Long-Term
Debt Obligations
 
Interest on
Debt Obligations
 
Unfunded
Retirement Plans
 
Operating Leases
 
Total
2014
 
$
1,769

 
568

 
74

 
286

 
2,697

2015
 
76

 
562

 
73

 
238

 
949

2016
 
2,096

 
556

 
78

 
186

 
2,916

2017
 
1,007

 
516

 
95

 
110

 
1,728

2018
 
1,526

 
460

 
89

 
85

 
2,160

After 2018
 
8,623

 
4,938

 
524

 
87

 
14,172

Total
 
$
15,097

 
7,600

 
933

 
992

 
24,622


For tax matters, see Note 8 to the Consolidated Financial Statements.
Dividends
The Company increased its dividend in 2013 for the 51st consecutive year. Cash dividends paid were $2.59 per share in 2013 compared with dividends of $2.40 per share in 2012, and $2.25 per share in 2011. The dividends were distributed as follows:
 
2013
 
2012
 
2011
First quarter
$
0.61

 
$
0.57

 
0.54

Second quarter
0.66

 
0.61

 
0.57

Third quarter
0.66

 
0.61

 
0.57

Fourth quarter
0.66

 
0.61

 
0.57

Total
$
2.59

 
$
2.40

 
2.25

On January 2, 2014, the Board of Directors declared a regular quarterly cash dividend of $0.66 per share, payable on March 11, 2014, to shareholders of record as of February 25, 2014. The Company expects to continue the practice of paying regular cash dividends.

Other Information
Critical Accounting Policies and Estimates
Management’s discussion and analysis of results of operations and financial condition are based on the Company’s consolidated financial statements that have been prepared in accordance with accounting principles generally accepted in the U.S. (GAAP). The preparation of these financial statements requires that management make estimates and assumptions that affect the amounts reported for revenues, expenses, assets, liabilities and other related disclosures. Actual results may or may not differ from these estimates. The Company believes that the understanding of certain key accounting policies and estimates are essential in achieving more insight into the Company’s operating results and financial condition. These key accounting policies include revenue recognition, income taxes, legal and self-insurance contingencies, valuation of long-lived assets, assumptions used to determine the amounts recorded for pensions and other employee benefit plans and accounting for stock options.

Revenue Recognition:  The Company recognizes revenue from product sales when goods are shipped or delivered, and title and risk of loss pass to the customer. Provisions for certain rebates, sales incentives, trade promotions, coupons, product returns and discounts to customers are accounted for as reductions in sales in the same period the related sales are recorded.
Product discounts granted are based on the terms of arrangements with direct, indirect and other market participants, as well as market conditions, including prices charged by competitors. Rebates, the largest being the Medicaid rebate provision, are estimated based on contractual terms, historical experience, trend analysis and projected market conditions in the various markets served. The Company evaluates market conditions for products or groups of products primarily through the analysis of wholesaler and other third-party sell-through and market research data, as well as internally generated information.

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Sales returns are generally estimated and recorded based on historical sales and returns information. Products that exhibit unusual sales or return patterns due to dating, competition or other marketing matters are specifically investigated and analyzed as part of the accounting for sales return accruals.
Sales returns allowances represent a reserve for products that may be returned due to expiration, destruction in the field, or in specific areas, product recall. The returns reserve is based on historical return trends by product and by market as a percent to gross sales. In accordance with the Company’s accounting policies, the Company generally issues credit to customers for returned goods. The Company’s sales returns reserves are accounted for in accordance with the U.S. GAAP guidance for revenue recognition when right of return exists. Sales returns reserves are recorded at full sales value. Sales returns in the Consumer and Pharmaceutical segments are almost exclusively not resalable. Sales returns for certain franchises in the Medical Devices and Diagnostics segment are typically resalable but are not material. The Company rarely exchanges products from inventory for returned products. The sales returns reserve for the total Company has been approximately 1.0% of annual net trade sales during the fiscal reporting years 2013, 2012 and 2011.
Promotional programs, such as product listing allowances and cooperative advertising arrangements, are recorded in the year incurred. Continuing promotional programs include coupons and volume-based sales incentive programs. The redemption cost of consumer coupons is based on historical redemption experience by product and value. Volume-based incentive programs are based on estimated sales volumes for the incentive period and are recorded as products are sold. The Company also earns service revenue for co-promotion of certain products. For all years presented, service revenues were less than 2% of total revenues and are included in sales to customers. These arrangements are evaluated to determine the appropriate amounts to be deferred.
In addition, the Company enters into collaboration arrangements that contain multiple revenue generating activities. Amounts due from collaborative partners for these arrangements are recognized as each activity is performed or delivered, based on the relative fair value. Upfront fees received as part of these arrangements are deferred and recognized over the performance period. See Note 1 to the Consolidated Financial Statements for additional disclosures on collaborations.
Reasonably likely changes to assumptions used to calculate the accruals for rebates, returns and promotions are not anticipated to have a material effect on the financial statements. The Company currently discloses the impact of changes to assumptions in the quarterly or annual filing in which there is a material financial statement impact.

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Below are tables that show the progression of accrued rebates, returns, promotions, reserve for doubtful accounts and reserve for cash discounts by segment of business for the fiscal years ended December 29, 2013 and December 30, 2012.

