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A4070-603 Assessment: System z Sales V6

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A4070-603 exam Dumps Source : Assessment: System z Sales V6

Test Code : A4070-603
Test title : Assessment: System z Sales V6
Vendor title : IBM
: 86 true Questions

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IBM Assessment: System z Sales

Settling In With IBM i For The long Haul | killexams.com true Questions and Pass4sure dumps

February eleven, 2019 Timothy Prickett Morgan

If nothing else, the IBM i platform has exhibited staggering durability. One could even lisp legendary durability, if you requisite to acquire its history All the way again to the system/three minicomputer from 1969. this is the precise starting aspect within the AS/four hundred family unit tree and here is when big Blue, for extremely sound legal and technical and advertising reasons, determined to fork its products to tackle the wonderful wants of gigantic organizations (with the device/360 mainframe and its observe-ons) and small and medium groups (beginning with the gadget/3 and pitiable on throughout the system/34, device/32, equipment/38, and gadget/36 in the Seventies and early 1980s and passing through the AS/four hundred, AS/400e, iSeries, equipment i, and then IBM i on power programs platforms.

It has been an extended dash indeed, and a lot of shoppers who gain invested within the platform started way lower back then and there with the early models of RPG and moved their applications ahead and adjusted them as their corporations evolved and the depth and breadth of company computing changed, pitiable on up through RPG II, RPG III, RPG IV, ILE RPG, and now RPG free kind. Being on this platform for even three a long time makes you a relative newcomer.

there is a longer dash forward, due to the fact they believe that the agencies that are nonetheless working IBM i systems are the proper diehards, the ones who haven't any end of leaving the platform and that, at least in line with the survey data they now gain been privy too, are aspiring to proceed investing in, or even extend their investments in, the IBM i platform.

to date, they aren't in a recession and heaven willing there are usually not one, so the priorities that IBM i shops gain don't look to breathe the ones that they had a decade in the past during the height of the notable Recession. lower back then, as became the case in pretty much All IT agencies, IBM i shops had been hunkering down and had been attempting to Cut expenses in All approaches feasible, together with deferring gadget improvements and migrations in addition to slicing returned on other initiatives. simplest 29 % of the 750 IBM i stores that participated in the 2019 IBM i market Survey, which HelpSystems did lower back in October 2018, gain been concerned about cutting back IT spending. this is a remarkably low degree, and that i believe is indicative of how highly mighty the economic climate is – excepting some of the suits and begins they saw on the conclusion of 2018 and privilege here in early 2019 that do us fearful and could delivery placing pressure on issues. listed here are the top issues as culled from the survey:

dealing with the growth in records and in determining the analytics to chunk on that information ranked a bit bit larger on the 2019 IBM i market Survey than did reducing expenses, and i believe over the lengthy haul these concerns will develop into extra vital than modernizing applications and dealing with the IBM i capabilities shortages which are a perennial agonize. both of these concerns are being solved as unusual programmers and unusual equipment to do unusual interfaces to database purposes are getting more general and as applied sciences corresponding to free kind RPG, which appears more devotion Java, Python, and personal home page, are being extra commonly deployed and, importantly, can also breathe picked up extra privilege away by way of programmers experienced with these different languages.

Given the character of the consumer base, it looks unlikely to me that security and extreme availability will now not proceed to breathe basic concerns, despite the fact that the IBM i platform is among the many most cozy structures in the world (and never just because it is vague, but since it is exceptionally complicated to hack) and it has various tall availability and calamity healing equipment (from IBM, Syncsort, Maxava, and HelpSystems) attainable for people that requisite to double up their programs and give protection to their applications and information. The bar is regularly bigger than standard backup and recovery for a lot of IBM i stores within the banking, coverage, manufacturing, and distribution industries that dominate the platform. These businesses can’t gain safety breaches, and that they can’t gain downtime.

there's a striking amount of stability in the IBM i client ground that they suppose, at this point, is reflective in the balance of the IBM i platform and big Blue’s own perception that it needs a match IBM i platform to gain an ordinary suit power programs enterprise. All of us comprehend that the energy programs hardware company has just turned in 5 quarters of profits increase – whatever they mentioned lately in establishing their personal earnings mannequin for the power methods enterprise – however what they didn't breathe sensible of, and what recall to know, is that in the second and third quarters of 2018, the IBM i portion of the industry grew vastly sooner than the typical power methods enterprise, and the only purpose that this didn't happen in the ultimate quarter of 2018 is that income of IBM i machinery in this autumn 2017 became rather strong and represented a really arduous evaluate. The factor is, the IBM i industry has been raising the energy methods class typical. (These guidelines concerning the IBM i enterprise approach compliments of Steve Sibley, vp and providing supervisor of Cognitive programs at IBM.)

IBM’s personal monetary balance of the vigor platform – which has been bolstered through a flow into Linux clusters for analytics and extreme performance computing simulation and modeling in addition to via the adoption of the HANA in-memory database by using SAP shoppers on big iron machines together with Power8 and now Power9 methods – helps IBM i purchasers believe greater confident in investing in the existing IBM i platform. The fresh proof from a pair of diverse surveys, now not just the one done by HelpSystems each year, means that corporations are via and big both continuing to do investments within the platform or even in some situations are planning to increase their spending on the IBM i platform in 2019.

As you can see, the pattern of funding plans for the IBM i platform, as shown in the chart above, has not modified very much in any respect during the past four years. it's a remarkably advantageous pattern with but a exiguous wiggling here and there that may no longer even breathe statistically large. simply beneath a quarter of IBM i retail outlets gain suggested in the past four years that they contrivance to raise their investment within the platform in each and every yr, and just below half lisp that they're retaining steady. This does not imply that the selfsame agencies, yr after year, are investing extra and different corporations are staying pat, year after year. it is way more likely that every handful of years – more devotion four or five – purchasers upgrade their techniques and expand their capacity, and that they then sit down tight. The quest information from yourself is that the smash up isn’t displaying some distance fewer organizations investing and far extra sitting tight. That greater than a tenth of the shops don’t breathe sensible of what their contrivance is as every prior year involves a minute is a exiguous bit stressful, however it is sincere and indicates that a significant portion of outlets yield other priorities other than hardware and operating system enhancements. they gain observed this before and they can lisp it once more: They feel that the americans who reply to surveys and skim weekly publications concentrated on the IBM i platform are essentially the most energetic retail outlets – the ones more more likely to reside exceedingly current on hardware and application. So the tempo of adoption for brand unusual applied sciences, and the rate of funding, may still breathe larger than in the specific base, much of which does not trade lots at all.

So if they had to alter this facts to acquire on the whole base, there might possibly breathe far fewer websites which are investing extra funds, far more businesses which are sitting tight, and perhaps fewer sites which are taking into consideration relocating off the IBM i platform. I feel the distribution of information is probably whatever devotion 10 p.c of retailers gain no thought what they are doing investment smart with IBM this yr, 5 p.c are thinking about pitiable some or All of their applications to one other platform, possibly 10 % are investing extra this year, and the final seventy five % are sitting tight. this is just a bet, of course. as far as they will tell, the cost of attrition – what number of websites they basically lose each and every year – just a tad over 1 %. So the expense of stream of functions off the platform, or incidences of unplugging IBM i databases and functions, may additionally now not breathe anywhere near as tall within the usual ground because the records above suggests. what is alarming, perhaps, is that the fee of relocating some or All applications off the platform is balanced in opposition t people that lisp they are going to enhance investments. perhaps these are hopeful survey takers, and those that believe it's convenient to circulate locate it isn't and those that believe they're going to ascertain the cash to do investments will now not.

What they accomplish know is that if the fee of utility attrition become anyplace proximate as extreme as these surveys imply, then the IBM i industry would no longer breathe turning out to be, but shrinking. And they realize it is not shrinking, so they admiration there is a disconnect between planning and reality, both on the upside and the downside.

in case you drill down into the information for the 2019 IBM i market Survey, there gain been 13 % of shops that referred to they might breathe relocating some functions to a unusual platform, and yet another 9 p.c that illustrious they were going to movement All of their purposes off IBM i. (This quantity is consistent with the fresh ALL400s survey executed by means of John Rockwell.)

Anyway, first rate luck with that.

Porting applications from one platform to a further, of purchasing a brand unusual suite on that unusual platform, is an awfully difficult assignment. It is not devotion attempting to change a tire while driving down the highway, as is a standard metaphor, however fairly devotion making an attempt to acquire the tire off one motor vehicle relocating down the motorway and installation it on another automobile driving beside it in the adjoining lane with out crashing either automobile or smashing into any one else on the road. Optimism abounds, but when thrust comes to shove, only a few companies are trying this kind of maneuver, and after they do, it is constantly as a result of there is a company mandate, greater times than no longer caused by means of a merger or acquisition, that pits every other platform towards IBM i operating on vigor programs. corporations that lisp they're making such a circulation off IBM i are sanguine for their own personal causes, most likely, however they are not necessarily practical about how long it may take, what disruption it'll can charge, and what most appropriate advantage, if any, will breathe realized.

in case you accomplish the mathematics on the chart above, eight-tenths of the bottom has no thought how lengthy a flow will take, another 1.7 percent thinks it will acquire more than 5 years, and 3 % lisp it is going to acquire between two years and 5 years. simplest 3.4 percent of the replete ground lisp they could accomplish it in under two years. They believe All of these numbers are optimistic, and the corporations who may readily Go away OS/four hundred and IBM i already did a long time in the past and people that are continue to breathe gain a harder time, not a less complicated time, relocating. If this gain been no longer actual, the IBM i ground can breathe a hell of a whole lot smaller than the 120,000 customers they contemplate are available, in line with what big Blue has advised us in the past. this is the variation between concern or power or subculture and the reality of making an attempt to stream a industry off one platform and onto one other. These moves are at All times an terrible lot tougher than they look on the entrance conclusion, and they suspect most of the merits also don’t materialize for people that accomplish soar structures.

on the average attrition rate advised by means of this survey facts – 9 percent circulation off the platform in somewhere between three hundred and sixty five days and more than five years, with most groups not being capable of behold more than five years into the future it is a well-kept trick – the installed ground would decrease dramatically. it's tough to aver how some distance as a result of the wide ambit of timeframes in the survey. If it was 9 p.c of the bottom within two years – call it 4.5 percent of the bottom per yr – then inside a decade the basic ground would shrink from a hundred and twenty,000 IBM i websites worldwide All the way down to about 72,000. this might theatrical certainly. but at a 1 percent attrition cost per 12 months, the bottom remains at 107,500 Interesting valued clientele (no longer websites and not installed machines, both of which might breathe bigger) via 2029. They suppose there's every random that the attrition cost will in fact tedious and drop underneath 1 p.c as IBM demonstrates dedication to the vigor methods platform and its IBM i operating gadget. There are All the time some unusual consumers being brought in unusual markets, to breathe certain, but the bleed cost (even though it is small) is still probably an order of magnitude greater than the feed price.

after they accomplish contemplate about making the movement, IBM i stores recognize exactly the district they want to go, and this admit has been progressively changing through the years: Linux as an alternative to IBM i is on the upward thrust and windows Server as an option is on the wane. in the latest survey, 52 p.c of the organizations that illustrious they gain been pitiable All or some of their functions to a different platform stated they were picking windows Server, while 34 percent selected Linux. This displays the relative popularity of windows Server and Linux in the datacenters of the district at tremendous, and may breathe tipped simply a bit extra heavily in opposition t Linux compared to the repose of the realm. curiously, 10 percent of those polled who observed they gain been pitiable gain been taking a glimpse at AIX systems, and one more 4 p.c had been going upscale to device z mainframes – as not going as this may also appear. structures are inclined to roll downhill; they don't always front gravity devotion that.

The issue about such surveys is that they exhibit intent, not action. They frequently intend to accomplish much more than they actually can accomplish, and relocating systems after spending a long time of pile up expertise isn't usually a extremely smart circulation unless the platform is in precise problem – just devotion the Itanium techniques from Hewlett Packard industry working OpenVMS or HP-UX or the HP 3000s working MPE or the Sparc programs from Oracle running Solaris. These had been once top notch structures with huge installed bases and big income streams, but now, IBM is the final of these Unix and proprietary structures with its power programs line. And it is with the aid of far the largest and for bound the only one showing any boom.

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contemporary analysis: master data management (MDM) Market forecast to 2025 | killexams.com true Questions and Pass4sure dumps

Key players|SAP, Oracle, IBM, Informatica, Stibo techniques, TIBCO software, Riversand technologies, Orchestra Networks, EnterWorks, Magnitude, Talend, SAS Institute

The global grasp statistics management (MDM) Market from the standpoint of All its current traits which are prompting it's fundamental to grasp with a view to obtain essentially the most helpful solution for company thoughts. These developments are of differing kinds together with geographical, socioeconomic, financial, consumer, political, cultural.

