XML 22 R12.htm IDEA: XBRL DOCUMENT v3.19.2
Restructuring and Related Implementation Charges
6 Months Ended
Jun. 30, 2019
Restructuring and Related Activities [Abstract]  
Restructuring and Related Implementation Charges
Restructuring and Related Implementation Charges
 
In the fourth quarter of 2012, the Company commenced a restructuring program (the “Global Growth and Efficiency Program”). The program was expanded in 2014 and expanded and extended in each of 2015 and 2017. The program runs through December 31, 2019.

Initiatives under the Global Growth and Efficiency Program continue to fit within the program’s three focus areas of expanding commercial hubs, extending shared business services and streamlining global functions and optimizing the global supply chain and facilities.

Cumulative pretax charges resulting from the Global Growth and Efficiency Program, once all phases are approved and implemented, are estimated to be in the range of $1,820 to $1,870 ($1,350 to $1,380 aftertax). The Company anticipates that pretax charges for 2019 will approximate $100 to $150 ($70 to $100 aftertax). It is expected that substantially all charges resulting from the Global Growth and Efficiency Program will be incurred by December 31, 2019.

The pretax charges resulting from the Global Growth and Efficiency Program are estimated to be comprised of the following categories: Employee-Related Costs, including severance, pension and other termination benefits (40%); asset-related costs, primarily Incremental Depreciation and Asset Impairments (10%); and Other charges, which include contract termination costs, consisting primarily of related implementation charges resulting directly from exit activities (30%) and the implementation of new strategies (20%). Over the course of the Global Growth and Efficiency Program, it is estimated that approximately 75% of the charges will result in cash expenditures.

The Company expects that the cumulative pretax charges, once all projects are approved and implemented, will relate to initiatives undertaken in North America (15%), Europe (20%), Latin America (5%), Asia Pacific (5%), Africa/Eurasia (5%), Hill’s Pet Nutrition (10%) and Corporate (40%), which includes substantially all of the costs related to the implementation of new strategies, noted above, on a global basis. The Company expects that, when it has been fully implemented, the Global Growth and Efficiency Program will have contributed a net reduction of approximately 4,000 to 4,400 positions from the Company’s global employee workforce.

For the three and six months ended June 30, 2019 and 2018, restructuring and related implementation charges are reflected in the Condensed Consolidated Statements of Income as follows:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2019
 
2018
 
2019
 
2018
Cost of sales
$
(3
)
 
$
5

 
$
8

 
$
11

Selling, general and administrative expenses
10

 
10

 
14

 
15

Other (income) expense, net
33

 
43

 
46

 
56

Non-service related postretirement costs
2

 
3

 
3

 
7

Total Global Growth and Efficiency Program charges, pretax
$
42

 
$
61

 
$
71

 
$
89

 
 
 
 
 
 
 
 
Total Global Growth and Efficiency Program charges, aftertax
$
31

 
$
51

 
$
53

 
$
71


Restructuring and related implementation charges in the preceding table are recorded in the Corporate segment as these initiatives are predominantly centrally directed and controlled and are not included in internal measures of segment operating performance.
Total charges incurred for the Global Growth and Efficiency Program relate to initiatives undertaken by the following reportable operating segments:

Three Months Ended

Six Months Ended

Program-to-date

June 30,

June 30,

Accumulated Charges

2019

2018

2019

2018


North America
 %

8
 %

3
 %

17
%

18
%
Latin America
8
 %

11
 %

21
 %

11
%

5
%
Europe
(3
)%

2
 %

1
 %

2
%

19
%
Asia Pacific
7
 %

(6
)%

7
 %

1
%

4
%
Africa/Eurasia
(2
)%

7
 %

(1
)%

6
%

5
%
Hills Pet Nutrition
1
 %

22
 %

6
 %

21
%

8
%
Corporate
89
 %

56
 %

63
 %

42
%

41
%
Total
100
 %
 
100
 %
 
100
 %
 
100
%
 
100
%


Since the inception of the Global Growth and Efficiency Program in the fourth quarter of 2012, the Company has incurred cumulative pretax charges of $1,793 ($1,331 aftertax) in connection with the implementation of various projects as follows:
 