Consumer Segment
(Dollars in Millions)
 
Balance at
Beginning of Period
 
Accruals
 
Payments/Credits
 
Balance at
End of Period
2013
 
 

 
 

 
 

 
 

Accrued rebates (1)
 
$
132

 
524

 
(519
)
 
137

Accrued returns
 
108

 
94

 
(122
)
 
80

Accrued promotions
 
281

 
1,478

 
(1,438
)
 
321

Subtotal
 
$
521

 
2,096

 
(2,079
)
 
538

Reserve for doubtful accounts
 
38

 
8

 
(21
)
 
25

Reserve for cash discounts
 
21

 
232

 
(229
)
 
24

Total
 
$
580

 
2,336

 
(2,329
)
 
587

 
 
 
 
 
 
 
 
 
2012
 
 

 
 

 
 

 
 

Accrued rebates(1)
 
$
127

 
438

 
(433
)
 
132

Accrued returns
 
114

 
131

 
(137
)
 
108

Accrued promotions
 
240

 
1,392

 
(1,351
)
 
281

Subtotal
 
$
481

 
1,961

 
(1,921
)
 
521

Reserve for doubtful accounts
 
43

 
6

 
(11
)
 
38

Reserve for cash discounts
 
22

 
214

 
(215
)
 
21

Total
 
$
546

 
2,181

 
(2,147
)
 
580

(1) 
Includes reserve for customer rebates of $32 million at December 29, 2013 and $33 million at December 30, 2012, recorded as a contra asset.
Pharmaceutical Segment
(Dollars in Millions)
 
Balance at
Beginning of Period
 
Accruals
 
Payments/Credits
 
Balance at
End of Period
2013
 
 

 
 

 
 

 
 

Accrued rebates (1)
 
$
1,767

 
5,774

 
(5,556
)
 
1,985

Accrued returns
 
397

 
30

 
(55
)
 
372

Accrued promotions
 
94

 
89

 
(87
)
 
96

Subtotal
 
$
2,258

 
5,893

 
(5,698
)
 
2,453

Reserve for doubtful accounts
 
191

 
26

 
(122
)
 
95

Reserve for cash discounts
 
62

 
471

 
(472
)
 
61

Total
 
$
2,511

 
6,390

 
(6,292
)
 
2,609

 
 
 
 
 
 
 
 
 
2012
 
 

 
 

 
 

 
 

Accrued rebates (1)
 
$
1,591

 
4,732

 
(4,556
)
 
1,767

Accrued returns
 
384

 
49

 
(36
)
 
397

Accrued promotions
 
83

 
142

 
(131
)
 
94

Subtotal
 
$
2,058

 
4,923

 
(4,723
)
 
2,258

Reserve for doubtful accounts
 
157

 
47

 
(13
)
 
191

Reserve for cash discounts
 
45

 
425

 
(408
)
 
62

Total
 
$
2,260

 
5,395

 
(5,144
)
 
2,511

(1) 
Includes reserve for customer rebates of $295 million at December 29, 2013 and $269 million at December 30, 2012, recorded as a contra asset.

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
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Medical Devices and Diagnostics Segment
(Dollars in Millions)
 
Balance at
Beginning of Period
 
Accruals
 
Payments/Credits
 
Balance at
End of Period
2013
 
 

 
 

 
 

 
 

Accrued rebates(1)
 
$
567

 
4,261

 
(4,027
)
 
801

Accrued returns
 
205

 
356

 
(381
)
 
180

Accrued promotions
 
60

 
52

 
(46
)
 
66

Subtotal
 
$
832

 
4,669

 
(4,454
)
 
1,047

Reserve for doubtful accounts
 
237

 
19

 
(43
)
 
213

Reserve for cash discounts
 
22

 
394

 
(398
)
 
18

Total
 
$
1,091

 
5,082

 
(4,895
)
 
1,278

 
 
 
 
 
 
 
 
 
2012
 
 

 
 

 
 

 
 

Accrued rebates(1)
 
$
497

 
3,803

 
(3,733
)
 
567

Accrued returns
 
184

 
369

 
(348
)
 
205

Accrued promotions
 
73

 
49

 
(62
)
 
60

Subtotal
 
$
754

 
4,221

 
(4,143
)
 
832

Reserve for doubtful accounts
 
161

 
74

 
2

 
237

Reserve for cash discounts
 
32

 
371

 
(381
)
 
22

Total
 
$
947

 
4,666

 
(4,522
)
 
1,091

(1) 
Includes reserve for customer rebates of $403 million at December 29, 2013 and $340 million at December 30, 2012, recorded as a contra asset.

Income Taxes:  Income taxes are recorded based on amounts refundable or payable for the current year and include the results of any difference between U.S. GAAP accounting and tax reporting, recorded as deferred tax assets or liabilities. The Company estimates deferred tax assets and liabilities based on current tax regulations and rates. Changes in tax laws and rates may affect recorded deferred tax assets and liabilities in the future.
The Company has unrecognized tax benefits for uncertain tax positions. The Company follows U.S. GAAP which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Management believes that changes in these estimates would not have a material effect on the Company's results of operations, cash flows or financial position.
At December 29, 2013 and December 30, 2012, the cumulative amounts of undistributed international earnings were approximately $50.9 billion and $49.0 billion, respectively. At December 29, 2013 and December 30, 2012, the Company's foreign subsidiaries held balances of cash and cash equivalents in the amounts of $18.6 billion and $14.8 billion, respectively. The Company has not provided deferred taxes on the undistributed earnings from certain international subsidiaries where the earnings are considered to be permanently reinvested. The Company intends to continue to reinvest these earnings in international operations. If the Company decided at a later date to repatriate these earnings to the U.S., the Company would be required to provide for the net tax effects on these amounts. The Company does not determine the deferred tax liability associated with these undistributed earnings, as such determination is not practical.
See Note 8 to the Consolidated Financial Statements for further information regarding income taxes.
Legal and Self Insurance Contingencies:  The Company records accruals for various contingencies including legal proceedings and product liability claims as these arise in the normal course of business. The accruals are based on management’s judgment as to the probability of losses and, where applicable, actuarially determined estimates. The Company has self insurance through a wholly-owned captive insurance company. In addition to accruals in the self insurance program, claims that exceed the insurance coverage are accrued when losses are probable and amounts can be reasonably estimated. Additionally, the Company records insurance receivable amounts from third-party insurers when recovery is probable. As appropriate, reserves against these receivables are recorded for estimated amounts that may not be collected from third-party insurers.
The Company follows the provisions of U.S. GAAP when recording litigation related contingencies. A liability is recorded when a loss is probable and can be reasonably estimated. The best estimate of a loss within a range is accrued; however, if no estimate in the range is better than any other, the minimum amount is accrued.

