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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________________
FORM 10-Q
________________________
(Mark One)
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☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2024
OR
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☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from________ to________ . |
Commission File Number: 1-644
COLGATE-PALMOLIVE COMPANY
(Exact name of registrant as specified in its charter)
| | | | | |
Delaware | 13-1815595 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| | | | | | | | | | | | | | | | | | | | |
| 300 Park Avenue | | | | |
| New York, | New York | | | 10022 | |
(Address of principal executive offices) | | (Zip Code) | |
(212) 310-2000
(Registrant’s telephone number, including area code)
NO CHANGES
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $1.00 par value | | CL | | New York Stock Exchange |
| | | | |
0.500% Notes due 2026 | | CL26 | | New York Stock Exchange |
0.300% Notes due 2029 | | CL29 | | New York Stock Exchange |
1.375% Notes due 2034 | | CL34 | | New York Stock Exchange |
0.875% Notes due 2039 | | CL39 | | New York Stock Exchange |
| | | | |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer | ☒ | Accelerated filer | ☐ |
Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
| | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
| | | | | | | | | | | | | | |
Class | | Shares Outstanding | | Date |
Common stock, $1.00 par value | | 817,010,957 | | September 30, 2024 |
PART I. FINANCIAL INFORMATION
COLGATE-PALMOLIVE COMPANY
Condensed Consolidated Statements of Income
(Dollars in Millions Except Per Share Amounts)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Nine Months Ended |
| September 30, | | September 30, |
| 2024 | | 2023 | | 2024 | | 2023 |
Net sales | $ | 5,033 | | | $ | 4,915 | | | $ | 15,156 | | | $ | 14,507 | |
Cost of sales | 1,959 | | | 2,038 | | | 5,977 | | | 6,131 | |
Gross profit | 3,074 | | | 2,877 | | | 9,179 | | | 8,376 | |
Selling, general and administrative expenses | 1,979 | | | 1,822 | | | 5,833 | | | 5,348 | |
Other (income) expense, net | 30 | | | 26 | | | 141 | | | 116 | |
Operating profit | 1,065 | | | 1,029 | | | 3,205 | | | 2,912 | |
Non-service related postretirement costs | 23 | | | 15 | | | 67 | | | 338 | |
Interest (income) expense, net | 56 | | | 58 | | | 175 | | | 170 | |
Income before income taxes | 986 | | | 956 | | | 2,963 | | | 2,404 | |
Provision for income taxes | 210 | | | 209 | | | 693 | | | 709 | |
Net income including noncontrolling interests | 776 | | | 747 | | | 2,270 | | | 1,695 | |
Less: Net income attributable to noncontrolling interests | 39 | | | 39 | | | 120 | | | 113 | |
Net income attributable to Colgate-Palmolive Company | $ | 737 | | | $ | 708 | | | $ | 2,150 | | | $ | 1,582 | |
| | | | | | | |
Earnings per common share, basic | $ | 0.90 | | | $ | 0.86 | | | $ | 2.62 | | | $ | 1.91 | |
| | | | | | | |
Earnings per common share, diluted | $ | 0.90 | | | $ | 0.86 | | | $ | 2.61 | | | $ | 1.90 | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
See Notes to Condensed Consolidated Financial Statements.
2
COLGATE-PALMOLIVE COMPANY
Condensed Consolidated Statements of Comprehensive Income
(Dollars in Millions)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Nine Months Ended |
| September 30, | | September 30, |
| 2024 | | 2023 | | 2024 | | 2023 |
Net income including noncontrolling interests | $ | 776 | | | $ | 747 | | | $ | 2,270 | | | $ | 1,695 | |
Other comprehensive income (loss), net of tax: | | | | | | | |
Cumulative translation adjustments | 44 | | | (79) | | | (168) | | | (9) | |
Retirement plans and other retiree benefit adjustments | 21 | | | 32 | | | 32 | | | 45 | |
Gains (losses) on cash flow hedges | (7) | | | 5 | | | (5) | | | 1 | |
Total Other comprehensive income (loss), net of tax | 58 | | | (42) | | | (141) | | | 37 | |
Total Comprehensive income including noncontrolling interests | 834 | | | 705 | | | 2,129 | | | 1,732 | |
Less: Net income attributable to noncontrolling interests | 39 | | | 39 | | | 120 | | | 113 | |
Less: Cumulative translation adjustments attributable to noncontrolling interests | 3 | | | (3) | | | (5) | | | (44) | |
Total Comprehensive income attributable to noncontrolling interests | 42 | | | 36 | | | 115 | | | 69 | |
Total Comprehensive income attributable to Colgate-Palmolive Company | $ | 792 | | | $ | 669 | | | $ | 2,014 | | | $ | 1,663 | |
See Notes to Condensed Consolidated Financial Statements.
3
COLGATE-PALMOLIVE COMPANY
Condensed Consolidated Balance Sheets
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
| | | | | | | | | | | |
| September 30, 2024 | | December 31, 2023 |
Assets | | | |
Current Assets | | | |
Cash and cash equivalents | $ | 1,234 | | | $ | 966 | |
Receivables (net of allowances of $88 and $80, respectively) | 1,712 | | | 1,586 | |
Inventories | 2,041 | | | 1,934 | |
Other current assets | 819 | | | 793 | |
Total current assets | 5,806 | | | 5,279 | |
Property, plant and equipment: | | | |
Cost | 10,238 | | | 10,286 | |
Less: Accumulated depreciation | (5,817) | | | (5,704) | |
| 4,421 | | | 4,582 | |
Goodwill | 3,389 | | | 3,410 | |
Other intangible assets, net | 1,834 | | | 1,887 | |
Deferred income taxes | 219 | | | 214 | |
Other assets | 1,105 | | | 1,021 | |
Total assets | $ | 16,774 | | | $ | 16,393 | |
Liabilities and Shareholders’ Equity | | | |
Current Liabilities | | | |
Notes and loans payable | $ | 507 | | | $ | 310 | |
Current portion of long-term debt | 20 | | | 20 | |
Accounts payable | 1,625 | | | 1,698 | |
Accrued income taxes | 347 | | | 336 | |
Other accruals | 3,066 | | | 2,377 | |
Total current liabilities | 5,565 | | | 4,741 | |
Long-term debt | 7,909 | | | 8,219 | |
Deferred income taxes | 320 | | | 361 | |
Other liabilities | 2,144 | | | 2,115 | |
Total liabilities | 15,938 | | | 15,436 | |
Shareholders’ Equity | | | |
Common stock, $1 par value (2,000,000,000 shares authorized, 1,465,706,360 shares issued) | 1,466 | | | 1,466 | |
Additional paid-in capital | 4,142 | | | 3,808 | |
Retained earnings | 25,814 | | | 25,289 | |
Accumulated other comprehensive income (loss) | (4,074) | | | (3,937) | |
| | | |
Treasury stock, at cost | (26,913) | | | (26,017) | |
Total Colgate-Palmolive Company shareholders’ equity | 435 | | | 609 | |
Noncontrolling interests | 401 | | | 348 | |
Total equity | 836 | | | 957 | |
Total liabilities and equity | $ | 16,774 | | | $ | 16,393 | |
See Notes to Condensed Consolidated Financial Statements.