Their ordinary impact on customer or buyer preferences can gain a massive contribution in how this market will enhance itself in the following years to come. master facts administration (MDM) model increase because the quantity and diversity of organizational units, the function of employees, and the expansion of computing applications.

MDM can breathe more helpful to big or advanced corporations than small, medium, or primary agencies. grasp statistics administration can facilitate the operation of a variety of gadget architectures, systems and functions.

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important Key avid gamers in this file are: SAP, Oracle, IBM, Informatica, Stibo methods, TIBCO utility, Riversand applied sciences, Orchestra Networks, EnterWorks, Magnitude, Talend, SAS Institute, Microsoft, KPMG, Teradata company, software AG, Agility Multichannel, VisionWare, SupplyOn AG, Sunway World, Yonyou

The definitive plane for the distribution of this tips is to develop an in depth descriptive evaluation of how these developments can also doubtlessly create impact over the future of the world master records administration (MDM) Market over the forecast length.

The master records administration (MDM) Market file has been recently delivered to the Qurate’s database on the web site, is a complete and descriptive analysis of the worldwide market. It explains the market dynamics, scope of growth, and other elements of the market that gain been impacting the advertising All through its growth in terms of gaining cost and measurement.

This research is a quantitative in addition to a qualitative examine aimed toward offering clear view of All viable scenarios and structure in the global master information administration (MDM) Market.

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“international grasp records management (MDM) Market” is analysis file of finished nature which entails assistance in relation with primary regional markets, current eventualities. This includes key regional areas similar to North the usa, Europe, Asia-Pacific,.

and the most desirable countries similar to united states, Germany, united kingdom, Japan, South Korea and China.

The global master facts administration (MDM) Market is additionally purchasable to the readers as a wholistic overview of the competitive panorama. It offers a comparative evaluation of the key gamers in addition to regional segments, enabling readers to help more advantageous figuring out of areas during which they can district their standing supplies and gauging the significance of a specific district to breathe able to carry their standing in the international Market.

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world “world master statistics administration (MDM) Market” research file 2019-2025

Chapter 1: industry Overview

Chapter 2: master statistics administration (MDM) strange and China Market evaluation

Chapter 3: atmosphere evaluation of master information administration (MDM)

Chapter 4: evaluation of earnings through Classifications

Chapter 5: analysis of salary via areas and applications

Chapter 6: evaluation of master information management (MDM) revenue Market fame.

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IBM taps Samsung for Chip Manufacturing | killexams.com true Questions and Pass4sure dumps

IBM (NYSE: IBM) became one of the vital few organizations still developing the manufacturing strategies to construct reducing-area chips. Then, again in 2015, IBM achieved the sale of its chip manufacturing belongings to face-on my own chip brand GLOBALFOUNDRIES. 

lamentably for IBM's chip efforts -- the industry still develops power processors for servers and Z-sequence chips for its mainframes -- GLOBALFOUNDRIES ceased pile of chopping-facet chip manufacturing expertise. This left IBM in requisite of a unusual associate to fabricate its chip designs.

inner an IBM desktop room.

more

picture supply: IBM.

a exiguous while again, Nikkei Asian assessment said that this unusual accomplice would be Taiwan Semiconductor Manufacturing company (NYSE: TSM). while GLOBALFOUNDRIES did not carry its own seven-nanometer manufacturing technology, marketed as 7LP, into mass construction, TSMC's personal seven-nanometer know-how is now in mass production. (if you're reading this on one of the crucial latest iPhones or iPads, you're the usage of a tool powered by a TSMC seven-nanometer chip.)

relatively sufficient, that report was wrong, and it looks IBM is partnering with TSMC's best actual competitor in leading-edge semiconductor common sense expertise: Samsung (NASDAQOTH: SSNLF). 

what's the deal?

On Dec. 20, IBM mentioned that it "announced an agreement with Samsung to fabricate 7-nanometer (nm) microprocessors for IBM power systems, IBM Z and LinuxONE, high-efficiency computing (HPC) programs, and cloud choices."

moreover, the clicking unlock claimed that "[today's] announcement also expands and extends the 15-year strategic mode know-how R&D partnership between both agencies, which, as a allotment of IBM's research Alliance, contains many trade firsts such as the first NanoSheet machine innovation for sub 5nm, the construction of the trade's first 7nm glimpse at various chip and the primary excessive-ok metallic Gate foundry manufacturing."

What does this imply for IBM and Samsung?

From IBM's viewpoint, the enterprise now has a potential chip manufacturing associate to usher the chips that vigour its techniques. remaining quarter, IBM's programs enterprise -- which the enterprise says "includes programs hardware and working systems utility -- generated $1.7 billion in income, starting to breathe 1% 12 months-over-year. That represented simply 9% of the company's earnings within the quarter. 

on the other hand, that angle is gigantic ample that IBM is going to wish to proceed to aid it, and having a official manufacturing companion to build the microprocessors on the heart of these methods is vital to retaining that enterprise alive.

as far as Samsung is concerned, here's incremental industry for its compress chip manufacturing arm. youngsters, here's by way of no capability a online game changer for Samsung. IBM's total methods enterprise turned into $1.7 billion closing quarter and just over $5.4 billion All over the first three quarters of 2018. If they anticipate that dash cost for the whole thing of 2018, it translates into about $7.2 billion in universal gadget income.

Samsung goes to breathe producing earnings handiest for the manufacture of the leading processors in these systems. not only accomplish these programs encompass many different add-ons (chassis, vigour supplies, DRAM, storage, motherboards, and so forth), however IBM is, naturally, marking up the raw substances prices of those methods to generate earnings. 

Story continues

This deal actually isn't going to add one billion greenbacks or greater to Samsung's coffers and is not finally going to breathe a online game changer for Samsung and even Samsung's semiconductor company (which is primarily dominated by revenue of DRAM and NAND memories), nevertheless it should still power incremental profits and Gross earnings. 

extra From The Motley fool

Ashraf Eassa has no district in any of the stocks mentioned. The Motley fool has no position in any of the stocks mentioned. The Motley fool has a disclosure policy.


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Assessment: System z Sales V6

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Mondel "z International Reports 2018 Results | killexams.com true questions and Pass4sure dumps

DEERFIELD, Ill., Jan 30, 2019 (GLOBE NEWSWIRE via COMTEX) -- Full-Year Highlights

  • Net revenues increased 0.2% despite unfavorable currency and divestiture impacts; Organic Net Revenue [1] grew 2.4%, with balanced volume/mix and pricing
  • Gross profit grew $318 million (+3%); Adjusted Gross Profit [1] grew $352 million (+4%) on a constant currency basis
  • Operating income declined $150 million (-4%); Adjusted Operating Income [1] grew $257 million (+6%) on a constant currency basis
  • Diluted EPS was $2.28, up 23% driven primarily by an after-tax gain on the Keurig Dr Pepper transaction; Adjusted EPS [1] was $2.43, up 15% on a constant-currency basis, driven by operating gains, share repurchases, equity income & tax favorability
  • Cash provided by operating activities was $3.9 billion; Free Cash flow [1] was $2.9 billion
  • Return of capital to shareholders was $3.4 billion
  • DEERFIELD, Ill., Jan. 30, 2019 (GLOBE NEWSWIRE) -- Mondel�"z International, Inc. MDLZ, +0.86% today reported its fourth quarter and full-year 2018 results.

    "Our fourth quarter and full-year 2018 results demonstrate the power of their brands, the strength of their global footprint and the potential of their strategic plan," said Dirk Van de Put, Chairman and CEO. "We delivered on their key pecuniary and strategic commitments for the year, including solid top-line and bottom-line growth and strong cash flow generation. In 2019, they will continue to progress against their unusual strategy, which includes unusual investments to drive organic revenue growth and operational excellence across the organization."

    Key Strategic Initiatives

  • Launched a unusual approach to marketing including more balanced investment across both global and iconic local brands to fully leverage the company's portfolio and category-leading positions
  • Developed a more locally-oriented commercial structure to drive greater consumer focus, help speed and reduce complexity
  • Introduced unusual incentive structure efficacious in 2019 to drive better alignment with key pecuniary metrics to reward entrepreneurial conduct and attribute of results
  • Initiated expansion of research, development and attribute capabilities to drive innovation, including a unusual technical focus in India and additional investment in a state-of-the-art facility in Poland
  • Deployed 'test, learn and scale' approach to innovation and launched SnackFutures, an innovation hub focused on the invention and reinvention of unusual brands, and venturing with entrepreneurs to seed unusual businesses in key strategic areas
  • Announced divestiture of non-core cheese industry in the Middle East & Africa, increasing the company's focus on snacking
  • Committed to making All packaging recyclable by 2025 to abet deliver the company's long-term vision for zero-net waste packaging and expanded the Cocoa Life sustainability program in Brazil
  • Net Revenue

    $ in millions ReportedNet Revenues OrganicNet Revenue Growth Quarter 4 Q4 2018 % Chgvs PY Q4 2018 Vol/Mix Pricing Latin America $763 (15.2 )% 3.9 % (3.3 )pp 7.2 pp Asia, Middle East & Africa 1,429 (1.4 ) 4.0 2.9 1.1 Europe 2,752 (2.3 ) 2.3 3.4 (1.1 ) North America 1,829 1.6 0.8 (2.1 ) 2.9 Mondel�"z International $6,773 (2.8 )% 2.5 % 1.0 pp 1.5 pp Emerging Markets $2,441 (4.5 )% 6.5 % Developed Markets $4,332 (1.7 )% 0.2 % Full Year 2018 FY 2018 FY 2018 Latin America $3,202 (10.2 )% 3.6 % (2.6 )pp 6.2 pp Asia, Middle East & Africa 5,729 (0.2 ) 3.5 1.9 1.6 Europe 10,122 3.3 2.5 3.1 (0.6 ) North America 6,885 1.3 0.6 (0.5 ) 1.1 Mondel�"z International $25,938 0.2 % 2.4 % 1.1 pp 1.3 pp Emerging Markets $9,659 (0.5 )% 5.7 % Developed Markets $16,279 0.6 % 0.3 %

    Operating Income and Diluted EPS

    $ in millions Reported Adjusted Quarter 4 Q4 2018 vs PY(Rpt Fx) Q4 2018 vs PY(Rpt Fx) vs PY(Cst Fx) Gross Profit $2,549 (3.9)% $2,710 (0.3)% 5.4% Gross Profit Margin 37.6% (0.5)pp 40.0% 0.9pp Operating Income $870 4.8% $1,096 0.5% 7.2% Operating Income Margin 12.8% 0.9pp 16.2% 0.5pp Net Earnings [2] $823 18.4% $928 9.7% 17.7% Diluted EPS $0.56 21.7% $0.63 12.5% 21.4% Full Year 2018 FY 2018 FY 2018 Gross Profit $10,352 3.2% $10,401 2.2% 3.5% Gross Profit Margin 39.9% 1.2pp 40.1% 0.4pp Operating Income $3,312 (4.3)% $4,321 4.9% 6.2% Operating Income Margin 12.8% (0.6)pp 16.7% 0.6pp Net Earnings $3,381 19.6% $3,614 10.7% 11.8% Diluted EPS $2.28 23.2% $2.43 13.6% 15.0%

    Fourth Quarter Commentary

  • Net revenues declined 2.8 percent, driven by the impact of currency. Organic Net Revenue increased 2.5 percent driven by continued strength in emerging markets with a advantageous balance of volume/mix and pricing.
  • Gross profit declined $104 million and margin decreased 50 basis points to 37.6 percent, driven primarily by higher restructuring costs. Adjusted Gross Profit increased $147 million at constant currency and margin increased 90 basis points to 40.0 percent, driven by higher pricing and productivity savings partially offset by higher raw material costs.
  • Operating income grew $40 million and margin increased 90 basis points to 12.8 percent, primarily due to the lapping of prior-year malware-related expenses and the profit of an indirect tax matter. Adjusted Operating Income increased $79 million at constant currency and margin increased 50 basis points to 16.2 percent due to pricing and productivity savings partially offset by higher raw material costs and increased selling, general and administrative expenses.
  • Diluted EPS was $0.56, up 22 percent driven primarily by Adjusted EPS growth.
  • Adjusted EPS was $0.63, up 21 percent on a constant-currency basis, driven primarily by increased equity income and operating gains.
  • Capital Return: The company repurchased approximately $400 million of its common stock and paid approximately $400 million in cash dividends.
  • Full Year Commentary

  • Net revenues increased 0.2 percent, despite the impact of currency and divestitures. Organic Net Revenue increased 2.4 percent.
  • Gross profit was up $318 million and margin increased 120 basis points to 39.9 percent. This change was driven primarily by benign mark-to-market gains from currency and commodity hedging activities and lapping prior-year incremental malware costs. Adjusted Gross Profit dollars increased $352 million at constant currency and margin increased 40 basis points to 40.1 percent. This increase was driven primarily by higher pricing and productivity savings, partially offset by higher raw material costs.
  • Operating income decreased $150 million and margin decreased 60 basis points to 12.8 percent, driven primarily by the impact from pension participation changes in North America and lapping the prior-year gain on a divestiture and prior-year profit of an indirect tax matter. These unfavorable items were partially offset by benign change in mark-to-market gains from currency and commodity hedging activities, lower restructuring program costs and the lapping of prior-year malware-related expenses. Adjusted Operating Income increased $257 million at constant currency and margin increased 60 basis points to 16.7 percent due primarily to Adjusted Gross Margin expansion.
  • Diluted EPS was $2.28, up 23 percent driven primarily by an after-tax gain on the Keurig Dr Pepper transaction, benign mark-to-market gains from currency and commodity hedging activities and lower restructuring program costs partially offset by the impact from pension participation changes.
  • Adjusted EPS was $2.43 and grew 15 percent on a constant-currency basis, driven primarily by operating gains, share repurchases, increased equity income and tax favorability.
  • Cash provided by operating activities was $3.9 billion. Free Cash flow was $2.9 billion. Cash flow was primarily driven by working capital improvements and improved cash earnings.
  • Capital Return: The company returned $3.4 billion of capital to shareholders through $2 billion in share repurchases and $1.4 billion in dividends.
  • 2019 OutlookMondel�"z International provides guidance on a non-GAAP basis, as the company cannot forecast some elements that are included in reported GAAP results, including the impact of strange exchange. advert to the Outlook section in the discussion of non-GAAP pecuniary measures below for more details.