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
16
                                



Long-Lived and Intangible Assets:  The Company assesses changes in economic conditions and makes assumptions regarding estimated future cash flows in evaluating the value of the Company’s property, plant and equipment, goodwill and intangible assets. As these assumptions and estimates may change over time, it may or may not be necessary for the Company to record impairment charges.
Employee Benefit Plans:  The Company sponsors various retirement and pension plans, including defined benefit, defined contribution and termination indemnity plans, which cover most employees worldwide. These plans are based on assumptions for the discount rate, expected return on plan assets, expected salary increases and health care cost trend rates. See Note 10 to the Consolidated Financial Statements for further details on these rates and the effect a rate change would have on the Company’s results of operations.
Stock Based Compensation:  The Company recognizes compensation expense associated with the issuance of equity instruments to employees for their services. The fair value of each award is estimated on the date of grant using the Black-Scholes option valuation model and is expensed in the financial statements over the vesting period. The input assumptions used in determining fair value are the expected life, expected volatility, risk-free rate and the dividend yield. See Note 17 to the Consolidated Financial Statements for additional information.
New Accounting Pronouncements
Refer to Note 1 to the Consolidated Financial Statements for recently adopted accounting pronouncements and recently issued accounting pronouncements not yet adopted as of December 29, 2013.
Economic and Market Factors
The Company is aware that its products are used in an environment where, for more than a decade, policymakers, consumers and businesses have expressed concerns about the rising cost of health care. In response to these concerns, the Company has a long-standing policy of pricing products responsibly. For the period 2003 - 2013, in the United States, the weighted average compound annual growth rate of the Company’s net price increases for health care products (prescription and over-the-counter drugs, hospital and professional products) was below the U.S. Consumer Price Index (CPI).
Inflation rates continue to have an effect on worldwide economies and, consequently, on the way companies operate. The Company has accounted for operations in Venezuela as highly inflationary in 2011, 2012 and 2013, as the prior three-year cumulative inflation rate surpassed 100%. In the face of increasing costs, the Company strives to maintain its profit margins through cost reduction programs, productivity improvements and periodic price increases.
The Company is exposed to fluctuations in currency exchange rates. A 1% change in the value of the U.S. Dollar as compared to all foreign currencies in which the Company had sales, income or expense in 2013 would have increased or decreased the translation of foreign sales by approximately $385 million and income by $80 million.
The Company faces various worldwide health care changes that may continue to result in pricing pressures that include health care cost containment and government legislation relating to sales, promotions and reimbursement of health care products.
Changes in the behavior and spending patterns of purchasers of health care products and services, including delaying medical procedures, rationing prescription medications, reducing the frequency of physician visits and foregoing health care insurance coverage, as a result of the current global economic downturn, may continue to impact the Company’s businesses.
The Company also operates in an environment which has become increasingly hostile to intellectual property rights. Generic drug firms have filed Abbreviated New Drug Applications (ANDAs) seeking to market generic forms of most of the Company’s key pharmaceutical products, prior to expiration of the applicable patents covering those products. In the event the Company is not successful in defending the patent claims challenged in ANDA filings, the generic firms will then introduce generic versions of the product at issue, resulting in the potential for substantial market share and revenue losses for that product. For further information, see the discussion on “Litigation Against Filers of Abbreviated New Drug Applications” in Note 21 to the Consolidated Financial Statements.

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
17
                                




Legal Proceedings
Johnson & Johnson and certain of its subsidiaries are involved in various lawsuits and claims regarding product liability, intellectual property, commercial and other matters; governmental investigations; and other legal proceedings that arise from time to time in the ordinary course of business.
The Company records accruals for such contingencies when it is probable that a liability will be incurred and the amount of the loss can be reasonably estimated. The Company has accrued for certain litigation matters and continues to monitor each related legal issue and adjust accruals for new information and further developments in accordance with Accounting Standards Codification (ASC) 450-20-25. For these and other litigation and regulatory matters currently disclosed for which a loss is probable or reasonably possible, the Company is unable to determine an estimate of the possible loss or range of loss beyond the amounts already accrued. These matters can be affected by various factors, including whether damages sought in the proceedings are unsubstantiated or indeterminate; scientific and legal discovery has not commenced or is not complete; proceedings are in early stages; matters present legal uncertainties; there are significant facts in dispute; or there are numerous parties involved.
In the Company's opinion, based on its examination of these matters, its experience to date and discussions with counsel, the ultimate outcome of legal proceedings, net of liabilities accrued in the Company's balance sheet, is not expected to have a material adverse effect on the Company's financial position. However, the resolution in any reporting period of one or more of these matters, either alone or in the aggregate, may have a material adverse effect on the Company's results of operations and cash flows for that period.

See Note 21 to the Consolidated Financial Statements for further information regarding legal proceedings.
Common Stock Market Prices
The Company’s Common Stock is listed on the New York Stock Exchange under the symbol JNJ. As of February 18, 2014, there were 165,304 record holders of Common Stock of the Company. The composite market price ranges for Johnson & Johnson Common Stock during 2013 and 2012 were:
 