4
COLGATE-PALMOLIVE COMPANY
Condensed Consolidated Statements of Cash Flows
(Dollars in Millions)
(Unaudited)
| | | | | | | | | | | |
| Nine Months Ended |
| September 30, |
| 2024 | | 2023 |
Operating Activities | | | |
Net income including noncontrolling interests | $ | 2,270 | | | $ | 1,695 | |
Adjustments to reconcile net income including noncontrolling interests to net cash provided by operations: | | | |
Depreciation and amortization | 457 | | | 417 | |
ERISA litigation matter | — | | | 267 | |
Restructuring and termination benefits, net of cash | 54 | | | (17) | |
Stock-based compensation expense | 108 | | | 97 | |
| | | |
Deferred income taxes | (98) | | | (109) | |
| | | |
Cash effects of changes in: | | | |
Receivables | (184) | | | (62) | |
Inventories | (94) | | | 150 | |
Accounts payable and other accruals | 327 | | | 168 | |
Other non-current assets and liabilities | (2) | | | 3 | |
Net cash provided by (used in) operations | 2,838 | | | 2,609 | |
Investing Activities | | | |
Capital expenditures | (377) | | | (508) | |
Purchases of marketable securities and investments | (358) | | | (324) | |
Proceeds from sale of marketable securities and investments | 260 | | | 264 | |
Other investing activities | 21 | | | (31) | |
Net cash provided by (used in) investing activities | (454) | | | (599) | |
Financing Activities | | | |
Short-term borrowing (repayment) less than 90 days, net | 337 | | | (564) | |
Principal payments of debt | (502) | | | (903) | |
Proceeds from issuance of debt | 2 | | | 1,497 | |
Dividends paid | (1,275) | | | (1,243) | |
Purchases of treasury shares | (1,284) | | | (883) | |
Proceeds from exercise of stock options | 611 | | | 325 | |
| | | |
Other financing activities | 1 | | | (30) | |
Net cash provided by (used in) financing activities | (2,110) | | | (1,801) | |
Effect of exchange rate changes on Cash and cash equivalents | (6) | | | (33) | |
Net increase (decrease) in Cash and cash equivalents | 268 | | | 176 | |
Cash and cash equivalents at beginning of the period | 966 | | | 775 | |
Cash and cash equivalents at end of the period | $ | 1,234 | | | $ | 951 | |
Supplemental Cash Flow Information | | | |
Income taxes paid | $ | 762 | | | $ | 726 | |
Interest paid | $ | 267 | | | $ | 243 | |
See Notes to Condensed Consolidated Financial Statements.
5
COLGATE-PALMOLIVE COMPANY
Condensed Consolidated Statements of Changes in Shareholders’ Equity
(Dollars in Millions)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Three Months Ended September 30, 2024 |
| Colgate-Palmolive Company Shareholders’ Equity | | |
| Common Stock | | Additional Paid-in Capital | | Unearned Compensation | | Treasury Stock | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss)(1) | | Noncontrolling Interests |
Balance, June 30, 2024 | $ | 1,466 | | | $ | 4,035 | | | $ | — | | | $ | (26,736) | | | $ | 25,486 | | | $ | (4,128) | | | $ | 359 | |
Net income | — | | | — | | | — | | | — | | | 737 | | | — | | | 39 | |
Other comprehensive income (loss), net of tax | — | | | — | | | — | | | — | | | — | | | 55 | | | 3 | |
Dividends ($0.50 per share) | — | | | — | | | — | | | — | | | (409) | | | — | | | — | |
Stock-based compensation expense | — | | | 65 | | | — | | | — | | | — | | | — | | | — | |
Shares issued for stock options | — | | | 71 | | | — | | | 87 | | | — | | | — | | | — | |
Shares issued for restricted stock units | — | | | (29) | | | — | | | 29 | | | — | | | — | | | — | |
Treasury stock acquired | — | | | — | | | — | | | (295) | | | — | | | — | | | — | |
| | | | | | | | | | | | | |
Other | — | | | — | | | — | | | 2 | | | — | | | (1) | | | — | |
Balance, September 30, 2024 | $ | 1,466 | | | $ | 4,142 | | | $ | — | | | $ | (26,913) | | | $ | 25,814 | | | $ | (4,074) | | | $ | 401 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Three Months Ended September 30, 2023 |
| Colgate-Palmolive Company Shareholders’ Equity | | |
| Common Stock | | Additional Paid-in Capital | | Unearned Compensation | | Treasury Stock | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss)(1) | | Noncontrolling Interests |
Balance, June 30, 2023 | $ | 1,466 | | | $ | 3,688 | | | $ | — | | | $ | (25,541) | | | $ | 24,258 | | | $ | (3,935) | | | $ | 379 | |
Net income | — | | | — | | | — | | | — | | | 708 | | | — | | | 39 | |
Other comprehensive income (loss), net of tax | — | | | — | | | — | | | — | | | — | | | (39) | | | (3) | |
Dividends ($0.48 per share) | — | | | — | | | — | | | — | | | (395) | | | — | | | — | |
Stock-based compensation expense | — | | | 60 | | | — | | | — | | | — | | | — | | | — | |
Shares issued for stock options | — | | | 29 | | | — | | | 25 | | | — | | | — | | | — | |
Shares issued for restricted stock units | — | | | (16) | | | — | | | 16 | | | — | | | — | | | — | |
Treasury stock acquired | — | | | — | | | — | | | (332) | | | — | | | — | | | — | |
| | | | | | | | | | | | | |
Other | — | | | 1 | | | — | | | (2) | | | — | | | — | | | — | |
Balance, September 30, 2023 | $ | 1,466 | | | $ | 3,762 | | | $ | — | | | $ | (25,834) | | | $ | 24,571 | | | $ | (3,974) | | | $ | 415 | |
(1) Accumulated other comprehensive income (loss) includes cumulative translation losses of $3,515 at September 30, 2024 ($3,458 at September 30, 2023) and $3,555 at June 30, 2024 ($3,381 at June 30, 2023), respectively, and unrecognized retirement plan and other retiree benefits costs of $615 at September 30, 2024 ($586 at September 30, 2023) and $636 at June 30, 2024 ($618 at June 30, 2023), respectively.