    The company continues to anticipate Organic Net Revenue growth to breathe between 2 and 3 percent. The company maintains its outlook for Adjusted EPS growth of 3 to 5 percent on a constant-currency basis. The company estimates currency translation would decrease net revenue growth by approximately 3 percent [3] with a negative $0.07 impact to Adjusted EPS [3] . In addition, the company continues to anticipate Free Cash flow of approximately $2.8 billion.

    Conference CallMondel�"z International will host a conference call for investors with accompanying slides to review its results at 5 p.m. ET today. A listen-only webcast will breathe provided at www.mondelezinternational.com. An archive of the webcast will breathe available on the company's web site. The company will breathe live tweeting the event at www.twitter.com/MDLZ.

    About Mondel�"z InternationalMondel�"z International, Inc. MDLZ, +0.86% empowers people to snack privilege in over 150 countries around the world. With 2018 net revenues of approximately $26 billion, MDLZ is leading the future of snacking with iconic global and local brands such as Oreo, belVita and LU biscuits; Cadbury Dairy Milk, Milka and Toblerone chocolate; Sour Patch Kids candy and Trident gum. Mondel�"z International is a haughty member of the Standard and Poor's 500, Nasdaq 100 and Dow Jones Sustainability Index. Visit www.mondelezinternational.com or result the company on Twitter at www.twitter.com/MDLZ.

    End Notes

  • Organic Net Revenue, Adjusted Gross Profit (and Adjusted Gross Profit margin), Adjusted Operating Income (and Adjusted Operating Income margin), Adjusted EPS, Free Cash flow and presentation of amounts in constant currency are non-GAAP pecuniary measures. tickle behold discussion of non-GAAP pecuniary measures at the proximate of this press release for more information.
  • Net earnings attributable to Mondel�"z International.
  • Currency estimate is based on published rates from XE.com on January 25, 2019.
  • Additional Definitions

    Emerging markets consist of the Latin America region in its entirety; the Asia, Middle East and Africa region excluding Australia, unusual Zealand and Japan; and the following countries from the Europe region: Russia, Ukraine, Turkey, Kazakhstan, Belarus, Georgia, Poland, Czech Republic, Slovak Republic, Hungary, Bulgaria, Romania, the Baltics and the East Adriatic countries.

    Developed markets comprise the entire North America region, the Europe region excluding the countries included in the emerging markets definition, and Australia, unusual Zealand and Japan from the Asia, Middle East and Africa region.

    Forward-Looking Statements

    This press release contains a number of forward-looking statements. Words, and variations of words, such as "will," "expect," "may," "would," "could," "deliver," "potential," "estimate," "guidance," "outlook" and similar expressions are intended to identify the company's forward-looking statements, including, but not limited to, statements about: the company's future performance, including its future revenue growth, earnings per share and cash flow; currency and the sequel of strange exchange translation on the company's results of operations; the impact of U.S. tax reform; the company's liability related to withdrawal from the Bakery and Confectionery Union and Industry International Pension Fund; the Brazilian indirect tax matter; the impacts of the malware incident; strategic transactions; the company's strategy and investments; and the company's outlook, including 2019 Organic Net Revenue growth, Adjusted EPS and Free Cash Flow. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the company's control, which could antecedent the company's actual results to disagree materially from those indicated in the company's forward-looking statements. Such factors include, but are not limited to, risks from operating globally including in emerging markets; changes in currency exchange rates, controls and restrictions; continued volatility of commodity and other input costs; weakness in economic conditions; weakness in consumer spending; pricing actions; tax matters including changes in tax rates and laws, disagreements with taxing authorities and imposition of unusual taxes; exercise of information technology and third party service providers; unanticipated disruptions to the company's business, such as the malware incident, cyberattacks or other security breaches; competition; the restructuring program and the company's other transformation initiatives not yielding the anticipated benefits; and changes in the assumptions on which the restructuring program is based. tickle also behold the company's risk factors, as they may breathe amended from time to time, set forth in its filings with the SEC, including the company's most recently filed Annual Report on shape 10-K. Mondelez International disclaims and does not undertake any responsibility to update or revise any forward-looking statement in this press release, except as required by applicable law or regulation.

    Schedule 1 Mondel�"z International, Inc. and Subsidiaries Condensed Consolidated Statements of Earnings (in millions of U.S. dollars and shares, except per share data) (Unaudited) For the Three Months Ended December 31, For the Twelve Months Ended December 31, 2018 2017 2018 2017 Net revenues $ 6,773 $ 6,966 $ 25,938 $ 25,896 Cost of sales 4,224 4,313 15,586 15,862 Gross profit 2,549 2,653 10,352 10,034 Gross profit margin 37.6 % 38.1 % 39.9 % 38.7 % Selling, general and administrative expenses 1,536 1,662 6,475 5,938 Asset impairment and exit costs 99 118 389 642 (Gain)/loss on divestitures - (2 ) - (186 ) Amortization of intangibles 44 45 176 178 Operating income 870 830 3,312 3,462 Operating income margin 12.8 % 11.9 % 12.8 % 13.4 % Benefit contrivance non-service income (3 ) (14 ) (50 ) (44 ) Interest and other expense, net 106 120 520 382 Earnings before income taxes 767 724 2,842 3,124 Provision for income taxes (111 ) (156 ) (773 ) (666 ) Effective tax rate 14.5 % 21.5 % 27.2 % 21.3 % Gain on equity mode investment transactions 21 40 778 40 Equity mode investment net earnings 149 95 548 344 Net earnings 826 703 3,395 2,842 Noncontrolling interest earnings (3 ) (8 ) (14 ) (14 ) Net earnings attributable to Mondel�"z International $ 823 $ 695 $ 3,381 $ 2,828 Per share data: Basic earnings per share attributable to Mondel�"z International $ 0.56 $ 0.46 $ 2.30 $ 1.87 Diluted earnings per share attributable to Mondel�"z International $ 0.56 $ 0.46 $ 2.28 $ 1.85 Average shares outstanding: Basic 1,457 1,497 1,472 1,513 Diluted 1,470 1,513 1,486 1,531 Schedule 2 Mondel�"z International, Inc. and Subsidiaries Condensed Consolidated balance Sheets (in millions of U.S. dollars) (Unaudited) December 31, December 31, 2018 2017 ASSETS Cash and cash equivalents $ 1,100 $ 761 Trade receivables 2,262 2,691 Other receivables 744 835 Inventories, net 2,592 2,557 Other current assets 906 676 Total current assets 7,604 7,520 Property, plant and equipment, net 8,482 8,677 Goodwill 20,725 21,085 Intangible assets, net 18,002 18,639 Prepaid pension assets 132 158 Deferred income taxes 255 319 Equity mode investments 7,123 6,193 Other assets 406 366 TOTAL ASSETS $ 62,729 $ 62,957 LIABILITIES Short-term borrowings $ 3,192 $ 3,517 Current portion of long-term debt 2,648 1,163 Accounts payable 5,794 5,705 Accrued marketing 1,756 1,728 Accrued employment costs 701 721 Other current liabilities 2,646 2,959 Total current liabilities 16,737 15,793 Long-term debt 12,532 12,972 Deferred income taxes 3,552 3,341 Accrued pension costs 1,221 1,669 Accrued postretirement health care costs 351 419 Other liabilities 2,623 2,689 TOTAL LIABILITIES 37,016 36,883 EQUITY Common Stock - - Additional paid-in capital 31,961 31,915 Retained earnings 24,491 22,631 Accumulated other comprehensive losses (10,630 ) (9,997 ) Treasury stock (20,185 ) (18,555 ) Total Mondel�"z International Shareholders' Equity 25,637 25,994 Noncontrolling interest 76 80 TOTAL EQUITY 25,713 26,074 TOTAL LIABILITIES AND EQUITY $ 62,729 $ 62,957 December 31, December 31, 2018 2017 Incr/(Decr) Short-term borrowings $ 3,192 $ 3,517 $ (325 ) Current portion of long-term debt 2,648 1,163 1,485 Long-term debt 12,532 12,972 (440 ) Total Debt 18,372 17,652 720 Cash and cash equivalents 1,100 761 339 Net Debt [(1)] $ 17,272 $ 16,891 $ 381 [(1) ] Net debt is defined as total debt, which includes short-term borrowings, current portion of long-term debt and long-term debt, less cash and cash equivalents. Schedule 3 Mondel�"z International, Inc. and Subsidiaries Condensed Consolidated Statements of Cash Flows (in millions of U.S. dollars) (Unaudited) For the Twelve Months Ended December 31, 2018 2017 CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES Net earnings $ 3,395 $ 2,842 Adjustments to reconcile net earnings to operating cash flows: Depreciation and amortization 811 816 Stock-based compensation expense 128 137 U.S. tax reform transition tax / (benefit) (38 ) 1,317 Deferred income tax provision / (benefit) 233 (1,228 ) Asset impairments and accelerated depreciation 141 334 Loss on early extinguishment of debt 140 11 (Gain)/loss on divestitures - (186 ) Gain on equity mode investment transactions (778 ) (40 ) Equity mode investment net earnings (548 ) (344 ) Distributions from equity mode investments 180 152 Other non-cash items, net 381 (225 ) Change in assets and liabilities, net of acquisitions and divestitures: Receivables, net 257 (24 ) Inventories, net (204 ) (18 ) Accounts payable 236 5 Other current assets (25 ) 14 Other current liabilities (136 ) (637 ) Change in pension and postretirement assets and liabilities, net (225 ) (333 ) Net cash provided by/(used in) operating activities 3,948 2,593 CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES Capital expenditures (1,095 ) (1,014 ) Acquisition, net of cash received (528 ) - Proceeds from divestiture, net of disbursements 1 604 Proceeds from sale of property, plant and equipment and other assets 398 109 Net cash provided by/(used in) investing activities (1,224 ) (301 ) CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES Issuances of commercial paper, maturities greater than 90 days 3,981 1,808 Repayments of commercial paper, maturities greater than 90 days (2,856 ) (1,911 ) Net issuances of other short-term borrowings (1,413 ) 1,027 Long-term debt proceeds 2,948 350 Long-term debt repaid (1,821 ) (1,470 ) Repurchase of Common Stock (2,020 ) (2,174 ) Dividends paid (1,359 ) (1,198 ) Other 211 207 Net cash provided by/(used in) financing activities (2,329 ) (3,361 ) Effect of exchange rate changes on cash and cash equivalents (56 ) 89 Cash and cash equivalents: Increase/(decrease) 339 (980 ) Balance at birth of period 761 1,741 Balance at proximate of period $ 1,100 $ 761

    Mondel�"z International, Inc. and SubsidiariesReconciliation of GAAP and Non-GAAP pecuniary Measures(Unaudited)

    The company reports its pecuniary results in accordance with accounting principles generally accepted in the United States ("GAAP"). However, management believes that also presenting inevitable non-GAAP pecuniary measures provides additional information to facilitate comparison of the company's historical operating results and trends in its underlying operating results, and provides additional transparency on how the company evaluates its business. Management uses these non-GAAP pecuniary measures in making financial, operating and planning decisions and in evaluating the company's performance. The company also believes that presenting these measures allows investors to view its performance using the selfsame measures that the company uses in evaluating its pecuniary and industry performance and trends.

    The company considers quantitative and qualitative factors in assessing whether to adjust for the impact of items that may breathe significant or that could affect an understanding of its ongoing pecuniary and industry performance and trends. The adjustments generally topple within the following categories: acquisition & divestiture activities, gains and losses on intangible asset sales and non-cash impairments, major program restructuring activities, constant currency and related adjustments, major program financing and hedging activities and other major items affecting comparability of operating results. behold below for a description of adjustments to the company's U.S. GAAP pecuniary measures included herein.