2013
 
2012
 
High
 
Low
 
High
 
Low
First quarter
$
81.59

 
69.18

 
66.32

 
64.02

Second quarter
89.99

 
80.31

 
67.70

 
61.71

Third quarter
94.42

 
85.50

 
69.75

 
66.85

Fourth quarter
95.99

 
85.50

 
72.74

 
67.80

Year-end close
$92.35
 
69.48

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
18
                                



Cautionary Factors That May Affect Future Results
This Annual Report contains forward-looking statements. Forward-looking statements do not relate strictly to historical or current facts and anticipate results based on management’s plans that are subject to uncertainty. Forward-looking statements may be identified by the use of words such as “plans,” “expects,” “will,” “anticipates,” “estimates” and other words of similar meaning in conjunction with, among other things, discussions of future operations, financial performance, the Company’s strategy for growth, product development, regulatory approval, market position and expenditures.
Forward-looking statements are based on current expectations of future events. The Company cannot guarantee that any forward-looking statement will be accurate, although the Company believes that it has been reasonable in its expectations and assumptions. Investors should realize that if underlying assumptions prove inaccurate or that unknown risks or uncertainties materialize, actual results could vary materially from the Company’s expectations and projections. Investors are therefore cautioned not to place undue reliance on any forward-looking statements. The Company does not undertake to update any forward-looking statements as a result of new information or future events or developments.
Risks and uncertainties include, but are not limited to, general industry conditions and competition; economic factors, such as interest rate and currency exchange rate fluctuations; technological advances, new products and patents attained by competitors; challenges inherent in new product development, including obtaining regulatory approvals; challenges to patents; significant litigation or government action adverse to the Company; impact of business combinations; financial distress and bankruptcies experienced by significant customers and suppliers; changes to governmental laws and regulations and U.S. and foreign health care reforms; trends toward health care cost containment; increased scrutiny of the health care industry by government agencies; changes in behavior and spending patterns of purchasers of health care products and services; financial instability of international economies and sovereign risk; disruptions due to natural disasters; manufacturing difficulties or delays; complex global supply chains with increasing regulatory requirements; and product efficacy or safety concerns resulting in product recalls or regulatory action.
The Company’s report on Form 10-K for the year ended December 29, 2013 includes, in Exhibit 99, a discussion of additional factors that could cause actual results to differ from expectations. The Company notes these factors as permitted by the Private Securities Litigation Reform Act of 1995.




                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
19
                                



JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
At December 29, 2013 and December 30, 2012
(Dollars in Millions Except Share and Per Share Amounts) (Note 1)
 
2013
 
2012
Assets
 
 
 
Current assets
 

 
 

Cash and cash equivalents (Notes 1 and 2)
$
20,927

 
14,911

Marketable securities (Notes 1 and 2)
8,279

 
6,178

Accounts receivable trade, less allowances for doubtful accounts $333 (2012, $466)
11,713

 
11,309

Inventories (Notes 1 and 3)
7,878

 
7,495

Deferred taxes on income (Note 8)
3,607

 
3,139

Prepaid expenses and other receivables
4,003

 
3,084

Total current assets
56,407

 
46,116

Property, plant and equipment, net (Notes 1 and 4)
16,710

 
16,097

Intangible assets, net (Notes 1 and 5)
27,947

 
28,752

Goodwill (Notes 1 and 5)
22,798

 
22,424

Deferred taxes on income (Note 8)
3,872

 
4,541

Other assets
4,949

 
3,417

Total assets
$
132,683

 
121,347

Liabilities and Shareholders’ Equity
 

 
 

Current liabilities
 

 
 

Loans and notes payable (Note 7)
$
4,852

 
4,676

Accounts payable
6,266

 
5,831

Accrued liabilities
7,685

 
7,299

Accrued rebates, returns and promotions
3,308

 
2,969

Accrued compensation and employee related obligations
2,794

 
2,423

Accrued taxes on income
770

 
1,064

Total current liabilities
25,675

 
24,262

Long-term debt (Note 7)
13,328

 
11,489

Deferred taxes on income (Note 8)
3,989

 
3,136

Employee related obligations (Notes 9 and 10)
7,784

 
9,082

Other liabilities
7,854

 
8,552

Total liabilities
58,630

 
56,521

Shareholders’ equity
 

 
 

Preferred stock — without par value (authorized and unissued 2,000,000 shares)

 

Common stock — par value $1.00 per share (Note 12) (authorized 4,320,000,000 shares; issued 3,119,843,000 shares)
3,120

 
3,120

Accumulated other comprehensive income (Note 13)
(2,860
)
 
(5,810
)
Retained earnings
89,493

 
85,992

 
89,753

 
83,302

Less: common stock held in treasury, at cost (Note 12) (299,215,000 shares and 341,354,000 shares)
15,700

 
18,476

Total shareholders’ equity
74,053

 
64,826

Total liabilities and shareholders’ equity
$
132,683

 
121,347

See Notes to Consolidated Financial Statements

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
20
                                



JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Dollars and Shares in Millions Except Per Share Amounts) (Note 1)
 
2013
 
2012
 
2011
Sales to customers
$
71,312

 
67,224

 
65,030

Cost of products sold
22,342

 
21,658

 
20,360

Gross profit
48,970

 
45,566

 
44,670

Selling, marketing and administrative expenses
21,830

 
20,869

 
20,969

Research and development expense
8,183

 
7,665

 
7,548

In-process research and development
580

 
1,163

 

Interest income
(74
)
 
(64
)
 
(91
)
Interest expense, net of portion capitalized (Note 4)
482

 
532

 
571

Other (income) expense, net
2,498

 
1,626

 
2,743

Restructuring (Note 22)

 

 
569

Earnings before provision for taxes on income
15,471

 
13,775

 
12,361

Provision for taxes on income (Note 8)
1,640

 
3,261

 
2,689

Net earnings
13,831

 
10,514

 
9,672

Add: Net loss attributable to noncontrolling interest

 
339

 

Net earnings attributable to Johnson & Johnson
$
13,831

 
10,853

 
9,672

 
 
 
 
 
 
Net earnings per share attributable to Johnson & Johnson (Notes 1 and 15)
 
 
 
 
 
    Basic
$
4.92

 
3.94

 
3.54

    Diluted
$
4.81

 
3.86

 
3.49

Cash dividends per share
$
2.59

 
2.40

 
2.25

Average shares outstanding (Notes 1 and 15)
 
 
 
 
 
   Basic
2,809.2

 
2,753.3

 
2,736.0

   Diluted
2,877.0

 
2,812.6

 
2,775.3


See Notes to Consolidated Financial Statements



                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
21
                                



JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Dollars in Millions) (Note 1)

 
2013
 
2012
 
2011
Net Earnings
$
13,831

 
10,514

 
9,672

 
 
 
 
 
 
Other Comprehensive Income (Loss), net of tax
 
 
 
 
 
      Foreign currency translation
94

 
1,230

 
(557
)
 
 
 
 
 
 
      Securities:
 
 
 
 
 
          Unrealized holding gain (loss) arising during period
225

 
(248
)
 
565

          Reclassifications to earnings
(314
)
 
(5
)
 
(141
)
          Net change
(89
)
 
(253
)
 
424

 
 
 
 
 
 
      Employee benefit plans:
 
 
 
 
 
          Prior service cost amortization during period
9

 
2

 
5

          Prior service cost - current year
(27
)
 