See Notes to Condensed Consolidated Financial Statements.
6
COLGATE-PALMOLIVE COMPANY
Condensed Consolidated Statements of Changes in Shareholders’ Equity
(Dollars in Millions)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Nine Months Ended September 30, 2024 |
| Colgate-Palmolive Company Shareholders’ Equity | | |
| Common Stock | | Additional Paid-in Capital | | Unearned Compensation | | Treasury Stock | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss)(1) | | Noncontrolling Interests |
Balance, December 31, 2023 | $ | 1,466 | | | $ | 3,808 | | | $ | — | | | $ | (26,017) | | | $ | 25,289 | | | $ | (3,937) | | | $ | 348 | |
Net income | — | | | — | | | — | | | — | | | 2,150 | | | — | | | 120 | |
Other comprehensive income (loss), net of tax | — | | | — | | | — | | | — | | | — | | | (136) | | | (5) | |
Dividends ($1.98 per share)* | — | | | — | | | — | | | — | | | (1,625) | | | — | | | (63) | |
Stock-based compensation expense | — | | | 108 | | | — | | | — | | | — | | | — | | | — | |
Shares issued for stock options | — | | | 273 | | | — | | | 337 | | | — | | | — | | | — | |
Shares issued for restricted stock units | — | | | (51) | | | — | | | 51 | | | — | | | — | | | — | |
Treasury stock acquired | — | | | — | | | — | | | (1,284) | | | — | | | — | | | — | |
| | | | | | | | | | | | | |
Other | — | | | 4 | | | — | | | — | | | — | | | (1) | | | 1 | |
Balance, September 30, 2024 | $ | 1,466 | | | $ | 4,142 | | | $ | — | | | $ | (26,913) | | | $ | 25,814 | | | $ | (4,074) | | | $ | 401 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Nine Months Ended September 30, 2023 |
| Colgate-Palmolive Company Shareholders’ Equity | | |
| Common Stock | | Additional Paid-in Capital | | Unearned Compensation | | Treasury Stock | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss)(1) | | Noncontrolling Interests |
Balance, December 31, 2022 | $ | 1,466 | | | $ | 3,546 | | | $ | (1) | | | $ | (25,128) | | | $ | 24,573 | | | $ | (4,055) | | | $ | 405 | |
Net income | — | | | — | | | — | | | — | | | 1,582 | | | — | | | 113 | |
Other comprehensive income (loss), net of tax | — | | | — | | | — | | | — | | | — | | | 81 | | | (44) | |
Dividends ($1.91 per share)* | — | | | — | | | — | | | — | | | (1,584) | | | — | | | (59) | |
Stock-based compensation expense | — | | | 97 | | | — | | | — | | | — | | | — | | | — | |
Shares issued for stock options | — | | | 145 | | | — | | | 152 | | | — | | | — | | | — | |
Shares issued for restricted stock units | — | | | (30) | | | — | | | 30 | | | — | | | — | | | — | |
Treasury stock acquired | — | | | — | | | — | | | (883) | | | — | | | — | | | — | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Other | — | | | 4 | | | 1 | | | (5) | | | — | | | — | | | — | |
Balance, September 30, 2023 | $ | 1,466 | | | $ | 3,762 | | | $ | — | | | $ | (25,834) | | | $ | 24,571 | | | $ | (3,974) | | | $ | 415 | |
(1) Accumulated other comprehensive income (loss) includes cumulative translation losses of $3,515 at September 30, 2024 ($3,458 at September 30, 2023) and $3,351 at December 31, 2023 ($3,491 at December 31, 2022), respectively, and unrecognized retirement plan and other retiree benefits costs of $615 at September 30, 2024 ($586 at September 30, 2023) and $647 at December 31, 2023 ($631 at December 31, 2022), respectively.
* Two dividends were declared in each of the first quarters of 2024 and 2023.
See Notes to Condensed Consolidated Financial Statements.
7
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
1. Basis of Presentation
The Condensed Consolidated Financial Statements reflect all normal recurring adjustments which, in management’s opinion, are necessary for a fair statement of the results for interim periods. Results of operations for interim periods may not be representative of results to be expected for a full year. Note that certain columns and rows may not sum due to rounding. Colgate-Palmolive Company (together with its subsidiaries, the “Company” or “Colgate”) reclassifies certain prior year amounts, as applicable, to conform to the current year presentation.
For a complete set of financial statement notes, including the Company’s significant accounting policies, refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”).
2. Use of Estimates
Provisions for certain expenses, including income taxes, advertising and consumer promotion, are based on full year assumptions and are included in the accompanying Condensed Consolidated Financial Statements in proportion with estimated annual tax rates, the passage of time or estimated annual sales, as applicable.
3. Recent Accounting Pronouncements and Disclosure Rules
In March 2024, the SEC finalized rules intended to enhance and standardize climate-related disclosures in registrants’ registration statements and Annual Reports on Form 10-K. The new rules would require climate-related disclosures, including as they relate to governance, strategy, risk management, targets and goals and greenhouse gas emissions. In addition, the rules would require certain climate-related disclosures as it relates to severe weather events and other natural conditions and carbon offsets and renewable energy credits. In April 2024, the SEC voluntarily stayed the rules due to pending judicial review. As these rules only impact disclosures, they will not have a material impact on the Company’s Consolidated Financial Statements.
In December 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU improves the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, and income taxes paid disaggregated by jurisdiction. This guidance is effective for the Company for fiscal years beginning after December 15, 2024. As this accounting standard only impacts disclosures, it will not have a material impact on the Company’s Consolidated Financial Statements.
In December 2023, the FASB issued ASU No. 2023-08, “Intangibles-Goodwill and Other-Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets.” This ASU improves the accounting for certain crypto assets by requiring companies to measure them at fair value for each reporting period with changes in fair value recognized in net income. This guidance is effective for the Company for fiscal years beginning after December 15, 2024 and is not expected to have an impact on the Company’s Consolidated Financial Statements.
In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU modified the disclosure and presentation requirements primarily through enhanced disclosures of significant segment expenses and other segment items. This guidance is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. As this accounting standard only impacts disclosures, it will not have a material impact on the Company’s Consolidated Financial Statements.
In October 2023, the FASB issued ASU No. 2023-06, “Disclosure Improvements-Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.” This ASU modified the disclosure and presentation requirements of a variety of codification topics by aligning them with the SEC’s regulations. This guidance is effective for the Company no later than June 30, 2027. As this accounting standard only impacts disclosures, it will not have a material impact on the Company’s Consolidated Financial Statements.