    Non-GAAP information should breathe considered as supplemental in nature and is not meant to breathe considered in isolation or as a substitute for the related pecuniary information prepared in accordance with U.S. GAAP. In addition, the company's non-GAAP pecuniary measures may not breathe the selfsame as or comparable to similar non-GAAP measures presented by other companies.

    Because GAAP pecuniary measures on a forward-looking basis are not accessible and reconciling information is not available without unreasonable effort, the company has not provided that information with admiration to the non-GAAP pecuniary measures in the company's outlook. advert to the Outlook section below for more details.

    DEFINITIONS OF THE COMPANY'S NON-GAAP pecuniary MEASURES

    The company's non-GAAP pecuniary measures and corresponding metrics reflect how the company evaluates its operating results currently and provide improved comparability of operating results. As unusual events or circumstances arise, these definitions could change. When these definitions change, the company provides the updated definitions and presents the related non-GAAP historical results on a comparable basis. When items no longer impact the company's current or future presentation of non-GAAP operating results, the company removes these items from its non-GAAP definitions. During 2018, the company added to the non-GAAP definitions the exclusion of the impact from pension participation changes and remeasurement gains or losses related to remeasuring net monetary assets or liabilities in Argentina.

  • "Organic Net Revenue" is defined as net revenues excluding the impacts of acquisitions; divestitures; and currency rate fluctuations. The company also evaluates Organic Net Revenue growth from emerging markets and its Power Brands.
  • "Adjusted Gross Profit" is defined as Gross profit excluding the Simplify to Grow Program; acquisition integration costs; the operating results of divestitures; mark-to-market impacts from commodity and forecasted currency transaction derivative contracts; and incremental expenses related to the 2017 malware incident. The company also presents "Adjusted Gross Profit margin," which is subject to the selfsame adjustments as Adjusted Gross Profit. The company also evaluates growth in the company's Adjusted Gross Profit on a constant currency basis.
  • "Adjusted Operating Income" and "Adjusted Segment Operating Income" are defined as operating income (or segment operating income) excluding the impacts of the items listed in the Adjusted Gross Profit definition as well as gains or losses (including non-cash impairment charges) on goodwill and intangible assets; divestiture or acquisition gains or losses and related divestiture, acquisition and integration costs; remeasurement of net monetary position; impacts from resolution of tax matters; CEO transition remuneration; and impact from pension participation changes. The company also presents "Adjusted Operating Income margin" and "Adjusted Segment Operating Income margin", which are subject to the selfsame adjustments as Adjusted Operating Income and Adjusted Segment Operating Income. The company also evaluates growth in the company's Adjusted Operating Income and Adjusted Segment Operating Income on a constant currency basis.
  • "Adjusted EPS" is defined as diluted EPS attributable to Mondel�"z International from continuing operations excluding the impacts of the items listed in the Adjusted Operating Income definition as well as losses on debt extinguishment and related expenses; gain on equity mode investment transactions; net earnings from divestitures; gains or losses on interest rate swaps no longer designated as accounting cash flow hedges due to changed financing and hedging plans; and U.S. tax reform discrete impacts. Similarly, within Adjusted EPS, the company's equity mode investment net earnings exclude its proportionate share of its investees' unusual or infrequent items. The tax impact of each of the items excluded from the company's GAAP results was computed based on the facts and tax assumptions associated with each detail and such impacts gain also been excluded from Adjusted EPS. The company also evaluates growth in the company's Adjusted EPS on a constant currency basis.
  • "Free Cash Flow" is defined as net cash provided by operating activities less capital expenditures. Free Cash flow is the company's primary measure used to monitor its cash flow performance.
  • See the attached schedules for supplemental pecuniary data and corresponding reconciliations of the non-GAAP pecuniary measures referred to above to the most comparable GAAP pecuniary measures for the three months and year ended December 31, 2018. behold Items Impacting Comparability of Operating Results below for more information about the items referenced in these definitions.

    SEGMENT OPERATING INCOMEThe company uses segment operating income to evaluate segment performance and allocate resources. The company believes it is appropriate to disclose this measure to abet investors analyze segment performance and trends. Segment operating income excludes unrealized gains and losses on hedging activities (which are a component of cost of sales), general corporate expenses (which are a component of selling, general and administrative expenses), amortization of intangibles, gains and losses on divestitures and acquisition-related costs (which are a component of selling, general and administrative expenses) in All periods presented. The company excludes these items from segment operating income in order to provide better transparency of its segment operating results. Furthermore, the company centrally manages profit contrivance non-service income and interest and other expense, net. Accordingly, the company does not present these items by segment because they are excluded from the segment profitability measure that management reviews.

    ITEMS IMPACTING COMPARABILITY OF OPERATING RESULTSThe following information is provided to give qualitative and quantitative information related to items impacting comparability of operating results. The company identifies these based on how management views the company's business; makes financial, operating and planning decisions; and evaluates the company's ongoing performance. In addition, the company discloses the impact of changes in currency exchange rates on the company's pecuniary results in order to reflect results on a constant currency basis.

    Divestitures, Divestiture-related costs and Gains/(losses) on divestituresDivestitures comprise completed sales of businesses and exits of major product lines upon completion of a sale or licensing agreement. Divestiture-related activity in 2018 and 2017 included:

  • On December 13, 2018, the company announced an agreement to sell its Kraft-branded cheese industry in Middle East and Africa (MEA) to Arla Foods of Denmark. The transaction is expected to proximate in 2019, subject to regulatory approvals. The company incurred divestiture-related costs of $3 million in three months ended December 31. 2018.
  • On December 28, 2017, the company completed the sale of a confectionery industry in Japan. The company recorded a pre-tax loss of $1 million.
  • In connection with the 2012 spin-off of Kraft Foods Group, Inc. ("Kraft Foods Group", now a allotment of Kraft Heinz Company ("KHC")), Kraft Foods Group and the company each granted the other various licenses to exercise inevitable trademarks in connection with particular product categories in specified jurisdictions. On August 17, 2017, the company entered into two agreements with KHC to terminate the licenses of inevitable KHC-owned brands used in the company's grocery industry within its Europe region and to transfer to KHC inventory and inevitable other assets. On August 17, 2017, the first transaction closed, and on October 23, 2017, the second transaction closed. The gain on both transactions combined was immaterial.
  • On July 4, 2017, the company completed the sale of most of its grocery industry in Australia and unusual Zealand to Bega Cheese Limited. The company recorded a pre-tax gain of $247 million Australian dollars ($187 million as of July 4, 2017) on the sale. In the fourth quarter of 2017, the company recorded a final $3 million inventory-related working capital adjustment, increasing the pre-tax gain in 2017 to $190 million. During the year ended December 31, 2017, the company also incurred divestiture-related costs of $2 million and a strange currency hedge loss of $3 million in connection with this transaction.
  • On April 28, 2017, the company completed the sale of several manufacturing facilities in France and the sale or license of several local confectionery brands. The company reversed accrued divestiture-related costs no longer required of $1 million during the three months ended and $4 million during the year ended December 31, 2018. The company incurred divestiture-related costs of $5 million in the three months and $27 million in the year ended December 31, 2017. The company recorded a $3 million loss on the sale during the year ended December 31, 2017. 
  • Acquisitions and Acquisition-related costsOn June 7, 2018, the company acquired a U.S. premium biscuit company, Tate's Bake Shop, within its North America segment and extended its premium biscuit offerings. On a constant currency basis, the purchase added incremental net revenues of $22 million in the three months and $52 million in the year ended December 31, 2018. In addition, the company incurred acquisition-related costs of $13 million in the year ended December 31, 2018.

    On November 2, 2016, the company purchased from Burton's Biscuit Company inevitable intangibles, which included the license to manufacture, market and sell Cadbury-branded biscuits in additional key markets around the world, including in the United Kingdom, France, Ireland, North America and Saudi Arabia. On a constant currency basis, the purchase added incremental net revenues of $9 million in the three months and $59 million in the year ended December 31, 2017.

    Acquisition integration costsWithin the company's AMEA segment, in connection with the acquisition of a biscuit operation in Vietnam in 2015, the company recorded integration costs of $4 million in the year ended December 31, 2018 and $1 million in the three months ended and $3 million in the year ended December 31, 2017.

    Simplify to Grow ProgramOn September 6, 2018, the company's Board of Directors approved an extension of the restructuring program through 2022, an increase of $1.3 billion in the program charges and an increase of $700 million in capital expenditures. The current restructuring program, as increased and extended by these actions, is now called the Simplify to Grow Program. The primary objective of the Simplify to Grow Program is to reduce the company's operating cost structure in both its supply chain and overhead costs. The program is intended primarily to cover severance as well as asset disposals and other manufacturing-related one-time costs.

    Restructuring costsThe company recorded restructuring charges of $96 million in the three months and $316 million in the year ended December 31, 2018 and $117 million in the three months and $535 million in the year ended December 31, 2017 within asset impairment and exit costs or profit contrivance non-service income. These charges were for non-cash asset write-downs (including accelerated depreciation and asset impairments), severance and other related costs.

    Implementation costsImplementation costs primarily relate to reorganizing the company's operations and facilities in connection with its supply chain reinvention program and other identified productivity and cost saving initiatives. The costs comprise incremental expenses related to the closure of facilities, costs to terminate inevitable contracts and the simplification of the company's information systems. The company recorded implementation costs of $100 million in the three months and $315 million in the year ended December 31, 2018 and $78 million in the three months and $257 million in the year ended December 31, 2017.

    Gain on equity mode investment transactionsOn July 9, 2018, Keurig Green Mountain, Inc. ("Keurig") closed on its definitive merger agreement with Dr Pepper Snapple Group, Inc., and formed Keurig Dr Pepper Inc. ("KDP"), a publicly traded company. Following the proximate of the transaction, the company's 24.2% investment in Keurig together with the company's shareholder loan receivable became a 13.8% investment in KDP. During the third quarter of 2018, the company recorded a preliminary pre-tax gain of $757 million reported as a gain on equity mode transaction and $184 million of deferred tax expense reported in the provision for income taxes (or $573 million after-tax) related to the change in the company's ownership interest while KDP finalizes the valuation for the transaction. During the company's fourth quarter of 2018, KDP finalized its opening balance sheet and the company increased its pre-tax gain by $21 million to $778 million for 2018. As the company continues to gain significant influence, the company continues to account for its investment in KDP under the equity method, resulting in recognizing its share of KDP earnings within the company's earnings and its share of KDP dividends within the company's cash flows. In connection with this transaction, the company changed its accounting principle to reflect its share of Keurig's historical and KDP's ongoing earnings on a one-quarter lag basis while the company continues to record dividends when cash is received. The company determined a lag was preferable as it enables the company to continue to report its quarterly and annual results on a timely basis and to record its share of KDP's ongoing results once KDP has publicly reported its results. This change in accounting principle was applied retrospectively to All periods. While the company's operating income did not change, equity mode investment net earnings, net earnings and earnings per share gain been adjusted to reflect the lag across All reported periods.

    On October 2, 2017, the company completed the sale of one of its equity mode investments and recorded a pre-tax gain of $40 million within the gain on equity mode investment transactions and $15 million of tax expense.

    Equity mode investee adjustmentsWithin Adjusted EPS, the company's equity mode investment net earnings exclude its proportionate share of its investees' unusual or infrequent items, such as acquisition and divestiture-related costs and restructuring program costs.

    Mark-to-market impacts from commodity and currency derivative contractsThe company excludes unrealized gains and losses (mark-to-market impacts) from outstanding commodity and forecasted currency transaction derivatives from its non-GAAP earnings measures until such time that the related exposures impact its operating results. The company recorded net unrealized losses on commodity and forecasted currency transaction derivatives of $38 million in the three months and net unrealized gains of $142 million in the year ended December 31, 2018 and net unrealized losses of $27 million in the three months and $96 million in the year ended December 31, 2017.

    Intangible asset impairment chargesDuring the company's 2018 annual testing of non-amortizable intangible assets, the company recorded $68 million of impairment charges in the third quarter of 2018 related to five trademarks. The impairments arose due to lower than expected product growth. The company recorded charges related to gum, chocolate, biscuits and candy trademarks of $45 million in Europe, $14 million in North America and $9 million in AMEA. The impairment charges were recorded within asset impairment and exit costs.

    During the company's 2017 annual testing of non-amortizable intangible assets, the company recorded $70 million of impairment charges in the third quarter of 2017 related to five trademarks. The impairments arose due to lower than expected growth in allotment driven by decisions to redirect support from these trademarks to other regional and global brands. The company recorded charges related to candy and gum trademarks of $52 million in AMEA, $11 million in Europe, $5 million in Latin America and $2 million in North America.