(8
)
 
15

          Gain amortization during period
515

 
370

 
246

          Gain (loss) - current year
2,203

 
(1,643
)
 
(1,984
)
          Effect of exchange rates
8

 
(52
)
 
18

          Net change
2,708

 
(1,331
)
 
(1,700
)
 
 
 
 
 
 
      Derivatives & hedges:
 
 
 
 
 
          Unrealized gain (loss) arising during period
344

 
52

 
(500
)
          Reclassifications to earnings
(107
)
 
124

 
232

          Net change
237

 
176

 
(268
)
 
 
 
 
 
 
Other Comprehensive Income (Loss)
2,950

 
(178
)
 
(2,101
)
 
 
 
 
 
 
Comprehensive Income
$
16,781

 
10,336

 
7,571

 
 
 
 
 
 
Comprehensive Loss Attributable To Noncontrolling Interest, net of tax

 
339

 

 
 
 
 
 
 
Comprehensive Income Attributable To Johnson & Johnson
$
16,781

 
10,675

 
7,571

 
 
 
 
 
 
 
The tax effects in other comprehensive income for the fiscal years ended 2013, 2012 and 2011 respectively: Securities; $48 million, $136 million and $228 million, Employee Benefit Plans; $1,421 million $653 million and $915 million, Derivatives & Hedges; $128 million, $95 million and $144 million.
 
See Notes to Consolidated Financial Statements


                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
22
                                





JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
(Dollars in Millions) (Note 1)
 
Total
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income
 
Common Stock
Issued Amount
 
Treasury
Stock
Amount
Balance, January 2, 2011
$
56,579

 
77,773

 
(3,531
)
 
3,120

 
(20,783
)
Net earnings attributable to Johnson & Johnson
9,672

 
9,672

 
 

 
 

 
 

Cash dividends paid
(6,156
)
 
(6,156
)
 
 

 
 

 
 

Employee compensation and stock option plans
1,760

 
111

 
 

 
 

 
1,649

Repurchase of common stock
(2,525
)
 
 

 
 

 
 

 
(2,525
)
Other
(149
)
 
(149
)
 
 
 
 
 
 
Other comprehensive income, net of tax
(2,101
)
 
 
 
(2,101
)
 
 

 
 

Balance, January 1, 2012
$
57,080

 
81,251

 
(5,632
)
 
3,120

 
(21,659
)
Net earnings attributable to Johnson & Johnson
10,853

 
10,853

 
 

 
 

 
 

Cash dividends paid
(6,614
)
 
(6,614
)
 
 

 
 

 
 

Employee compensation and stock option plans
3,269

 
19

 
 

 
 

 
3,250

Issuance of common stock associated with the acquisition of Synthes, Inc.
13,335

 
483

 
 
 
 
 
12,852

Repurchase of common stock(1)
(12,919
)
 
 

 
 

 
 

 
(12,919
)
Other comprehensive income, net of tax
(178
)
 
 

 
(178
)
 
 

 
 

Balance, December 30, 2012
$
64,826

 
85,992

 
(5,810
)
 
3,120

 
(18,476
)
Net earnings attributable to Johnson & Johnson
13,831

 
13,831

 
 

 
 

 
 

Cash dividends paid
(7,286
)
 
(7,286
)
 
 

 
 

 
 

Employee compensation and stock option plans
3,285

 
(82
)
 
 

 
 

 
3,367

Repurchase of common stock
(3,538
)
 
(2,947
)
 
 

 
 

 
(591
)
Other
(15
)
 
(15
)
 
 
 
 
 
 
Other comprehensive income, net of tax
2,950

 
 

 
2,950

 
 

 
 

Balance, December 29, 2013
$
74,053

 
89,493

 
(2,860
)
 
3,120

 
(15,700
)
(1) 
Includes repurchase of common stock associated with the acquisition of Synthes, Inc.



See Notes to Consolidated Financial Statements


                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
23
                                



JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Millions) (Note 1)
 
2013
 
2012
 
2011
Cash flows from operating activities
 

 
 

 
 
Net earnings
$
13,831

 
10,514

 
9,672

Adjustments to reconcile net earnings to cash flows from operating activities:
 

 
 

 
 
Depreciation and amortization of property and intangibles
4,104

 
3,666

 
3,158

Stock based compensation
728

 
662

 
621

Noncontrolling interest

 
339

 

Venezuela currency devaluation
108

 

 

Asset write-downs
739

 
2,131

 
160

Net gain on equity investment transactions
(417
)
 

 

Deferred tax provision
(607
)
 
(39
)
 
(836
)
Accounts receivable allowances
(131
)
 
92

 
32

Changes in assets and liabilities, net of effects from acquisitions:
 

 
 

 
 
Increase in accounts receivable
(632
)
 
(9
)
 
(915
)
Increase in inventories
(622
)
 
(1
)
 
(715
)
Increase in accounts payable and accrued liabilities
1,821

 
2,768

 
493

Increase in other current and non-current assets
(1,806
)
 
(2,172
)
 
(1,785
)
Increase/(decrease) in other current and non-current liabilities
298

 
(2,555
)
 
4,413

Net cash flows from operating activities
17,414

 
15,396

 
14,298

Cash flows from investing activities
 

 
 

 
 
Additions to property, plant and equipment
(3,595
)
 
(2,934
)
 
(2,893
)
Proceeds from the disposal of assets
458

 
1,509

 
1,342

Acquisitions, net of cash acquired (Note 20)
(835
)
 
(4,486
)
 
(2,797
)
Purchases of investments
(18,923
)
 
(13,434
)
 
(29,882
)
Sales of investments
18,058

 
14,797

 
30,396

Other (primarily intangibles)
(266
)
 
38

 
(778
)
Net cash used by investing activities
(5,103
)
 
(4,510
)
 
(4,612
)
Cash flows from financing activities
 
 
 

 
 
Dividends to shareholders
(7,286
)
 
(6,614
)
 
(6,156
)
Repurchase of common stock
(3,538
)
 
(12,919
)
 
(2,525
)
Proceeds from short-term debt
1,411

 
3,268

 
9,729

Retirement of short-term debt
(1,397
)
 