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
In August 2023, the FASB issued ASU No. 2023-05, “Business Combinations-Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement.” This ASU requires a joint venture to initially measure all contributions received upon its formation at fair value. This guidance is applicable to joint ventures with a formation date on or after January 1, 2025 and is not expected to have a material impact on the Company’s Consolidated Financial Statements.
In March 2023, the FASB issued ASU No. 2023-01, “Leases (Topic 842): Common Control Arrangements.” This ASU clarified the accounting for leasehold improvements for leases under common control. The guidance was effective for the Company beginning on January 1, 2024 and did not have a material impact on the Company’s Consolidated Financial Statements.
In September 2022, the FASB issued ASU No. 2022-04, “Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This ASU requires a buyer that uses supplier finance programs to make annual disclosures about the programs’ key terms, the balance sheet presentation of related amounts, the confirmed amount outstanding at the end of the period and associated roll-forward information. The Company adopted the guidance beginning on January 1, 2023, and with respect to the roll-forward information disclosure, beginning on January 1, 2024. See Note 12, Supplier Finance Program for additional information.
4. Restructuring and Related Implementation Charges
On January 27, 2022, the Company’s Board of Directors (the “Board”) approved a targeted productivity program (the “2022 Global Productivity Initiative”). All initiatives under the program have been implemented as of the third quarter of 2024 and the Company expects to incur the remaining charges by the end of 2024. The 2022 Global Productivity Initiative resulted in the reallocation of resources towards the Company’s strategic priorities and faster growth businesses, efficiencies in the Company’s operations and the streamlining of its supply chain to reduce structural costs.
Total pretax charges from the implementation of the 2022 Global Productivity Initiative are expected to be approximately $225 ($180 aftertax), once all the charges are recorded, which is comprised of the following categories: employee-related costs, including severance, pension and other termination benefits (80%); asset-related costs, primarily accelerated depreciation and asset write-downs (5%); and other charges (15%), which include contract termination costs, consisting primarily of implementation-related charges resulting directly from exit activities and the implementation of new strategies. It is expected that approximately 80% of the charges will result in cash expenditures.
For the three months ended September 30, 2024, charges resulting from the 2022 Global Productivity Initiative were $15 pretax ($13 aftertax). For the three months ended September 30, 2023, charges resulting from the 2022 Global Productivity Initiative were $2 pretax ($2 aftertax).
For the nine months ended September 30, 2024 and September 30, 2023, charges resulting from the 2022 Global Productivity Initiative are reflected in the income statement as follows:
| | | | | | | | | | | |
| Nine Months Ended September 30, |
| 2024 | | 2023 |
Gross Profit | $ | 19 | | | $ | 1 | |
Selling, general and administrative expenses | 4 | | | 2 | |
Other (income) expense, net | 54 | | | 22 | |
Non-service related postretirement costs | — | | | 4 | |
Total 2022 Global Productivity Initiative charges, pretax | $ | 77 | | | $ | 29 | |
| | | |
Total 2022 Global Productivity Initiative charges, aftertax | $ | 67 | | | $ | 23 | |
Restructuring and related implementation charges were 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.
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
Total charges incurred for the 2022 Global Productivity Initiative relate to initiatives undertaken by the following reportable operating segments and Corporate:
| | | | | | | | | | | | | | | | | |
| Nine Months Ended September 30, | | Program-to-date Accumulated Charges |
| 2024 | | 2023 | | |
North America(1) | 3 | % | | 15 | % | | 9 | % |
Latin America | — | % | | 1 | % | | 9 | % |
Europe(1) | 88 | % | | 19 | % | | 43 | % |
Asia Pacific | — | % | | 21 | % | | 7 | % |
Africa/Eurasia | — | % | | 10 | % | | 6 | % |
Hill's Pet Nutrition | 7 | % | | 14 | % | | 12 | % |
Corporate | 2 | % | | 20 | % | | 14 | % |
Total | 100 | % | | 100 | % | | 100 | % |
(1) The Company has recast its historical geographic segment information to conform to the reporting structure effective as of July 1, 2024. The results of the skin health business previously reported within the Europe reportable operating segment are reported with the other skin health businesses in the North America reportable operating segment. See Note 10, Segment Information for additional details.
Since the inception of the 2022 Global Productivity Initiative, the Company has incurred cumulative pretax charges of $220 ($178 aftertax) in connection with the implementation of various projects as follows:
| | | | | |
| Cumulative Charges |
| as of September 30, 2024 |
Employee-Related Costs | $ | 175 | |
Incremental Depreciation | 13 | |
Asset Impairments | 1 | |
Other | 31 | |
Total | $ | 220 | |
The following table summarizes the activity for the restructuring and related implementation charges discussed above and the related accruals:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2024 |
| | Employee-Related Costs | | Incremental Depreciation | | Asset Impairments | | Other | | Total |
Balance at December 31, 2023 | | $ | 10 | | | $ | — | | | $ | — | | | $ | 1 | | | $ | 11 | |
Charges | | 49 | | | 13 | | | — | | | 15 | | | 77 | |
Cash Payments | | (13) | | | — | | | — | | | (10) | | | (23) | |
Charges against assets | | — | | | (13) | | | — | | | — | | | (13) | |
Foreign exchange | | (1) | | | — | | | — | | | — | | | (1) | |
Balance at September 30, 2024 | | $ | 45 | | | $ | — | | | $ | — | | | $ | 6 | | | $ | 51 | |
| | | | | | | | | | |
Employee-Related Costs primarily include severance and other termination benefits and are calculated based on long-standing benefit practices, written severance policies, local statutory requirements and, in certain cases, voluntary termination arrangements. Employee-Related Costs also include pension enhancements which are reflected as Charges against assets within Employee-Related Costs in the preceding table as the corresponding balance sheet amounts are
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
reflected as a reduction of pension assets or an increase in pension liabilities. For the nine months ended September 30, 2024, there were no pension enhancements included in Charges against assets within Employee-Related Costs.
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.
5. Inventories
Inventories by major class were as follows:
| | | | | | | | | | | |
| September 30, 2024 | | December 31, 2023 |
Raw materials and supplies | $ | 620 | | | $ | 606 | |
Work-in-process | 49 | | | 46 | |
Finished goods | 1,489 | | | 1,411 | |
Total Inventories, net | $ | 2,158 | | | $ | 2,063 | |
Non-current inventory, net | (117) | | | (129) | |
Current Inventories, net | $ | 2,041 | | | $ | 1,934 | |
6. Earnings Per Share
For the three months ended September 30, 2024 and 2023, earnings per share were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| September 30, 2024 | | September 30, 2023 |
| Net income attributable to Colgate-Palmolive Company | | Shares (millions) | | Per Share | | Net income attributable to Colgate-Palmolive Company | | Shares (millions) | | Per Share |
Basic EPS | $ | 737 | | | 817.7 | | | $ | 0.90 | | | $ | 708 | | | 825.6 | | | $ | 0.86 | |
Stock options and restricted stock units | | | 4.8 | | | | | | | 1.7 | | | |
Diluted EPS | $ | 737 | | | 822.5 | | | $ | 0.90 | | | $ | 708 | | | 827.3 | | | $ | 0.86 | |
For the three months ended September 30, 2024 and 2023, the average number of stock options and restricted stock units that were anti-dilutive and not included in diluted earnings per share calculations were 315,441 and 13,538,153, respectively.