    In addition, during the year ended December 31, 2017, the company recorded a $38 million intangible asset impairment imbue resulting from a category decline and lower than expected product growth related to a gum trademark in its North America segment as well as a $1 million impairment related to a transaction.

    Remeasurement of net monetary positionDuring the second quarter of 2018, primarily based on published estimates which indicated that Argentina's three-year cumulative inflation rate exceeded 100%, the company concluded that Argentina became a highly inflationary economy for accounting purposes. As of July 1, 2018, the company began to apply highly inflationary accounting for its Argentinian subsidiaries and changed their functional currency from the Argentinian peso to the U.S. dollar. On July 1, 2018, both monetary and non-monetary assets and liabilities denominated in Argentinian pesos were remeasured into U.S. dollars. As of each subsequent balance sheet date, Argentinian peso denominated monetary assets and liabilities were remeasured into U.S. dollars using the exchange rate as of the balance sheet date, with remeasurement and other transaction gains and losses recorded in net earnings. The company recorded, related to the revaluation of the Argentinian peso denominated net monetary assets, a remeasurement gain of $2 million during the three months and a remeasurement loss of $11 million during the year ended December 31, 2018.

    Incremental expenses related to the malware incidentOn June 27, 2017, a global malware incident impacted the company's business. The malware affected a significant portion of the company's global sales, distribution and pecuniary networks. In the terminal four days of the second quarter and during the third quarter of 2017, the company executed industry continuity and contingency plans to accommodate the impact, minimize damages and restore its systems environment. To date, the company has not found, nor does the company anticipate to find, any instances of Company or personal data released externally. The company has also restored its main operating systems and processes and enhanced its system security.

    For the second quarter of 2017, the company estimated that the malware incident had a negative impact of 2.3% on its net revenue growth and 2.4% on its Organic Net Revenue growth. The company also incurred incremental expenses of $7 million as a result of the incident. The company recognized the majority of delayed second quarter shipments in its third quarter 2017 results, although the company permanently lost some revenue. On a 2017 full-year basis, the company estimated the loss of revenue had a negative impact of 0.4% on its net revenue and Organic Net Revenue growth. The company also incurred total incremental expenses of $84 million predominantly during the second half of 2017 as allotment of the recovery effort. The recovery from the incident was largely resolved by December 31, 2017 and the company continued efforts to strengthen its security measures and enhance general information technology, industry process and disclosure controls.

    Gain related to interest rate swapsThe company recognized a net pre-tax gain of $10 million in the year ended December 31, 2018, within interest and other expense, net related to inevitable forward-starting interest rate swaps for which the planned timing of the related forecasted debt was changed.

    Loss on debt extinguishmentOn April 17, 2018, the company completed a cash tender tender and retired $570 million of the long-term U.S. dollar debt. The company recorded a loss on debt extinguishment of $140 million within interest and other expense, net related to the amount the company paid to retire the debt in excess of its carrying value and from recognizing unamortized discounts, deferred financing and other cash costs in earnings at the time of the debt extinguishment.

    On April 12, 2017, the company discharged $488 million of its 6.500% U.S. dollar-denominated debt. The company paid $504 million, representing principal as well as past and future interest accruals from February 2017 through the August 2017 maturity date. The company recorded an $11 million loss on debt extinguishment within interest expense.

    Impact from resolution of tax mattersA tax indemnification matter related to the company's 2007 acquisition of the LU biscuit industry was closed during the quarter ended June 30, 2018. The closure had no impact on net earnings, however, it did result in a $15 million tax profit that was fully offset by an $11 million expense in selling, general and administrative expenses and a $4 million expense in interest and other expense, net.

    During the first quarter of 2017, the Brazilian Supreme Court (the "Court") ruled against the Brazilian tax authorities in a leading case related to the computation of inevitable indirect (non-income) taxes. The Court ruled that the indirect tax ground should not comprise a value-added tax known as "ICMS". By removing the ICMS from the tax base, the Court effectively eliminated a "tax on a tax." In lower courts, the company's Brazilian subsidiaries filed lawsuits to regain amounts paid and to discontinue subsequent payments related to the "tax on a tax." The Brazilian subsidiaries received injunctions against making payments for the "tax on a tax" in 2008 and since that time until December 2016, the company had accrued for this portion of the tax each quarter in the event that the tax was reaffirmed by the Brazilian courts. On September 30, 2017, based on legal counsel and the publication of the Court's decision related to this case, the company determined that the likelihood that the increased tax ground would breathe reinstated and assessed against the company was remote. Accordingly, the company reversed its accrual of 667 million Brazilian reais, or $212 million as of September 30, 2017, of which, $153 million was recorded within selling, general and administrative expenses and $59 million was recorded within interest and other expense, net. In connection with the Court's 2017 decision, the Brazilian tax authority filed a motion seeking clarification and adjustment of the terms of enforcement and that motion is still to breathe decided. The company continues to monitor developments in this matter and currently does not anticipate a material future impact on its pecuniary statements. During the fourth quarter of 2018, in one of the lower court cases, the Brazilian Federal Court of Appeals ruled in the company's favor against the Brazilian tax authority, allowing one of the company's Brazil subsidiaries to regain amounts previously paid. As a result, the company recorded a net profit in selling, general and administrative expenses of $26 million.

    During the first quarter of 2017, the Spanish Supreme Court decided, in the company's favor, an ongoing transfer pricing case with the Spanish tax authorities related to businesses Cadbury divested prior to the company's acquisition of Cadbury. As a result of the final ruling, during the first quarter of 2017, the company recorded a benign earnings impact of $46 million in selling, general and administrative expenses and $12 million in interest and other expense, net, for a total pre-tax impact of $58 million due to the non-cash reversal of Cadbury-related accrued liabilities related to this matter. The company recorded a total of $4 million of income over the third and fourth quarters of 2017 in connection with the related bank guarantee releases.

    CEO transition remunerationOn November 20, 2017, Dirk Van de sequel succeeded Irene Rosenfeld as CEO of Mondel�"z International. In order to incent Mr. Van de sequel to unite the company, the company provided him compensation to do him whole for incentive awards he forfeited or grants that were not made to him when he left his former employer. In connection with Irene Rosenfeld's retirement, the company made her outstanding grants of performance share units for the 2016-2018 and 2017-2019 performance cycles eligible for continued vesting and paid $0.5 million salary for her service as Chairman from January through March 2018. The company refers to these elements of Mr. Van de Put's and Ms. Rosenfeld's compensation arrangements together as "CEO transition remuneration."

    The company is excluding amounts it expenses as CEO transition remuneration from its non-GAAP results because those amounts are not allotment of the company's regular compensation program and are incremental to amounts the company would gain incurred as ongoing CEO compensation. The company incurred CEO transition remuneration of $4 million in the three months and $22 million in the year ended December 31, 2018. During 2017, the company incurred CEO transition remuneration of $14 million in the three months ended December 31, 2017.

    U.S. tax reform discrete impactsOn December 22, 2017, the United States enacted tax reform legislation that included a broad ambit of industry tax provisions, including but not limited to a reduction in the U.S. federal tax rate from 35% to 21% as well as provisions that limit or eradicate various deductions or credits. The legislation also causes U.S. allocated expenses (e.g. interest and general administrative expense) to breathe taxed and imposes a unusual tax on U.S. cross-border payments, Furthermore, the legislation includes a one-time transition tax on accumulated strange earnings and profits. While clarifying guidance was issued by the IRS during 2018, further tax guidance is expected during 2019.

    Certain impacts of the unusual legislation would gain generally required accounting to breathe completed and incorporated into the company's 2017 year-end pecuniary statements, however in response to the complexities of this unusual legislation, the SEC issued guidance to provide companies with relief. The SEC provided up to a one-year window for companies to finalize the accounting for the impacts of this unusual legislation. The company finalized its accounting for the unusual provisions during the fourth quarter of 2018.

    The 2018 impact from finalizing the accounting for the unusual provisions was a discrete net tax expense of $19 million, which is in addition to the $44 million discrete net tax profit in the company's 2017 pecuniary statements. The $19 million expense in 2018 is primarily comprised of a $60 million expense related to finalizing the changes in the company's indefinite reinvestment assertion, partially offset by a $38 million decrease to the transition tax estimated as of December 31, 2017.

    Impact from pension participation changesThe impact from pension participation changes portray the charges incurred when employee groups are withdrawn from multiemployer pension plans and other changes in employee group pension contrivance participation. The company excludes these charges from its non-GAAP results because those amounts accomplish not reflect the company's ongoing pension obligations.

    In the fourth quarter of 2018, the company executed a complete withdrawal from the Bakery and Confectionery Union and Industry International Pension Fund. The company estimated a withdrawal liability of $573 million, which represents the company's best estimate of the withdrawal liability absent an assessment from the Fund. The company expects to pay the liability over a term of 20 years from the date of the assessment. During 2018, within its North America segment, the company recorded a total discounted liability and related imbue of $423 million or $321 million net of tax. The company determined the net present value of the liability using a risk-free interest rate. The company recorded the pre-tax non-cash charges in selling, general and administrative expense (and in other non-cash items, net in the consolidated statement of cash flows) and the liability in long-term other liabilities. During 2018, the company also recorded $6 million of accreted interest related to the long-term liability within interest and other expense, net.

    Constant currencyManagement evaluates the operating performance of the company and its international subsidiaries on a constant currency basis. The company determines its constant currency operating results by dividing or multiplying, as appropriate, the current term local currency operating results by the currency exchange rates used to translate the company's pecuniary statements in the comparable prior-year term to determine what the current term U.S. dollar operating results would gain been if the currency exchange rate had not changed from the comparable prior-year period.

    OUTLOOKThe company's outlook for 2019 Organic Net Revenue growth, Adjusted EPS growth on a constant currency basis and Free Cash flow are non-GAAP pecuniary measures that exclude or otherwise adjust for items impacting comparability of pecuniary results such as the impact of changes in strange currency exchange rates, restructuring activities, acquisitions and divestitures. The company is not able to reconcile its projected Organic Net Revenue growth to its projected reported net revenue growth for the full-year 2019 because the company is unable to forecast the impacts from potential acquisitions or divestitures as well as the impact of strange exchange due to the unpredictability of future changes in strange exchange rates, which could breathe material as a significant portion of the company's operations are outside the U.S. The company is not able to reconcile its projected Adjusted EPS growth on a constant currency basis to its projected reported diluted EPS growth for the full-year 2019 because the company is unable to forecast the timing of its restructuring program costs, mark-to-market impacts from commodity and forecasted currency transaction derivative contracts and impacts from potential acquisitions or divestitures as well as the impact of strange exchange due to the unpredictability of future changes in strange exchange rates, which could breathe material as a significant portion of the company's operations are outside the U.S. The company is not able to reconcile its projected Free Cash flow to its projected net cash from operating activities for the full-year 2019 because the company is unable to forecast the timing and amount of capital expenditures impacting cash flow. Therefore, because of the uncertainty and variability of the nature and amount of future adjustments, which could breathe significant, the company is unable to provide a reconciliation of these measures without unreasonable effort.