(6,175
)
 
(11,200
)
Proceeds from long-term debt
3,607

 
45

 
4,470

Retirement of long-term debt
(1,593
)
 
(804
)
 
(16
)
Proceeds from the exercise of stock options/excess tax benefits
2,649

 
2,720

 
1,246

Other
56

 
(83
)
 

Net cash used by financing activities
(6,091
)
 
(20,562
)
 
(4,452
)
Effect of exchange rate changes on cash and cash equivalents
(204
)
 
45

 
(47
)
Increase/(decrease) in cash and cash equivalents
6,016

 
(9,631
)
 
5,187

Cash and cash equivalents, beginning of year (Note 1)
14,911

 
24,542

 
19,355

Cash and cash equivalents, end of year (Note 1)
$
20,927

 
14,911

 
24,542

 
 
 
 
 
 
Supplemental cash flow data
 

 
 

 
 

Cash paid during the year for:
 

 
 

 
 

Interest
$
596

 
616

 
576

Interest, net of amount capitalized
491

 
501

 
492

Income taxes
3,155

 
2,507

 
2,970

 
 
 
 
 
 

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
24
                                



Supplemental schedule of non-cash investing and financing activities
 

 
 

 
 

Issuance of common stock associated with the acquisition of Synthes, Inc.

 
13,335

 

Treasury stock issued for employee compensation and stock option plans, net of cash proceeds
743

 
615

 
433

Conversion of debt
22

 

 
1

 
 
 
 
 
 
Acquisitions
 

 
 

 
 

Fair value of assets acquired
$
1,028

 
19,025

 
3,025

Fair value of liabilities assumed and noncontrolling interests
(193
)
 
(1,204
)
 
(228
)
Net fair value of acquisitions
$
835

 
17,821

 
2,797

Less: Issuance of common stock associated with the acquisition of Synthes, Inc.

 
13,335

 

Net cash paid for acquisitions
$
835

 
4,486

 
2,797


See Notes to Consolidated Financial Statements

                
JOHNSON & JOHNSON 2013 ANNUAL REPORT
25
                                




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.
Summary of Significant Accounting Policies
Principles of Consolidation
The consolidated financial statements include the accounts of Johnson & Johnson and its subsidiaries (the Company). Intercompany accounts and transactions are eliminated.
Description of the Company And Business Segments
The Company has approximately 128,100 employees worldwide engaged in the research and development, manufacture and sale of a broad range of products in the health care field. The Company conducts business in virtually all countries of the world and its primary focus is on products related to human health and well-being.
The Company is organized into three business segments: Consumer, Pharmaceutical and Medical Devices and Diagnostics. The Consumer segment includes a broad range of products used in the baby care, skin care, oral care, wound care and women’s health fields, as well as nutritionals, over-the-counter pharmaceutical products and wellness and prevention platforms. These products are marketed to the general public and sold both to retail outlets and distributors throughout the world. The Pharmaceutical segment includes products in the following areas: anti-infective, antipsychotic, contraceptive, gastrointestinal, hematology, immunology, infectious diseases, neurology, oncology, pain management, thrombosis and vaccines. These products are distributed directly to retailers, wholesalers and health care professionals for prescription use. The Medical Devices and Diagnostics segment includes a broad range of products distributed to wholesalers, hospitals and retailers, used principally in the professional fields by physicians, nurses, hospitals and clinics. These include products to treat cardiovascular disease; orthopaedic and neurological products; blood glucose monitoring and insulin delivery products; general surgery, biosurgical, and energy products; professional diagnostic products; infection prevention products; and disposable contact lenses.

New Accounting Pronouncements
Recently Adopted Accounting Pronouncements
During the fiscal first quarter of 2013, the Company adopted the Financial Accounting Standards Board (FASB) guidance and amendments related to testing indefinite-lived intangible assets for impairment. Under the amendments in this update, an entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If, after assessing the totality of events and circumstances, an entity concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired, then the entity is not required to determine the fair value. However, if an entity concludes otherwise, then it is required to determine the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test. An entity also has the option to bypass the qualitative assessment for any indefinite-lived intangible asset in any period and proceed directly to performing the quantitative impairment test. This update became effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The adoption of this standard did not have a material impact on the Company’s results of operations, cash flows or financial position.

During the fiscal first quarter of 2013, the Company adopted the FASB guidance related to additional reporting and disclosure of amounts reclassified out of accumulated other comprehensive income (AOCI). Under this new guidance, companies are required to disclose the effect of significant reclassifications out of AOCI on the respective line items on the income statement if the amount being reclassified is required under U.S. generally accepted accounting principles (GAAP) to be reclassified in its entirety to net income. For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional details about those amounts. This update became effective for annual and interim reporting periods for fiscal years beginning after December 15, 2012. The Company has disclosed the reclassification details in Note 13 to the Consolidated Financial Statements.
Recently Issued Accounting Standards
Not Adopted as of December 29, 2013
During the fiscal first quarter of 2013, the FASB issued amended guidance clarifying the release of accumulated Foreign Currency Translation from other comprehensive income (OCI) into current year Net Earnings. The amendment requires that when the parent company ceases to have a controlling interest in a subsidiary or a business within a foreign entity the parent is to release accumulated Foreign Currency Translation from OCI. This update is required to be adopted for all annual periods and interim reporting periods beginning after December 15, 2013, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company's results of operations, cash flows or financial position.