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
For the nine months ended September 30, 2024 and 2023, earnings per share were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Nine Months Ended |
| September 30, 2024 | | September 30, 2023 |
| Net income attributable to Colgate-Palmolive Company | | Shares (millions) | | Per Share | | Net income attributable to Colgate-Palmolive Company | | Shares (millions) | | Per Share |
Basic EPS | $ | 2,150 | | | 820.1 | | | $ | 2.62 | | | $ | 1,582 | | | 828.8 | | | $ | 1.91 | |
Stock options and restricted stock units | | | 4.1 | | | | | | | 1.7 | | | |
Diluted EPS | $ | 2,150 | | | 824.2 | | | $ | 2.61 | | | $ | 1,582 | | | 830.5 | | | $ | 1.90 | |
For the nine months ended September 30, 2024 and 2023, the average number of stock options and restricted stock units that were anti-dilutive and not included in diluted earnings per share calculations were 113,356 and 13,504,588, respectively.
Basic and diluted earnings per share are computed independently for each quarter and any year-to-date period presented. As a result of changes in the number of shares outstanding during the year and rounding, the sum of the quarters’ earnings per share may not necessarily equal the earnings per share for any year-to-date period.
7. Other Comprehensive Income (Loss)
Additions to and reclassifications out of Accumulated other comprehensive income (loss) attributable to the Company for the three and nine months ended September 30, 2024 and 2023 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
Cumulative translation adjustments, pre-tax | | $ | (10) | | | $ | (46) | | | $ | (175) | | | $ | 60 | |
Tax amounts | | 51 | | | (30) | | | 12 | | | (25) | |
Cumulative translation adjustments, net of tax | | 41 | | | (76) | | | (163) | | | 35 | |
Pension and other benefits: | | | | | | | | |
Net actuarial gains (losses), prior service costs and settlements during the period | | 22 | | | 40 | | | 21 | | | 40 | |
Amortization of net actuarial losses (gains), transition and prior service costs(1) | | 7 | | | 7 | | | 22 | | | 23 | |
| | | | | | | | |
Retirement Plan and other retiree benefit adjustments, pre-tax | | 29 | | | 47 | | | 43 | | | 63 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
Tax amounts | | (8) | | | (15) | | | (11) | | | (18) | |
Retirement Plan and other retiree benefit adjustments, net of tax | | 21 | | | 32 | | | 32 | | | 45 | |
Cash flow hedges: | | | | | | | | |
| | | | | | | | |
| | | | | | | | |
Gains (losses) on cash flow hedges, pre-tax | | (8) | | | 7 | | | (6) | | | 1 | |
Tax amounts | | 1 | | | (2) | | | 1 | | | — | |
Gains (losses) on cash flow hedges, net of tax | | (7) | | | 5 | | | (5) | | | 1 | |
Total Other comprehensive income (loss), net of tax | | $ | 55 | | | $ | (39) | | | $ | (136) | | | $ | 81 | |
(1) These components of Other comprehensive income (loss) are included in the computation of total pension cost. See Note 8, Retirement Plans and Other Retiree Benefits for additional details.
There were no tax impacts on Other comprehensive income (loss) (“OCI”) attributable to Noncontrolling interests.
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
8. Retirement Plans and Other Retiree Benefits
Components of Net periodic benefit cost for the three and nine months ended September 30, 2024 and 2023 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, |
| Pension Benefits | | Other Retiree Benefits |
| United States | | International | | | | |
| 2024 | | 2023 | | 2024 | | 2023 | | 2024 | | 2023 |
Service cost | $ | 1 | | | $ | — | | | $ | 3 | | | $ | 3 | | | $ | 2 | | | $ | 2 | |
Interest cost | 23 | | | 20 | | | 7 | | | 6 | | | 8 | | | 7 | |
Expected return on plan assets | (20) | | | (20) | | | (7) | | | (5) | | | — | | | — | |
Amortization of actuarial losses (gains) | 10 | | | 12 | | | 2 | | | 1 | | | (5) | | | (6) | |
Net periodic benefit cost | $ | 14 | | | $ | 12 | | | $ | 5 | | | $ | 5 | | | $ | 5 | | | $ | 3 | |
Other postretirement charges | 5 | | | — | | | — | | | — | | | — | | | — | |
| | | | | | | | | | | |
| | | | | | | | | | | |
Total pension cost | $ | 19 | | | $ | 12 | | | $ | 5 | | | $ | 5 | | | $ | 5 | | | $ | 3 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Nine Months Ended September 30, |
| Pension Benefits | | Other Retiree Benefits |
| United States | | International | | | | |
| |
| 2024 | | 2023 | | 2024 | | 2023 | | 2024 | | 2023 |
Service cost | $ | 1 | | | $ | — | | | $ | 11 | | | $ | 9 | | | $ | 6 | | | $ | 6 | |
Interest cost | 70 | | | 68 | | | 22 | | | 22 | | | 26 | | | 29 | |
Expected return on plan assets | (58) | | | (61) | | | (20) | | | (14) | | | — | | | — | |
| | | | | | | | | | | |
Amortization of actuarial losses (gains) | 31 | | | 34 | | | 4 | | | 3 | | | (13) | | | (14) | |
Net periodic benefit cost | $ | 44 | | | $ | 41 | | | $ | 17 | | | $ | 20 | | | $ | 19 | | | $ | 21 | |
Other postretirement charges | 5 | | | 4 | | | — | | | — | | | — | | | — | |
ERISA litigation matter | — | | | 267 | | | — | | | — | | | — | | | — | |
Total pension cost | $ | 49 | | | $ | 312 | | | $ | 17 | | | $ | 20 | | | $ | 19 | | | $ | 21 | |
Other postretirement charges for the three and nine months ended September 30, 2024 included pension and other charges amounting to $5. Other postretirement charges for the three and nine months ended September 30, 2023 included pension and other charges of $0 and $4, respectively, incurred pursuant to the 2022 Global Productivity Initiative.