    Schedule 4a Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Net Revenues (in millions of U.S. dollars) (Unaudited) LatinAmerica AMEA Europe NorthAmerica Mondel�"zInternational For the Three Months Ended December 31, 2018 Reported (GAAP) $ 763 $ 1,429 $ 2,752 $ 1,829 $ 6,773 Acquisition - - - (22 ) (22 ) Currency 172 74 128 9 383 Organic (Non-GAAP) $ 935 $ 1,503 $ 2,880 $ 1,816 $ 7,134 For the Three Months Ended December 31, 2017 Reported (GAAP) $ 900 $ 1,449 $ 2,816 $ 1,801 $ 6,966 Divestitures - (4 ) (2 ) - (6 ) Organic (Non-GAAP) $ 900 $ 1,445 $ 2,814 $ 1,801 $ 6,960 % Change Reported (GAAP) (15.2 )% (1.4 )% (2.3 )% 1.6 % (2.8 )% Divestitures - pp 0.3 pp 0.1 pp - pp 0.1 pp Acquisition - - - (1.3 ) (0.3 ) Currency 19.1 5.1 4.5 0.5 5.5 Organic (Non-GAAP) 3.9 % 4.0 % 2.3 % 0.8 % 2.5 % Vol/Mix (3.3 )pp 2.9 pp 3.4 pp (2.1 )pp 1.0 pp Pricing 7.2 1.1 (1.1 ) 2.9 1.5 Latin America AMEA Europe North America Mondel�"z International For the Twelve Months Ended December 31, 2018 Reported (GAAP) $ 3,202 $ 5,729 $ 10,122 $ 6,885 $ 25,938 Acquisition - - - (52 ) (52 ) Currency 493 74 (228 ) 4 343 Organic (Non-GAAP) $ 3,695 $ 5,803 $ 9,894 $ 6,837 $ 26,229 For the Twelve Months Ended December 31, 2017 Reported (GAAP) $ 3,566 $ 5,739 $ 9,794 $ 6,797 $ 25,896 Divestitures - (133 ) (137 ) - (270 ) Organic (Non-GAAP) $ 3,566 $ 5,606 $ 9,657 $ 6,797 $ 25,626 % Change Reported (GAAP) (10.2 )% (0.2 )% 3.3 % 1.3 % 0.2 % Divestitures - pp 2.4 pp 1.5 pp - pp 1.0 pp Acquisition - - - (0.8 ) (0.2 ) Currency 13.8 1.3 (2.3 ) 0.1 1.4 Organic (Non-GAAP) 3.6 % 3.5 % 2.5 % 0.6 % 2.4 % Vol/Mix (2.6 )pp 1.9 pp 3.1 pp (0.5 )pp 1.1 pp Pricing 6.2 1.6 (0.6 ) 1.1 1.3 Schedule 4b Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Net Revenues - Brands and Markets (in millions of U.S. dollars) (Unaudited) Emerging Markets Developed Markets Mondel�"z International For the Three Months Ended December 31, 2018 Reported (GAAP) $ 2,441 $ 4,332 $ 6,773 Acquisition - (22 ) (22 ) Currency 283 100 383 Organic (Non-GAAP) $ 2,724 $ 4,410 $ 7,134 For the Three Months Ended December 31, 2017 Reported (GAAP) $ 2,557 $ 4,409 $ 6,966 Divestitures - (6 ) (6 ) Organic (Non-GAAP) $ 2,557 $ 4,403 $ 6,960 % Change Reported (GAAP) (4.5 )% (1.7 )% (2.8 )% Divestitures - pp 0.1 pp 0.1 pp Acquisition - (0.5 ) (0.3 ) Currency 11.0 2.3 5.5 Organic (Non-GAAP) 6.5 % 0.2 % 2.5 % Vol/Mix 3.1 pp (0.2 )pp 1.0 pp Pricing 3.4 0.4 1.5 Emerging Markets Developed Markets Mondel�"z International For the Twelve Months Ended December 31, 2018 Reported (GAAP) $ 9,659 $ 16,279 $ 25,938 Acquisition - (52 ) (52 ) Currency 604 (261 ) 343 Organic (Non-GAAP) $ 10,263 $ 15,966 $ 26,229 For the Twelve Months Ended December 31, 2017 Reported (GAAP) $ 9,707 $ 16,189 $ 25,896 Divestitures - (270 ) (270 ) Organic (Non-GAAP) $ 9,707 $ 15,919 $ 25,626 % Change Reported (GAAP) (0.5 )% 0.6 % 0.2 % Divestitures - pp 1.7 pp 1.0 pp Acquisition - (0.3 ) (0.2 ) Currency 6.2 (1.7 ) 1.4 Organic (Non-GAAP) 5.7 % 0.3 % 2.4 % Vol/Mix 2.5 pp 0.2 pp 1.1 pp Pricing 3.2 0.1 1.3 Schedule 5a Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Gross Profit / Operating Income (in millions of U.S. dollars) (Unaudited) For the Three Months Ended December 31, 2018 Net Revenues GrossProfit Gross Profit Margin Operating Income Operating IncomeMargin Reported (GAAP) $ 6,773 $ 2,549 37.6 % $ 870 12.8 % Simplify to Grow Program - 121 194 Mark-to-market (gains)/losses from derivatives - 40 40 Acquisition integration costs - - 1 Acquisition-related costs - - (1 ) Divestiture-related costs - - 2 Remeasurement of net monetary position - - (2 ) Impact of pension participation changes - - 15 Impacts from resolution of tax matters - (1 ) (26 ) CEO transition remuneration - - 4 Rounding - 1 (1 ) Adjusted (Non-GAAP) $ 6,773 $ 2,710 40.0 % $ 1,096 16.2 % Currency 155 74 Adjusted @ Constant FX (Non-GAAP) $ 2,865 $ 1,170 For the Three Months Ended December 31, 2017 Net Revenues Gross Profit Gross Profit Margin Operating Income Operating IncomeMargin Reported (GAAP) $ 6,966 $ 2,653 38.1 % $ 830 11.9 % Simplify to Grow Program - 22 192 Mark-to-market (gains)/losses from derivatives - 27 27 Malware incident incremental expenses - 20 30 Acquisition integration costs - - 1 Divestiture-related costs - (1 ) 9 Operating income from divestitures (6 ) (3 ) (1 ) (Gain)/loss on divestitures - - (2 ) Impacts from resolution of tax matters - - (8 ) CEO transition remuneration - - 14 Rounding - - (1 ) Adjusted (Non-GAAP) $ 6,960 $ 2,718 39.1 % $ 1,091 15.7 % Gross Profit Operating Income $ Change - Reported (GAAP) $ (104 ) $ 40 $ Change - Adjusted (Non-GAAP) (8 ) 5 $ Change - Adjusted @ Constant FX (Non-GAAP) 147 79 % Change - Reported (GAAP) (3.9 )% 4.8 % % Change - Adjusted (Non-GAAP) (0.3 )% 0.5 % % Change - Adjusted @ Constant FX (Non-GAAP) 5.4 % 7.2 % Schedule 5b Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Gross Profit / Operating Income (in millions of U.S. dollars) (Unaudited) For the Twelve Months Ended December 31, 2018 Net Revenues Gross Profit Gross Profit Margin Operating Income Operating IncomeMargin Reported (GAAP) $ 25,938 $ 10,352 39.9 % $ 3,312 12.8 % Simplify to Grow Program - 189 626 Intangible asset impairment charges - - 68 Mark-to-market (gains)/losses from derivatives - (140 ) (141 ) Acquisition integration costs - - 3 Acquisition-related costs - - 13 Divestiture-related costs - - (1 ) Remeasurement of net monetary position - - 11 Impact of pension participation changes - - 423 Impacts from resolution of tax matters - (1 ) (15 ) CEO transition remuneration - - 22 Rounding - 1 - Adjusted (Non-GAAP) $ 25,938 $ 10,401 40.1 % $ 4,321 16.7 % Currency 128 55 Adjusted @ Constant FX (Non-GAAP) $ 10,529 $ 4,376 For the Twelve Months Ended December 31, 2017 Net Revenues Gross Profit Gross Profit Margin Operating Income Operating IncomeMargin Reported (GAAP) $ 25,896 $ 10,034 38.7 % $ 3,462 13.4 % Simplify to Grow Program - 61 777 Intangible asset impairment charges - - 109 Mark-to-market (gains)/losses from derivatives - 96 96 Malware incident incremental expenses - 62 84 Acquisition integration costs - - 3 Divestiture-related costs - 2 31 Operating income from divestitures (270 ) (79 ) (61 ) (Gain)/loss on divestitures - - (186 ) Impacts from resolution of tax matters - - (209 ) CEO transition remuneration - - 14 Rounding - 1 (1 ) Adjusted (Non-GAAP) $ 25,626 $ 10,177 39.7 % $ 4,119 16.1 % Gross Profit Operating Income $ Change - Reported (GAAP) $ 318 $ (150 ) $ Change - Adjusted (Non-GAAP) 224 202 $ Change - Adjusted @ Constant FX (Non-GAAP) 352 257 % Change - Reported (GAAP) 3.2 % (4.3 )% % Change - Adjusted (Non-GAAP) 2.2 % 4.9 % % Change - Adjusted @ Constant FX (Non-GAAP) 3.5 % 6.2 % Schedule 6a Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Net Earnings and Tax Rate (in millions of U.S. dollars and shares, except per share data) (Unaudited) For the Three Months Ended December 31, 2018 Operating Income Benefit contrivance non-service expense / (income) Interest and other expense, net Earnings before income taxes Income taxes [(1)] Effective tax rate Gain on Equity mode Investment Transactions Equity mode Investment Net Losses / (Earnings) Non-controlling interest Net Earnings attributable to Mondel�"z International Diluted EPS attributable to Mondel�"z International Reported (GAAP) $ 870 $ (3 ) $ 106 $ 767 $ 111 14.5 % $ (21 ) $ (149 ) $ 3 $ 823 $ 0.56 Simplify to Grow Program 194 (2 ) - 196 45 - - - 151 0.10 Mark-to-market (gains)/losses from derivatives 40 - 2 38 17 - - - 21 0.01 Acquisition integration costs 1 - - 1 - - - - 1 - Acquisition-related costs (1 ) - - (1 ) - - - - (1 ) - Divestiture-related costs 2 - - 2 - - - - 2 - Remeasurement of net monetary position (2 ) - - (2 ) - - - - (2 ) - Impact of pension participation changes 15 - (3 ) 18 4 - - - 14 0.01 Impacts from resolution of tax matters (26 ) - - (26 ) (9 ) - - - (17 ) (0.01 ) CEO transition remuneration 4 - - 4 1 - - - 3 - U.S. tax reform discrete net tax (benefit)/expense - - - - 77 - - - (77 ) (0.05 ) Gain on equity mode investment transactions - - - - (8 ) 21 - - (13 ) (0.01 ) Equity mode investee acquisition-related and other adjustments - - - - 8 - (32 ) - 24 0.02 Rounding (1 ) - - (1 ) - - - - (1 ) - Adjusted (Non-GAAP) $ 1,096 $ (5 ) $ 105 $ 996 $ 246 24.7 % $ - $ (181 ) $ 3 $ 928 $ 0.63 Currency 68 0.05 Adjusted @ Constant FX (Non-GAAP) $ 996 $ 0.68 Diluted average Shares Outstanding 1,470 For the Three Months Ended December 31, 2017 Operating Income Benefit contrivance non-service expense / (income) Interest and other expense, net Earnings before incometaxes Income taxes [(1)] Effective tax rate Gain on Equity mode Investment Transactions Equity mode Investment Net Losses / (Earnings) Non-controlling interest Net Earnings attributable to Mondel�"z International Diluted EPS attributable to Mondel�"z International Reported (GAAP) $ 830 $ (14 ) $ 120 $ 724 $ 156 21.5 % $ (40 ) $ (95 ) $ 8 $ 695 $ 0.46 Simplify to Grow Program 192 (3 ) - 195 35 - - - 160 0.11 Mark-to-market (gains)/losses from derivatives 27 - - 27 6 - - - 21 0.01 Malware incident incremental expenses 30 - - 30 10 - - - 20 0.01 Acquisition integration costs 1 - - 1 - - - - 1 - Divestiture-related costs 9 - - 9 5 - - - 4 - Net earnings from divestitures (1 ) - - (1 ) - - - - (1 ) - (Gain)/loss on divestitures (2 ) - - (2 ) 5 - - - (7 ) - Impacts from resolution of tax matters (8 ) - - (8 ) (3 ) - - - (5 ) - CEO transition remuneration 14 - - 14 5 - - - 9 0.01 U.S. tax reform discrete net tax (benefit)/expense - - - - 44 - - - (44 ) (0.03 ) Gain on equity mode investment transactions - - - - (15 ) 40 - - (25 ) (0.02 ) Equity mode investee acquisition-related and other adjustments - - - - 2 - (21 ) - 19 0.01 Rounding (1 ) - - (1 ) - - - - (1 ) - Adjusted (Non-GAAP) $ 1,091 $ (17 ) $ 120 $ 988 $ 250 25.3 % $ - $ (116 ) $ 8 $ 846 $ 0.56 Diluted average Shares Outstanding 1,513 [(1)] Taxes were computed for each of the items excluded from the company's GAAP results based on the facts and tax assumptions associated with each item. Schedule 6b Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Net Earnings and Tax Rate (in millions of U.S. dollars and shares, except per share data) (Unaudited) For the Twelve Months Ended December 31, 2018 Operating Income Benefit contrivance non-service expense / (income) Interest and other expense, net Earnings before income taxes Income taxes [(1)] Effective tax rate Gain on Equity mode Investment Transactions Equity mode Investment Net Losses / (Earnings) Non-controlling interest Net Earnings attributable to Mondel�"z International Diluted EPSattributable to Mondel�"z International Reported (GAAP) $ 3,312 $ (50 ) $ 520 $ 2,842 $ 773 27.2 % $ (778 ) $ (548 ) $ 14 $ 3,381 $ 2.28 Simplify to Grow Program 626 (5 ) - 631 156 - - - 475 0.32 Intangible asset impairment charges 68 - - 68 16 - - - 52 0.03 Mark-to-market (gains)/losses from derivatives (141 ) - 1 (142 ) (10 ) - - - (132 ) (0.09 ) Acquisition integration costs 3 - - 3 - - - - 3 - Acquisition-related costs 13 - - 13 3 - - - 10 0.01 Divestiture-related costs (1 ) - - (1 ) (2 ) - - - 1 - Remeasurement of net monetary position 11 - - 11 - - - - 11 0.01 Impact of pension participation changes 423 - (6 ) 429 108 - - - 321 0.22 Impacts from resolution of tax matters (15 ) - (4 ) (11 ) 6 - - - (17 ) (0.01 ) CEO transition remuneration 22 - - 22 5 - - - 17 0.01 (Gain)/loss related to interest rate swaps - - 10 (10 ) (2 ) - - - (8 ) (0.01 ) Loss on debt extinguishment and related expenses - - (140 ) 140 35 - - - 105 0.07 U.S. tax reform discrete net tax (benefit)/expense - - - - (19 ) - - - 19 0.01 Gain on equity mode investment transactions - - - - (192 ) 778 - - (586 ) (0.39 ) Equity mode investee acquisition-related and other adjustments - - - - (16 ) - 54 - (38 ) (0.03 ) Adjusted (Non-GAAP) $ 4,321 $ (55 ) $ 381 $ 3,995 $ 861 21.6 % $ - $ (494 ) $ 14 $ 3,614 $ 2.43 Currency 41 0.03 Adjusted @ Constant FX (Non-GAAP) $ 3,655 $ 2.46 Diluted average Shares Outstanding 1,486 For the Twelve Months Ended December 31, 2017 Operating Income Benefit contrivance non-service expense / (income) Interest and other expense, net Earnings before income taxes Income taxes [(1)] Effective tax rate Gain on Equity mode Investment Transactions Equity mode Investment Net Losses / (Earnings) Non-controlling interest Net Earningsattributable to Mondel�"z International Diluted EPSattributable to Mondel�"z International Reported (GAAP) $ 3,462 $ (44 ) $ 382 $ 3,124 $ 666 21.3 % $ (40 ) $ (344 ) $ 14 $ 2,828 $ 1.85 Simplify to Grow Program 777 (15 ) - 792 190 - - - 602 0.39 Intangible asset impairment charges 109 - - 109 30 - - - 79 0.05 Mark-to-market (gains)/losses from derivatives 96 - - 96 6 - - - 90 0.06 Malware incident incremental expenses 84 - - 84 27 - - - 57 0.04 Acquisition integration costs 3 - - 3 - - - - 3 - Divestiture-related costs 31 - (3 ) 34 (8 ) - - - 42 0.02 Net earnings from divestitures (61 ) - - (61 ) (15 ) - 6 - (52 ) (0.03 ) (Gain)/loss on divestitures (186 ) - - (186 ) (7 ) - - - (179 ) (0.11 ) Impacts from resolution of tax matters (209 ) - 72 (281 ) (75 ) - - - (206 ) (0.13 ) CEO transition remuneration 14 - - 14 5 - - - 9 0.01 Loss on debt extinguishment and related expenses - - (11 ) 11 4 - - - 7 - U.S. tax reform discrete net tax (benefit)/expense - - - - 44 - - - (44 ) (0.03 ) Gain on equity mode investment transactions - - - - (15 ) 40 - - (25 ) (0.02 ) Equity mode investee acquisition-related and other adjustments - - - - 10 - (69 ) - 59 0.04 Rounding (1 ) - - (1 ) - - - - (1 ) - Adjusted (Non-GAAP) $ 4,119 $ (59 ) $ 440 $ 3,738 $ 862 23.1 % $ - $ (407 ) $ 14 $ 3,269 $ 2.14 Diluted average Shares Outstanding 1,531 [(1)] Taxes were computed for each of the items excluded from the company's GAAP results based on the facts and tax assumptions associated with each item. Schedule 7a Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Diluted EPS (Unaudited) For the Three Months Ended December 31, 2018 2017 $ Change % Change Diluted EPS attributable to Mondel�"z International (GAAP) $ 0.56 $ 0.46 $ 0.10 21.7 % Simplify to Grow Program 0.10 0.11 (0.01 ) Mark-to-market (gains)/losses from derivatives 0.01 0.01 - Malware incident incremental expenses - 0.01 (0.01 ) Impact of pension participation changes 0.01 - 0.01 Impacts from resolution of tax matters (0.01 ) - (0.01 ) CEO transition remuneration - 0.01 (0.01 ) U.S. tax reform discrete net tax (benefit)/expense (0.05 ) (0.03 ) (0.02 ) Gain on equity mode investment transactions (0.01 ) (0.02 ) 0.01 Equity mode investee acquisition-related and other adjustments 0.02 0.01 0.01 Adjusted EPS (Non-GAAP) $ 0.63 $ 0.56 $ 0.07 12.5 % Impact of unfavorable currency 0.05 - 0.05 Adjusted EPS @ Constant FX (Non-GAAP) $ 0.68 $ 0.56 $ 0.12 21.4 % Adjusted EPS @ Constant FX - Key Drivers Increase in operations $ 0.04 Change in profit contrivance non-service income (0.01 ) Change in interest and other expense, net 0.01 Increase in equity mode investment net earnings 0.05 Change in income taxes 0.01 Change in shares outstanding 0.02 $ 0.12 Schedule 7b Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Diluted EPS (Unaudited) For the Twelve Months Ended December 31, 2018 2017 $ Change % Change Diluted EPS attributable to Mondel�"z International (GAAP) $ 2.28 $ 1.85 $ 0.43 23.2 % Simplify to Grow Program 0.32 0.39 (0.07 ) Intangible asset impairment charges 0.03 0.05 (0.02 ) Mark-to-market (gains)/losses from derivatives (0.09 ) 0.06 (0.15 ) Malware incident incremental expenses - 0.04 (0.04 ) Acquisition-related costs 0.01 - 0.01 Divestiture-related costs - 0.02 (0.02 ) Net earnings from divestitures - (0.03 ) 0.03 (Gain)/loss on divestitures - (0.11 ) 0.11 Remeasurement of net monetary position 0.01 - 0.01 Impact of pension participation changes 0.22 - 0.22 Impacts from resolution of tax matters (0.01 ) (0.13 ) 0.12 CEO transition remuneration 0.01 0.01 - (Gain)/loss related to interest rate swaps (0.01 ) - (0.01 ) Loss on debt extinguishment and related expenses 0.07 - 0.07 U.S. tax reform discrete net tax (benefit)/expense 0.01 (0.03 ) 0.04 Gain on equity mode investment transactions (0.39 ) (0.02 ) (0.37 ) Equity mode investee acquisition-related and other adjustments (0.03 ) 0.04 (0.07 ) Adjusted EPS (Non-GAAP) $ 2.43 $ 2.14 $ 0.29 13.6 % Impact of unfavorable currency 0.03 - 0.03 Adjusted EPS @ Constant FX (Non-GAAP) $ 2.46 $ 2.14 $ 0.32 15.0 % Adjusted EPS @ Constant FX - Key Drivers Increase in operations $ 0.13 VAT-related settlements in 2018 0.01 PY Property insurance recovery (0.01 ) Change in interest and other expense, net 0.02 Increase in equity mode investment net earnings 0.05 Change in income taxes 0.05 Change in shares outstanding 0.07 $ 0.32 Schedule 8a Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Segment Data (in millions of U.S. dollars) (Unaudited) For the Three Months Ended December 31, 2018 Latin America AMEA Europe North America Unrealized G/(L) on HedgingActivities General CorporateExpenses Amortization of Intangibles Other Items Mondel�"z International Net Revenue Reported (GAAP) $ 763 $ 1,429 $ 2,752 $ 1,829 $ - $ - $ - $ - $ 6,773 Divestitures - - - - - - - - - Adjusted (Non-GAAP) $ 763 $ 1,429 $ 2,752 $ 1,829 $ - $ - $ - $ - $ 6,773 Operating Income Reported (GAAP) $ 92 $ 144 $ 489 $ 335 $ (40 ) $ (107 ) $ (44 ) $ 1 $ 870 Simplify to Grow Program 37 30 64 33 - 30 - - 194 Mark-to-market (gains)/losses from derivatives - - - - 40 - - - 40 Acquisition integration costs - - - - - 1 - - 1 Acquisition-related costs - - - - - - - (1 ) (1 ) Divestiture-related costs - 2 - - - - - - 2 Remeasurement of net monetary position (2 ) - - - - - - - (2 ) Impact of pension participation changes - - - 15 - - - - 15 Impacts from resolution of tax matters (26 ) - - - - - - - (26 ) CEO transition remuneration - - - - - 4 - - 4 Rounding - - - - - (1 ) - - (1 ) Adjusted (Non-GAAP) $ 101 $ 176 $ 553 $ 383 $ - $ (73 ) $ (44 ) $ - $ 1,096 Currency 37 13 27 2 - (4 ) (1 ) - 74 Adjusted @ Constant FX (Non-GAAP) $ 138 $ 189 $ 580 $ 385 $ - $ (77 ) $ (45 ) $ - $ 1,170 % Change - Reported (GAAP) (3.2 )% 60.0 % (2.8 )% 10.9 % n/m (18.9 )% 2.2 % n/m 4.8 % % Change - Adjusted (Non-GAAP) (20.5 )% 29.4 % (3.3 )% 9.1 % n/m (46.0 )% 2.2 % n/m 0.5 % % Change - Adjusted @ Constant FX (Non-GAAP) 8.7 % 39.0 % 1.4 % 9.7 % n/m (54.0 )% 0.0 % n/m 7.2 % Operating Income Margin Reported % 12.1 % 10.1 % 17.8 % 18.3 % 12.8 % Reported pp change 1.5 pp 3.9 pp (0.1 )pp 1.5 pp 0.9 pp Adjusted % 13.2 % 12.3 % 20.1 % 20.9 % 16.2 % Adjusted pp change (0.9 )pp 2.9 pp (0.2 )pp 1.4 pp 0.5 pp For the Three Months Ended December 31, 2017 Latin America AMEA Europe North America Unrealized G/(L) on HedgingActivities General CorporateExpenses Amortization of Intangibles Other Items Mondel�"z International Net Revenue Reported (GAAP) $ 900 $ 1,449 $ 2,816 $ 1,801 $ - $ - $ - $ - $ 6,966 Divestitures - (4 ) (2 ) - - - - - (6 ) Adjusted (Non-GAAP) $ 900 $ 1,445 $ 2,814 $ 1,801 $ - $ - $ - $ - $ 6,960 Operating Income Reported (GAAP) $ 95 $ 90 $ 503 $ 302 $ (27 ) $ (90 ) $ (45 ) $ 2 $ 830 Simplify to Grow Program 32 47 65 33 - 15 - - 192 Mark-to-market (gains)/losses from derivatives - - - - 27 - - - 27 Malware incident incremental expenses - - 4 23 - 3 - - 30 Acquisition integration costs - 1 - - - - - - 1 Divestiture-related costs - (2 ) 2 - - 9 - - 9 Operating income from divestitures - - (1 ) - - - - - (1 ) (Gain)/loss on divestitures - - - - - - - (2 ) (2 ) Impacts from resolution of tax matters - - (1 ) (7 ) - - - - (8 ) CEO transition remuneration - - - - - 14 - - 14 Rounding - - - - - (1 ) - - (1 ) Adjusted (Non-GAAP) $ 127 $ 136 $ 572 $ 351 $ - $ (50 ) $ (45 ) $ - $ 1,091 Operating Income Margin Reported % 10.6 % 6.2 % 17.9 % 16.8 % 11.9 % Adjusted % 14.1 % 9.4 % 20.3 % 19.5 % 15.7 % Schedule 8b Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Segment Data (in millions of U.S. dollars) (Unaudited) For the Twelve Months Ended December 31, 2018 LatinAmerica AMEA Europe NorthAmerica Unrealized G/(L) on Hedging Activities GeneralCorporateExpenses Amortization of Intangibles Other Items Mondel�"z International Net Revenue Reported (GAAP) $ 3,202 $ 5,729 $ 10,122 $ 6,885 $ - $ - $ - $ - $ 25,938 Divestitures - - - - - - - - - Adjusted (Non-GAAP) $ 3,202 $ 5,729 $ 10,122 $ 6,885 $ - $ - $ - $ - $ 25,938 Operating Income Reported (GAAP) $ 410 $ 702 $ 1,734 $ 849 $ 141 $ (335 ) $ (176 ) $ (13 ) $ 3,312 Simplify to Grow Program 130 108 205 111 - 72 - - 626 Intangible asset impairment charges - 9 45 14 - - - - 68 Mark-to-market (gains)/losses from derivatives - - - - (141 ) - - - (141 ) Acquisition integration costs - 4 - - - (1 ) - - 3 Acquisition-related costs - - - - - - - 13 13 Divestiture-related costs - 2 - - - (3 ) - - (1 ) Remeasurement of net monetary position 11 - - - - - - - 11 Impact of pension participation changes - - - 423 - - - - 423 Impacts from resolution of tax matters (26 ) - - - - 11 - - (15 ) CEO transition remuneration - - - - - 22 - - 22 Adjusted (Non-GAAP) $ 525 $ 825 $ 1,984 $ 1,397 $ - $ (234 ) $ (176 ) $ - $ 4,321 Currency 82 14 (42 ) 2 - (2 ) 1 - 55 Adjusted @ Constant FX (Non-GAAP) $ 607 $ 839 $ 1,942 $ 1,399 $ - $ (236 ) $ (175 ) $ - $ 4,376 % Change - Reported (GAAP) (27.3 )% 36.6 % 7.7 % (25.8 )% n/m (18.8 )% 1.1 % n/m (4.3 )% % Change - Adjusted (Non-GAAP) (5.1 )% 13.0 % 8.0 % 1.2 % n/m (14.7 )% 1.1 % n/m 4.9 % % Change - Adjusted @ Constant FX (Non-GAAP) 9.8 % 14.9 % 5.7 % 1.3 % n/m (15.7 )% 1.7 % n/m 6.2 % Operating Income Margin Reported % 12.8 % 12.3 % 17.1 % 12.3 % 12.8 % Reported pp change (3.0 )pp 3.3 pp 0.7 pp (4.5 )pp (0.6 )pp Adjusted % 16.4 % 14.4 % 19.6 % 20.3 % 16.7 % Adjusted pp change 0.9 pp 1.4 pp 0.6 pp - pp 0.6 pp For the Twelve Months Ended December 31, 2017 Latin America AMEA Europe North America Unrealized G/(L) on HedgingActivities General CorporateExpenses AmortizationofIntangibles Other Items Mondel�"z International Net Revenue Reported (GAAP) $ 3,566 $ 5,739 $ 9,794 $ 6,797 $ - $ - $ - $ - $ 25,896 Divestitures - (133 ) (137 ) - - - - - (270 ) Adjusted (Non-GAAP) $ 3,566 $ 5,606 $ 9,657 $ 6,797 $ - $ - $ - $ - $ 25,626 Operating Income Reported (GAAP) $ 564 $ 514 $ 1,610 $ 1,144 $ (96 ) $ (282 ) $ (178 ) $ 186 $ 3,462 Simplify to Grow Program 136 183 263 142 - 53 - - 777 Intangible asset impairment charges 5 52 11 41 - - - - 109 Mark-to-market (gains)/losses from derivatives - - - - 96 - - - 96 Malware incident incremental expenses 1 2 15 61 - 5 - - 84 Acquisition integration costs - 3 - - - - - - 3 Divestiture-related costs - 3 21 - - 7 - - 31 Operating income from divestitures - (27 ) (34 ) - - - - - (61 ) (Gain)/loss on divestitures - - - - - - - (186 ) (186 ) Impacts from resolution of tax matters (153 ) - (49 ) (7 ) - - - - (209 ) CEO transition remuneration - - - - - 14 - - 14 Rounding - - - - - (1 ) - - (1 ) Adjusted (Non-GAAP) $ 553 $ 730 $ 1,837 $ 1,381 $ - $ (204 ) $ (178 ) $ - $ 4,119 Operating Income Margin Reported % 15.8 % 9.0 % 16.4 % 16.8 % 13.4 % Adjusted % 15.5 % 13.0 % 19.0 % 20.3 % 16.1 % Schedule 9 Mondel�"z International, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures Cash Flow (in millions of U.S. dollars) (Unaudited) For the TwelveMonths EndedDecember 31, 2018 Net Cash Provided by Operating Activities (GAAP) $ 3,948 Capital Expenditures (1,095 ) Free Cash flow (Non-GAAP) $ 2,853