Cumulative Charges
 
as of June 30, 2019
Employee-Related Costs
$
695

Incremental Depreciation
102

Asset Impairments
58

Other
938

Total
$
1,793



The majority of costs incurred since inception relate to the following projects: the implementation of the Company’s overall hubbing strategy; the consolidation of facilities; the extension of shared business services and streamlining of global functions; the closing of the Morristown, New Jersey personal care facility; the simplification and streamlining of the Company’s research and development capabilities and oral care supply chain, both in Europe; redesigning the European commercial organization; restructuring how the Company will provide future retirement benefits to substantially all of the U.S.-based employees participating in the Company’s defined benefit retirement plan by shifting them to the Company’s defined contribution plan; and the implementation of a Corporate efficiencies program.

The following tables summarize the activity for the restructuring and related implementation charges discussed above and the related accruals:
 
 
Three Months Ended June 30, 2019
 
 
Employee-Related
Costs
 
Incremental
Depreciation
 
Asset
Impairments
 
Other
 
Total
Balance at March 31, 2019
 
$
52

 
$

 
$

 
$
94

 
$
146

Charges
 
4

 
5

 

 
33

 
42

Cash payments
 
(12
)
 

 

 
(14
)
 
(26
)
Charges against assets
 
(2
)
 
(5
)
 

 
(27
)
 
(34
)
Foreign exchange
 
(1
)
 

 

 

 
(1
)
Other
 

 

 

 

 

Balance at June 30, 2019
 
$
41

 
$

 
$

 
$
86

 
$
127


 
 
Six Months Ended June 30, 2019
 
 
Employee-Related
Costs 
 
Incremental
Depreciation 
 
Asset
Impairments
 
Other
 
Total
Balance at December 31, 2018
 
$
60

 
$

 
$

 
$
142

 
$
202

Charges
 
14

 
10

 
6

 
41

 
71

Cash payments
 
(28
)
 

 

 
(22
)
 
(50
)
Charges against assets
 
(3
)
 
(10
)
 
(6
)
 
(27
)
 
(46
)
Foreign exchange
 
(2
)
 

 

 

 
(2
)
Other
 

 

 

 
(48
)
 
(48
)
Balance at June 30, 2019
 
$
41

 
$

 
$

 
$
86

 
$
127



Employee-Related Costs primarily include severance and other termination benefits and are calculated based on long-standing benefit practices, local statutory requirements and, in certain cases, voluntary termination arrangements. Employee-Related Costs also include pension and other retiree benefit enhancements amounting to $2 and $3 for the three and six months ended June 30, 2019, respectively, which are reflected as Charges against assets within Employee-Related Costs in the preceding tables as the corresponding balance sheet amounts are reflected as a reduction of pension assets or an increase in pension and other retiree benefit liabilities. See Note 8, Retirement Plans and Other Retiree Benefits for additional information.

Incremental Depreciation is recorded to reflect changes in useful lives and estimated residual values for long-lived assets that will be taken out of service prior to the end of their normal service period. Asset Impairments are recorded to write down inventories and assets held for sale or disposal to their fair value based on amounts expected to be realized. Charges against assets within Asset Impairments are net of cash proceeds pertaining to the sale of certain assets.

Other charges consist primarily of charges resulting directly from exit activities and the implementation of new strategies as a result of the Global Growth and Efficiency Program. These charges for the three and six months ended June 30, 2019 include third-party incremental costs related to the development and implementation of new business and strategic initiatives of $5 and $10, respectively, and contract termination costs and charges resulting directly from exit activities of $0 and $3, respectively. These charges were expensed as incurred. Other charges also included a charge for exit costs related to office space consolidation of $28 for the three and six months ended June 30, 2019.

Other decreases to the restructuring accruals reflects the reclassification of restructuring accruals to lease assets as a result of the Company’s adoption of ASU No. 2018-10, “Codification Improvements to Topic 842, Leases,” on January 1, 2019. See Note 3, Recent Accounting Pronouncements and Note 13, Leases for additional information.