In the first quarter of 2023, the Company recorded a charge of $267 as a result of a decision of the United States Court of Appeals for the Second Circuit (the “Second Circuit”) affirming a grant of summary judgment to the plaintiffs in a lawsuit under the Employee Retirement Income Security Act (“ERISA”) seeking the recalculation of benefits and other relief associated with a 2005 residual annuity amendment to the Colgate-Palmolive Company Employees’ Retirement Income Plan (the “Retirement Plan”). The decision resulted in an increase in the obligations of the Retirement Plan, which based on the current funded status of the Retirement Plan and depending on the asset performance, impact of interest rates for the remainder of the year and further developments in the litigation, may require a cash contribution by the Company in 2025. See Note 9, Contingencies for additional information.
For the three and nine months ended September 30, 2024 and 2023, the Company made no voluntary contributions to its U.S. postretirement plans.
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
9. Contingencies
As a global company serving consumers in more than 200 countries and territories, the Company is routinely subject to a wide variety of legal proceedings. These include disputes relating to intellectual property, contracts, product liability, marketing, advertising, foreign exchange controls, antitrust and trade regulation, as well as labor and employment, pension, data privacy and security, environmental and tax matters and consumer class actions. In addition, management proactively reviews and monitors the Company’s exposure to, and the impact of, environmental matters. The Company is party to various environmental matters and, as such, may be responsible for all or a portion of the cleanup, restoration and post-closure monitoring of several sites.
The Company establishes accruals for loss contingencies when it has determined that a loss is probable and that the amount of loss, or range of loss, can be reasonably estimated. Any such accruals are adjusted thereafter as appropriate to reflect changes in circumstances.
The Company also determines estimates of reasonably possible losses or ranges of reasonably possible losses in excess of related accrued liabilities, if any, when it has determined that a loss is reasonably possible and it is able to determine such estimates. For those matters disclosed below for which the amount of any potential losses can be reasonably estimated, the Company currently estimates that the aggregate range of reasonably possible losses in excess of any accrued liabilities is $0 to approximately $275 (based on current exchange rates). The estimates included in this amount are based on the Company’s analysis of currently available information and, as new information is obtained, these estimates may change. Due to the inherent subjectivity of the assessments and the unpredictability of outcomes of legal proceedings, any amounts accrued or included in this aggregate range may not represent the ultimate loss to the Company. Thus, the Company’s exposure and ultimate losses may be higher or lower, and possibly significantly so, than the amounts accrued or the range disclosed above.
Based on current knowledge, management does not believe that the ultimate resolution of loss contingencies arising from the matters discussed herein will have a material effect on the Company’s consolidated financial position or its ongoing results of operations or cash flows. However, in light of the inherent uncertainties noted above, an adverse outcome in one or more matters could be material to the Company’s results of operations or cash flows for any particular quarter or year.
Brazilian Matters
There are certain tax and civil proceedings outstanding, as described below, related to the Company’s 1995 acquisition of the Kolynos oral care business from Wyeth (the “Seller”).
The Brazilian internal revenue authority has disallowed interest deductions and foreign exchange losses taken by the Company’s Brazilian subsidiary for certain years in connection with the financing of the Kolynos acquisition. The tax assessments with interest, penalties and any court-mandated fees, at the current exchange rate, are approximately $105. This amount includes additional assessments received from the Brazilian internal revenue authority in April 2016 relating to net operating loss carryforwards used by the Company’s Brazilian subsidiary to offset taxable income that had also been deducted from the authority’s original assessments. The Company has been disputing the disallowances by appealing the assessments since October 2001.
In each of September 2015, February 2017, September 2018, April 2019 and August 2020, the Company lost an administrative appeal and subsequently challenged these assessments in the Brazilian federal courts. Currently, there are three lawsuits pending in the Lower Federal Court and two cases have progressed to the Federal Court of Appeals. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the disallowances are without merit and that the Company should ultimately prevail. The Company is challenging these disallowances vigorously. In November 2023, based upon changes in Brazilian tax law, the Company filed petitions in three of the actions requesting that the penalty portion of the claim be removed. The Brazilian tax authority agreed with the Company's position and in August 2024 reduced its claim in two of those actions and in October 2024 reduced its claim in the third.
In July 2002, the Brazilian Federal Public Attorney filed a civil action against the federal government of Brazil, Laboratorios Wyeth-Whitehall Ltda. (the Brazilian subsidiary of the Seller) and the Company, as represented by its Brazilian subsidiary, in the 6th. Lower Federal Court in the City of São Paulo, seeking to annul an April 2000 decision by the Brazilian Board of Tax Appeals that found in favor of the Seller’s Brazilian subsidiary on the issue of whether it had
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
incurred taxable capital gains as a result of the divestiture of Kolynos. The action seeks to make the Company’s Brazilian subsidiary jointly and severally liable for any tax due from the Seller’s Brazilian subsidiary. The case has been pending since 2002, and the Lower Federal Court has not issued a decision. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the Company should ultimately prevail in this action. The Company is challenging this action vigorously.
In December 2005, the Brazilian internal revenue authority issued to the Company’s Brazilian subsidiary a tax assessment with interest, penalties and any court-mandated fees of approximately $53, at the current exchange rate, based on a claim that certain purchases of U.S. Treasury bills by the subsidiary and their subsequent disposition during the period 2000 to 2001 were subject to a tax on foreign exchange transactions. The Company had been disputing the assessment within the internal revenue authority’s administrative appeals process. However, in November 2015, the Superior Chamber of Administrative Tax Appeals denied the Company’s final administrative appeal, and the Company has filed a lawsuit in the Brazilian federal court. In the event the Company is unsuccessful in this lawsuit, further appeals are available within the Brazilian federal courts. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the tax assessment is without merit and that the Company should ultimately prevail. The Company is challenging this assessment vigorously. In addition, in April 2024, based upon changes in Brazilian tax law, the Company filed a petition in this matter requesting that the penalty portion of the claim be removed. The Brazilian tax authority has not yet responded to that petition.
Competition Matter
Certain of the Company’s subsidiaries were historically subject to actions and, in some cases, fines, by governmental authorities in a number of countries related to alleged competition law violations. Substantially all of these matters also involved other consumer goods companies and/or retail customers. The Company’s policy is to comply with antitrust and competition laws and, if a violation of any such laws is found, to take appropriate remedial action and to cooperate fully with any related governmental inquiry. The status as of September 30, 2024 of such competition law matters pending against the Company during the nine months ended September 30, 2024 is set forth below.