                
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During the fiscal third quarter of 2013, the FASB issued clarifying guidance on the presentation of unrecognized tax benefits when various qualifying tax credits exist. The amendment requires that unrecognized tax benefits be presented on the Consolidated Balance Sheet as a reduction to deferred tax assets created by net operating losses or other tax credits from prior periods that occur in the same taxing jurisdiction. To the extent that the unrecognized tax benefit exceeds these credits, it shall be presented as a liability. This update is required to be adopted for all annual periods and interim reporting periods beginning after December 15, 2013, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the presentation of the Company's financial position.
Cash Equivalents
The Company classifies all highly liquid investments with stated maturities of three months or less from date of purchase as cash equivalents and all highly liquid investments with stated maturities of greater than three months from the date of purchase as current marketable securities. The Company has a policy of making investments only with commercial institutions that have at least an "A" (or equivalent) credit rating. The Company invests its cash primarily in reverse repurchase agreements (RRAs), government securities and obligations, corporate debt securities and money market funds.
RRAs are collateralized by deposits in the form of ‘Government Securities and Obligations’ for an amount not less than 102% of their value. The Company does not record an asset or liability as the Company is not permitted to sell or repledge the associated collateral. The Company has a policy that the collateral has at least an A (or equivalent) credit rating. The Company utilizes a third party custodian to manage the exchange of funds and ensure that collateral received is maintained at 102% of the value of the RRAs on a daily basis. RRAs with stated maturities of greater than three months from the date of purchase are classified as marketable securities.
Investments
Short-term marketable securities are carried at cost, which approximates fair value. Investments classified as available-for-sale are carried at estimated fair value with unrealized gains and losses recorded as a component of accumulated other comprehensive income. Long-term debt securities that the Company has the ability and intent to hold until maturity are carried at amortized cost. Management determines the appropriate classification of its investment in debt and equity securities at the time of purchase and re-evaluates such determination at each balance sheet date. The Company periodically reviews its investments in equity securities for impairment and adjusts these investments to their fair value when a decline in market value is deemed to be other than temporary. If losses on these securities are considered to be other than temporary, the loss is recognized in earnings.
Property, Plant and Equipment and Depreciation
Property, plant and equipment are stated at cost. The Company utilizes the straight-line method of depreciation over the estimated useful lives of the assets:
Building and building equipment
20 - 30 years
Land and leasehold improvements
10 - 20 years
Machinery and equipment
2 - 13 years

The Company capitalizes certain computer software and development costs, included in machinery and equipment, when incurred in connection with developing or obtaining computer software for internal use. Capitalized software costs are amortized over the estimated useful lives of the software, which generally range from 3 to 8 years.
The Company reviews long-lived assets to assess recoverability using undiscounted cash flows. When certain events or changes in operating or economic conditions occur, an impairment assessment may be performed on the recoverability of the carrying value of these assets. If the asset is determined to be impaired, the loss is measured based on the difference between the asset’s fair value and its carrying value. If quoted market prices are not available, the Company will estimate fair value using a discounted value of estimated future cash flows.
Revenue Recognition
The Company recognizes revenue from product sales when the goods are shipped or delivered and title and risk of loss pass to the customer. Provisions for certain rebates, sales incentives, trade promotions, coupons, product returns and discounts to customers are accounted for as reductions in sales in the same period the related sales are recorded.
Product discounts granted are based on the terms of arrangements with direct, indirect and other market participants, as well as market conditions, including prices charged by competitors. Rebates, the largest being the Medicaid rebate provision, are estimated based on contractual terms, historical experience, trend analysis and projected market conditions in the various markets served. The Company evaluates market conditions for products or groups of products primarily through the analysis of wholesaler and other third-party sell-through and market research data, as well as internally generated information.

                
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Sales returns are generally estimated and recorded based on historical sales and returns information. Products that exhibit unusual sales or return patterns due to dating, competition or other marketing matters are specifically investigated and analyzed as part of the accounting for sales returns accruals.
Sales returns allowances represent a reserve for products that may be returned due to expiration, destruction in the field, or in specific areas, product recall. The returns reserve is based on historical return trends by product and by market as a percent to gross sales. In accordance with the Company’s accounting policies, the Company generally issues credit to customers for returned goods. The Company’s sales returns reserves are accounted for in accordance with U.S. GAAP guidance for revenue recognition when right of return exists. Sales returns reserves are recorded at full sales value. Sales returns in the Consumer and Pharmaceutical segments are almost exclusively not resalable. Sales returns for certain franchises in the Medical Devices and Diagnostics segment are typically resalable but are not material. The Company rarely exchanges products from inventory for returned products. The sales returns reserve for the total Company has been approximately 1.0% of annual sales to customers during the fiscal reporting years 2013, 2012 and 2011.
Promotional programs, such as product listing allowances and cooperative advertising arrangements, are recorded in the year incurred. Continuing promotional programs include coupons and volume-based sales incentive programs. The redemption cost of consumer coupons is based on historical redemption experience by product and value. Volume-based incentive programs are based on the estimated sales volumes for the incentive period and are recorded as products are sold. The Company also earns service revenue for co-promotion of certain products and includes it in sales to customers. These arrangements are evaluated to determine the appropriate amounts to be deferred.
Shipping and Handling
Shipping and handling costs incurred were $1,128 million, $1,051 million and $1,022 million in 2013, 2012 and 2011, respectively, and are included in selling, marketing and administrative expense. The amount of revenue received for shipping and handling is less than 0.5% of sales to customers for all periods presented.
Inventories
Inventories are stated at the lower of cost or market determined by the first-in, first-out method.
Intangible Assets and Goodwill
The authoritative literature on U.S. GAAP requires that goodwill and intangible assets with indefinite lives be assessed annually for impairment. The Company completed the annual impairment test for 2013 in the fiscal fourth quarter. Future impairment tests will be performed annually in the fiscal fourth quarter, or sooner if warranted. Purchased in-process research and development is accounted for as an indefinite lived intangible asset until the underlying project is completed, at which point the intangible asset will be accounted for as a definite lived intangible asset, or abandoned, at which point the intangible asset will be written off or partially impaired.
Intangible assets that have finite useful lives continue to be amortized over their useful lives, and are reviewed for impairment when warranted by economic conditions. See Note 5 for further details on Intangible Assets and Goodwill.
Financial Instruments
As required by U.S. GAAP, all derivative instruments are recorded on the balance sheet at fair value. Fair value is the exit price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement determined using assumptions that market participants would use in pricing an asset or liability. The authoritative literature establishes a three-level hierarchy to prioritize the inputs used in measuring fair value, with Level 1 having the highest priority and Level 3 having the lowest. Changes in the fair value of derivatives are recorded each period in current earnings or other comprehensive income, depending on whether the derivative is designated as part of a hedge transaction, and if so, the type of hedge transaction.
The Company documents all relationships between hedged items and derivatives. The overall risk management strategy includes reasons for undertaking hedge transactions and entering into derivatives. The objectives of this strategy are: (1) minimize foreign currency exposure’s impact on the Company’s financial performance; (2) protect the Company’s cash flow from adverse movements in foreign exchange rates; (3) ensure the appropriateness of financial instruments; and (4) manage the enterprise risk associated with financial institutions. See Note 6 for additional information on Financial Instruments.
Product Liability
Accruals for product liability claims are recorded, on an undiscounted basis, when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated based on existing information. The accruals are adjusted periodically as additional information becomes available.
As a result of cost and availability factors, effective November 1, 2005, the Company ceased purchasing third-party product liability insurance. The Company has self insurance through a wholly-owned captive insurance company. In addition to accruals in the self insurance program, claims that exceed the insurance coverage are accrued when losses are probable and amounts can be reasonably estimated. Based on the availability of prior coverage, receivables for insurance recoveries related