▪In July 2014, the Greek competition law authority issued a statement of objections alleging a restriction of parallel imports into Greece. The Company responded to this statement of objections. In July 2017, the Company received the decision from the Greek competition law authority in which the Company was fined $11. The Company appealed the decision to the Greek courts. In April 2019, the Greek courts affirmed the judgment against the Company’s Greek subsidiary, but reduced the fine to $10.5 and dismissed the case against Colgate-Palmolive Company. The Company’s Greek subsidiary and the Greek competition authority appealed the decision to the Greek Supreme Court.
Talcum Powder Matters
The Company has been named as a defendant in civil actions alleging that certain of its talcum powder products were contaminated with asbestos and/or caused mesothelioma and other cancers. Many of these actions involve a number of co-defendants from a variety of different industries, including suppliers of asbestos and manufacturers of products that, unlike the Company’s products, were designed to contain asbestos.
As of September 30, 2024, there were 313 individual cases pending against the Company in state and federal courts throughout the United States, as compared to 293 cases as of June 30, 2024 and 279 cases as of December 31, 2023. During the three months ended September 30, 2024, 39 new cases were filed, 18 cases were resolved by voluntary dismissal or settlement and one case was removed from the case count when it was established that the claim does not relate to talcum powder. During the nine months ended September 30, 2024, 105 new cases were filed and 70 cases were resolved by voluntary dismissal, settlement or dismissal by the court, and one case was removed from the case count as described in the previous sentence. The value of the settlements in the periods presented was not material, either individually or in the aggregate, to such periods’ results of operations. During the three months ended March 31, 2024, one case resulted in a jury verdict in favor of the Company after a trial. Subsequently, the trial court granted plaintiffs’ motion for a new trial in that case. However, during the three months ended September 30, 2024, an appellate court granted the Company’s request to reinstate the jury’s verdict in favor of the Company. Plaintiffs are challenging the ruling of the appellate court.
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
A significant portion of the Company’s costs incurred in defending and resolving these claims has been, and the Company believes that a portion of the costs will continue to be, covered by insurance policies issued by several primary, excess and umbrella insurance carriers, subject to deductibles, exclusions, retentions, policy limits and insurance carrier insolvencies.
While the Company and its legal counsel believe that these cases are without merit and intend to challenge them vigorously, there can be no assurances regarding the ultimate resolution of these matters.
ERISA Matter
In June 2016, a lawsuit was filed in the United States District Court for the Southern District of New York (the “District Court”) against the Retirement Plan, the Company and certain individuals (the “Company Defendants”) claiming that residual annuity payments associated with a 2005 residual annuity amendment to the Retirement Plan were improperly calculated for certain Retirement Plan participants in violation of ERISA. The relief sought included recalculation of benefits, pre- and post-judgment interest and attorneys’ fees. This action was certified as a class action in July 2017. In July 2020, the District Court dismissed certain claims, and in August 2020 granted the plaintiffs’ motion for summary judgment on the remaining claims. In September 2020, the Company appealed to the Second Circuit. In March 2023, the Second Circuit affirmed the grant of summary judgment to the plaintiffs.
In light of the Second Circuit decision, the Company recorded a charge to earnings of $267 in the quarter ended March 31, 2023, which is comprised of the recalculation of benefits and interest. Possible additional charges associated with this matter are expected to be immaterial and, where estimable, are reflected in the range of reasonably possible losses disclosed above. The decision resulted in an increase in the obligations of the Retirement Plan, which based on the current funded status of the Retirement Plan and depending on the asset performance, impact of interest rates for the remainder of the year and further developments in the litigation, may require a cash contribution by the Company in 2025. In June 2023, the Company filed a petition for certiorari to the United States Supreme Court requesting permission for an appeal to that court and that petition was denied in October 2023. Also, in June 2023, the plaintiffs filed a motion to enter a revised final judgment in the District Court to address certain unresolved calculation issues, which the Company opposed. In March 2024, the District Court granted the plaintiffs’ motion and found for the plaintiffs on those calculation issues. The Company is appealing that decision to the Second Circuit.
10. Segment Information
The Company operates in two product segments: Oral, Personal and Home Care; and Pet Nutrition.
The operations of the Oral, Personal and Home Care product segment are managed geographically in five reportable operating segments: North America, Latin America, Europe, Asia Pacific and Africa/Eurasia.
In connection with management changes, the Company realigned the reporting structure of its skin health business effective July 1, 2024. Accordingly, commencing with the quarter ended September 30, 2024, the results of the skin health business previously reported within the Europe reportable operating segment are reported with the other skin health businesses in the North America reportable operating segment, with no impact on the Company's consolidated results of operations or financial position. The Company has recast its historical geographic segment information to conform to the new reporting structure.
As a result of this reporting structure realignment, the Company reallocated the goodwill of its skin health business (approximately $223) from the Europe segment to the North America segment. In conjunction with this reporting structure realignment, the Company completed an assessment indicating no goodwill impairment existed as a result of this new segment reporting structure.
The Company evaluates segment performance based on several factors, including Operating profit. The Company uses Operating profit as a measure of operating segment performance because it excludes the impact of Corporate-driven decisions related to interest expense and income taxes.
The accounting policies of the operating segments are generally the same as those described in Note 2, Summary of Significant Accounting Policies to the Company’s Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Intercompany sales have been eliminated. Corporate
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
operations include costs related to stock options and restricted stock units, research and development costs, Corporate overhead costs, restructuring and related implementation charges and gains and losses on sales of non-core product lines and assets. The Company reports these items within Corporate operations as they relate to Corporate-based responsibilities and decisions and are not included in the internal measures of segment operating performance used by the Company to measure the underlying performance of the operating segments.
Net sales by segment were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Nine Months Ended |
| September 30, | | September 30, |
| 2024 | | 2023 | | 2024 | | 2023 |
Net sales | | | | | | | |
Oral, Personal and Home Care | | | | | | | |
North America | $ | 1,004 | | | $ | 1,025 | | | $ | 3,076 | | | $ | 3,044 | |
Latin America | 1,156 | | | 1,194 | | | 3,676 | | | 3,447 | |
Europe | 744 | | | 690 | | | 2,102 | | | 1,935 | |
Asia Pacific | 725 | | | 682 | | | 2,133 | | | 2,084 | |
Africa/Eurasia | 278 | | | 266 | | | 827 | | | 822 | |
Total Oral, Personal and Home Care | 3,907 | | | 3,857 | | | 11,814 | | | 11,332 | |
Pet Nutrition | 1,126 | | | 1,058 | | | 3,342 | | | 3,175 | |
Total Net sales | $ | 5,033 | | | $ | 4,915 | | | $ | 15,156 | | | $ | 14,507 | |
Approximately two-thirds of the Company’s Net sales are generated from markets outside the U.S., with approximately 45% of the Company’s Net sales coming from emerging markets (which consist of Latin America, Asia (excluding Japan), Africa/Eurasia and Central Europe).
The Company’s Net sales of Oral, Personal and Home Care and Pet Nutrition products accounted for the following percentages of the Company’s Net sales:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Nine Months Ended |
| September 30, | | September 30, |
| 2024 | | 2023 | | 2024 | | 2023 |
Net sales | | | | | | | |
Oral Care | 44 | % | | 43 | % | | 43 | % | | 42 | % |
Personal Care | 18 | % | | 19 | % | | 18 | % | | 19 | % |
Home Care | 16 | % | | 17 | % | | 17 | % | | 17 | % |
Pet Nutrition | 22 | % | | 21 | % | | 22 | % | | 22 | % |
Total Net sales | 100 | % | | 100 | % | | 100 | % | | 100 | % |
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
Operating profit by segment was as follows: | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Nine Months Ended |
| September 30, | | September 30, |
| 2024 | | 2023 | | 2024 | | 2023 |
Operating profit | | | | | | | |
Oral, Personal and Home Care | | | | | | | |
North America | $ | 206 | | | $ | 227 | | | $ | 633 | | | $ | 640 | |
Latin America | 365 | | | 372 | | | 1,187 | | | 1,050 | |
Europe | 181 | | | 165 | | | 502 | | | 422 | |
Asia Pacific | 199 | | | 193 | | | 602 | | | 564 | |
Africa/Eurasia | 65 | | | 66 | | | 195 | | | 196 | |
Total Oral, Personal and Home Care | 1,016 | | | 1,024 | | | 3,119 | | | 2,873 | |
Pet Nutrition | 258 | | | 201 | | | 691 | | | 575 | |
Corporate | (208) | | | (196) | | | (605) | | | (536) | |
Total Operating profit | $ | 1,065 | | | $ | 1,029 | | | $ | 3,205 | | | $ | 2,912 | |
Note: Table may not sum due to rounding.
Corporate Operating profit (loss) for the three months ended September 30, 2024 and September 30, 2023 included charges resulting from the 2022 Global Productivity Initiative of $15 and $2, respectively.
Corporate Operating profit (loss) for the nine months ended September 30, 2024 included charges resulting from the 2022 Global Productivity Initiative of $77.
Corporate Operating profit (loss) for the nine months ended September 30, 2023 included product recall costs of $25 and charges resulting from the 2022 Global Productivity Initiative of $25.
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
11. Fair Value Measurements and Financial Instruments
The Company uses available market information and other valuation methodologies in assessing the fair value of financial instruments. Judgment is required in interpreting market data to develop the estimates of fair value and, accordingly, changes in assumptions or the estimation methodologies may affect the fair value estimates. The Company is exposed to the risk of credit loss in the event of nonperformance by counterparties to financial instrument contracts; however, nonperformance is considered unlikely and any nonperformance is unlikely to be material, as it is the Company’s policy to contract only with diverse, credit-worthy counterparties based upon both strong credit ratings and other credit considerations.
The Company is exposed to market risk from foreign currency exchange rates, interest rates and commodity price fluctuations. Volatility relating to these exposures is managed on a global basis by utilizing a number of techniques, including working capital management, sourcing strategies, selling price increases, selective borrowings in local currencies and entering into selective derivative instrument transactions, issued with standard features, in accordance with the Company’s treasury and risk management policies, which prohibit the use of derivatives for speculative purposes and leveraged derivatives for any purpose. It is the Company’s policy to enter into derivative instrument contracts with terms that match the underlying exposure being hedged.
The Company’s derivative instruments include forward-starting interest rate swaps, foreign currency contracts and commodity contracts. The Company utilizes forward-starting interest rate swaps to mitigate the risk of variability in interest rate for future debt issuances and these swaps are valued using observable benchmark rates (Level 2 valuation). The Company utilizes foreign currency contracts, including forward and swap contracts, option contracts, local currency deposits and local currency borrowings to hedge portions of its foreign currency purchases, assets and liabilities arising in the normal course of business and the net investment in certain foreign subsidiaries. These contracts are valued using observable market rates (Level 2 valuation). Commodity futures contracts are utilized to hedge the purchases of raw materials used in production. These contracts are measured using quoted commodity exchange prices (Level 1 valuation). The duration of foreign currency and commodity contracts generally does not exceed 12 months.
The following table summarizes the fair value of the Company’s derivative instruments and other financial instruments which are carried at fair value in the Company’s Condensed Consolidated Balance Sheets at September 30, 2024 and December 31, 2023:
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| Assets | | | Liabilities |
| Account | | | Fair Value | | | Account | | | Fair Value |
Designated derivative instruments | | | September 30, 2024 | | | December 31, 2023 | | | | | | September 30, 2024 | | | December 31, 2023 |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Foreign currency contracts | Other current assets | | | $ | 31 | | | | $ | 19 | | | | Other accruals | | | $ | 39 | | | | $ | 25 | |
| | | | | | | | | | | | | | | | |
Commodity contracts | Other current assets | | | — | | | | — | | | | Other accruals | | | 1 | | | | 1 | |
Total designated | | | $ | 31 | | | | $ | 19 | | | | | | | $ | 40 | | | | $ | 26 | |
| | | | | | | | | | | | | | | | |
Other financial instruments | | | | | | | | | | | | | | | |
Marketable securities | Other current assets | | | $ | 260 | | | | $ | 179 | | | | | | | | | | |
Total other financial instruments | | | $ | 260 | | | | $ | 179 | | | | | | | | | | |
COLGATE-PALMOLIVE COMPANY
Notes to Condensed Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
(Unaudited)
The carrying amount of cash, cash equivalents, marketable securities, accounts receivable and short-term debt approximated fair value as of September 30, 2024 and December 31, 2023. The estimated fair value of the Company’s long-term debt, including the current portion, as of September 30, 2024 and December 31, 2023, was $7,565 and $7,862, respectively, and the related carrying value was $7,929 and $8,239, respectively. The estimated fair value of long-term debt was derived principally from quoted prices on the Company’s outstanding fixed-term notes (Level 2 valuation).
The following tables present the notional values as of:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| September 30, 2024 |
| Foreign Currency Contracts | | Foreign Currency Debt | | | | | | Commodity Contracts | | Total |
Fair Value Hedges | $ | 1,732 | | | $ | — | | | | | | | $ | — | | | $ | 1,732 | |
Cash Flow Hedges | 1,022 | | | — | | | | | | | 26 | | | 1,048 | |
Net Investment Hedges | 474 | | | 4,269 | | | | | | | — | | | 4,743 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2023 |
| Foreign Currency Contracts | | Foreign Currency Debt | | | | | | Commodity Contracts | | Total |
Fair Value Hedges | $ | 1,625 | | | $ | — | | | | | | | |