                
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to product liability claims are recorded on an undiscounted basis, when it is probable that a recovery will be realized. As appropriate, reserves against these receivables are recorded for estimated amounts that may not be collected from third-party insurers.
Concentration of Credit Risk
Global concentration of credit risk with respect to trade accounts receivables continues to be limited due to the large number of customers globally and adherence to internal credit policies and credit limits. Recent economic challenges in Italy, Spain, Greece and Portugal (the Southern European Region) have impacted certain payment patterns, which have historically been longer than those experienced in the U.S. and other international markets. The total net trade accounts receivable balance in the Southern European Region was approximately $2.3 billion as of December 29, 2013 and approximately $2.1 billion as of December 30, 2012. Approximately $1.3 billion as of December 29, 2013 and approximately $1.2 billion as of December 30, 2012 of the Southern European Region net trade accounts receivable balance related to the Company's Consumer, Vision Care and Diabetes Care businesses as well as certain Pharmaceutical and Medical Devices and Diagnostics customers which are in line with historical collection patterns.
The remaining balance of net trade accounts receivable in the Southern European Region has been negatively impacted by the timing of payments from certain government owned or supported health care customers as well as certain distributors of the Pharmaceutical and Medical Devices and Diagnostics local affiliates. The total net trade accounts receivable balance for these customers were approximately $1.0 billion at December 29, 2013 and $0.9 billion at December 30, 2012. The Company continues to receive payments from these customers and in some cases late payment premiums. For customers where payment is expected over periods of time longer than one year, revenue and trade receivables have been discounted over the estimated period of time for collection. Allowances for doubtful accounts have been increased for these customers, but have been immaterial to date. The Company will continue to work closely with these customers on payment plans, monitor the economic situation and take appropriate actions as necessary.
Research and Development
Research and development expenses are expensed as incurred. Upfront and milestone payments made to third parties in connection with research and development collaborations are expensed as incurred up to the point of regulatory approval. Payments made to third parties subsequent to regulatory approval are capitalized and amortized over the remaining useful life of the related product. Amounts capitalized for such payments are included in other intangibles, net of accumulated amortization.
The Company enters into collaborative arrangements, typically with other pharmaceutical or biotechnology companies, to develop and commercialize drug candidates or intellectual property. These arrangements typically involve two (or more) parties who are active participants in the collaboration and are exposed to significant risks and rewards dependent on the commercial success of the activities. These collaborations usually involve various activities by one or more parties, including research and development, marketing and selling and distribution. Often, these collaborations require upfront, milestone and royalty or profit share payments, contingent upon the occurrence of certain future events linked to the success of the asset in development. Amounts due from collaborative partners related to development activities are generally reflected as a reduction of research and development expense because the performance of contract development services is not central to the Company’s operations. In general, the income statement presentation for these collaborations is as follows:

Nature/Type of Collaboration
 
Statement of Earnings Presentation
Third-party sale of product
 
Sales to customers
Royalties/milestones paid to collaborative partner (post-regulatory approval)*
 
Cost of goods sold
Royalties received from collaborative partner
 
Other income (expense), net
Upfront payments & milestones paid to collaborative partner (pre-regulatory approval)
 
Research and development expense
Research and development payments to collaborative partner
 
Research and development expense
Research and development payments received from collaborative partner
 
Reduction of Research and development expense
Milestones are capitalized as intangible assets and amortized to cost of goods sold over the useful life.

For all years presented, there was no individual project that represented greater than 5% of the total annual consolidated research and development expense.


                
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Advertising
Costs associated with advertising are expensed in the year incurred and are included in selling, marketing and administrative expenses. Advertising expenses worldwide, which comprised television, radio, print media and Internet advertising, were $2.5 billion, $2.3 billion and $2.6 billion in 2013, 2012 and 2011, respectively.
Income Taxes
Income taxes are recorded based on amounts refundable or payable for the current year and include the results of any difference between U.S. GAAP accounting and tax reporting, recorded as deferred tax assets or liabilities. The Company estimates deferred tax assets and liabilities based on current tax regulations and rates. Changes in tax laws and rates may affect recorded deferred tax assets and liabilities in the future.
The Company has unrecognized tax benefits for uncertain tax positions. The Company follows U.S. GAAP which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Management believes that changes in these estimates would not have a material effect on the Company's results of operations, cash flows or financial position.
At December 29, 2013 and December 30, 2012, the cumulative amounts of undistributed international earnings were approximately $50.9 billion and $49.0 billion, respectively. At December 29, 2013 and December 30, 2012, the Company's foreign subsidiaries held balances of cash and cash equivalents in the amounts of $18.6 billion and $14.8 billion, respectively. The Company has not provided deferred taxes on the undistributed earnings from certain international subsidiaries where the earnings are considered to be permanently reinvested. The Company intends to continue to reinvest these earnings in international operations. If the Company decided at a later date to repatriate these earnings to the U.S., the Company would be required to provide for the net tax effects on these amounts. The Company does not determine the deferred tax liability associated with these undistributed earnings, as such determination is not practical.
See Note 8 to the Consolidated Financial Statements for further information regarding income taxes.