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    2019 Infiniti QX50 : uncommunicative Engineering | killexams.com true questions and Pass4sure dumps

    The 2019 Infiniti QX50 is all-new from the ground up and armed, at least according to Infiniti, to tackle on the latest crop of compact extravagance crossovers out there, which gain now become All the talk in the industry.

    It features the first-ever variable-compression engine… in the world. Thanks to trick and, frankly frosty engineering, this turbocharged mill promises to significantly help fuel economy, All while delivering substantial performance. It’s the kind of talk they devotion to hear from a carmaker; innovative technology that allows a specific vehicle to stand tall next to its rivals.

    We took one out for drive to find out how this VC-Turbo industry feels behind the wheel.

    Montreal-penned

    Infiniti’s newest crossover is the brand’s first vehicle to gain been designed by Montrealer Karim Habib. He Cut his teeth over at BMW, leading stylish vehicles such as the BMW 7 Series and 5 Series, as well as the brand’s first all-electric car, the i3, not forgetting the i8 hybrid supercar.

    Under Karim’s stylistic management, Infiniti promises to finally gain an identity of its own, something it’s been lacking for quite some time now. With recent concept cars devotion the QX Inspiration, unveiled in Detroit in January, we’re seeing where Karim is heading, and they kind of devotion it.

    This is also why the QX50, while a tad too subtle, is without question a fantastically well-designed exiguous SUV. It has an elegant and organic silhouette that plays well at making the vehicle show luxurious, but not too flashy, nor pretentious, All while retaining actual compact dimensions.

    However, they shake it’s not enough for the Audi/BMW/Mercedes-Benz pulp to acquire notice. From some angles, the QX50 kind of resembles (whispers) a Mazda CX-5. We’re not sure if that’s a compliment, or an insult.

    Photo: William Clavey

    Less Quirky, More Normal

    At least, it’s significantly more coherent-looking than the develope QX50, which had more or less a wagon-type demeanour. But that vehicle had other tricks up its sleeves. While unsophisticated, it rode on a platform sourced from Nissan’s own Z car. Its engine was also taken straight out of the aforementioned sports coupe. And its all-wheel drive system was once bolted onto a so-called Nissan Skyline GT-R over in Japan. It was a different kind of crossover.

    But that’s All in the past now. This unusual QX50 ditches the quirky traits of its predecessor for a more mainstream package. Its platform is unusual from the ground up, quieter, more solid and a lot more spacious inside. Its all-wheel drive system is now front-wheel biased, with a transverse four-cylinder engine sitting under its hood. And its gearbox is a continuously variable automatic.

    It’s the engine that gets All the attention now. At two litres of displacement, it’s turbocharged and fitted with direct fuel injection, pumping out 268 horsepower and 280 lb.-ft. of torque. It’s a marvel of engineering, capable of changing its compression ratio on the fly, from a low of 8.0:1, to a tall of 14.0:1.

    Photo: William Clavey

    According to Infiniti, it has taken 20 years to sequel this thing onto the market. It’s the first of its kind, allowing, says the carmaker, for the engine to dash in maximum efficiency, burning very exiguous fuel when running quietly, or running at 22.0 psi of boost when at replete throttle.

    On paper, the system is rather clever. Extra pieces were added to the crankshaft for solidity. There’s now a joint between the crankshaft and the connecting rods. That joint moves with a computer-controlled arm. By doing this, you not only allow variations in compression, but also in stroke—by 1.2 mm—which alters the engine’s overall displacement, from 1,971 cc (14:1 compression), to 1,997 cc (8:1 compression).

    But Does it Work?

    It’s indeed a daunting feat, and we’re pleased Infiniti went through with it. But while we’re geeking out on the technology, it turns out that it’s not All that substantial out in the wild.

    While they had the vehicle, during winter, the best fuel economy average they recorded was 9.5 L/100 km. That was in Eco mode, feathering the throttle. While good, that number isn’t significantly better than what you’ll pick up from a traditional turbocharged 2.0-litre four from, say, an Audi Q5 or an Acura RDX. Heck, they got almost similar numbers out of a V6-powered Honda Pilot.

    Photo: William Clavey

    And the system is so darn seamless behind the wheel that zilch of this innovative trickery actually plays through to the driver. It also gets quickly overshadowed by the relentlessly drone-y engine note and the elastic feel of the CVT gearbox. To its credit, the VC-Turbo engine is peppy, and when running replete swing in Sport mode, it revs fast, providing impeccable pickup and more than decent acceleration. But it’s All ruined by the transmission which, we’re sorry, doesn’t belong in a extravagance vehicle.

    On the road, the QX50 demonstrates exotic chassis calibration. It feels solid, spry and reacts rather well to driver commands, but that steering wheel, not connected to an actual rack-and-pinion system (like the one establish in the Q50), is absent of life or any sort of resistance. It basically feels devotion it isn’t connected to anything. That’s because it isn’t.

    A Lot Going On

    There’s hope, however, for buyers who care not about driving dynamics, or engineering. The cabin is well sequel together, and there’s a ingenious exercise of materials, such as the quilted leather seats that abet it shine as a extravagance vehicle. But we’re so not sure about the mashup of colors—blue, brown and white—our Autograph variant was fitted with.

    Photo: William Clavey

    Its rear bench, adjustable both in tilt and slide, is spacious thanks in allotment to a flat floor. And its trunk will engulf 1,822 litres of your gear once All seats are folded flat, placing it privilege smack between an Audi Q5 (1,550 litres) and an Acura RDX (2,260 litres). Infiniti’s two-screen infotainment system remains a intricate bugger, especially when comes time to turn on the heated steering wheel, which requires entering the Climate menu, and clicking the touch-operated command, which doesn’t work with gloves on. The heated seats, on the other hand, gain their own physical button.

    Overall, there’s a lot to devotion about the 2019 Infiniti QX50, and there’s finally a sense the brand is aligning itself with an identity All of its own. But that VC-Turbo deserves a lot more attention, let lonely actually accomplish something for consumers. As a whole, there’s appeal, but they shake it’s already getting eaten up by the other unusual kid on the block, the redesigned Acura RDX.


    Corporate Law & Governance Update: February 2019 | killexams.com true questions and Pass4sure dumps

    Friday, February 8, 2019

    INCREASING FOCUS ON CORPORATE PURPOSE

    There is a notable increase in governance discourse on the relationship of corporate purpose to sustainable revenue growth, in the context of changing social and political structures.

    Prominent thought leaders such as Laurence Fink and Martin Lipton are emphasizing the “inextricable link” between corporate social purpose and profit. According to Mr. Fink, a company that truly understands and expresses its corporate purpose is more likely to function with the discipline that will yield long-term profitability. His 2019 missive to corporate CEOs continued his accent on the requisite for corporate leadership to focus more on the social and environmental needs of the regions and communities a company serves.

    Mr. Lipton advises that concepts of social responsibility and environmental/social/governance criteria in investments “are becoming mainstream governance topics that encompass a wide ambit of issues,” including, for example, “climate change, systemic pecuniary stability, human capital management, worker retirement, supply chain labor standards, and consumer/product safety.”

    Underscoring the timeliness of the social purpose discussion, Microsoft and Facebook recently contributed significant funding towards the development of affordable housing in Seattle and San Francisco, respectively.

    These developments present a potential threat to the tax-exempt status of nonprofit health systems. As for-profit corporations (especially those in the health care industry) relegate to corporate social responsibility purposes, they narrow the distinction between their corporate purposes and those of nonprofit corporations as it relates to the justification of tax-exempt status. The pressure for nonprofit health systems to demonstrate how their purposes are materially different from those of for-profit systems will increase.

    POST-SCANDAL GOVERNANCE CHANGES

    The newly released Business Standards Report from Wells Fargo provides a comprehensive template for how boards (including those in health care) may implement governance and compliance based “lessons learned” from corporate scandals.The report is premised on an acknowledgment of the root causes of the well-chronicled compliance scandal:

  • Performance management and incentive programs that drove behaviors that were both inappropriate and inconsistent with corporate values

  • A decentralized industry model that granted too much autonomy to management and de-emphasized corporate oversight

  • Certain control functions that adopted a narrow “transactional” approach to issues as they arose

  • The value in the Report is its description of the governance, structural, compensation and compliance based changes made in response to the scandal. These comprise the following:

  • Eliminating product sales goals incentives for retail bankers and changing their incentive and performance management models to focus on customer suffer and broader “team” incentives

  • Centralizing functions such as corporate risk, human resources, finance, technology, and data in order to ensure greater corporate oversight and consistency

  • Adopting a more refined, comprehensive and better-resourced risk management function

  • Adopting a series of governance changes aimed at strengthening oversight and other board practices

  • Among the most significant governance changes were separating the chair and CEO roles; implementing compensation-based accountability actions against inevitable executives; changing the composition of the board to add members with suffer in pecuniary services, risk management and human capital management; changing the leadership and membership of several notable board committees; amending committee charters to stress risk oversight factors; and improving the plane of management reporting and analysis to the board.

    THE 2019 ACC SURVEY

    The latest edition in this important annual review provides apposite information to the board and executive leadership on the expanding role of, and the value provided by, the chief legal officer (CLO).

    The survey articulates changes to the CLO’s role emerging from what the Association of Corporate Counsel (ACC) calls “the age of the chief legal officer.” These changes collectively indicate that CLOs are assuming more prominent roles within their respective organizations, which involve them in tasks beyond those of technical legal advisor. The CLO’s expanded role is attributed in allotment to such factors as rapid regulatory change, globalization, disruptive technology and the growing importance of corporate social responsibility issues—all of which, the survey correctly notes, gain significant legal implications.

    Several specific observations of the survey are of relevance to hospitals and health systems:

  • The CLO’s role is that of an organizational leader on matters of ethics and culture, and on corporate sustainability efforts.

  •  78 percent of surveyed CLOs report to their CEO (with an even higher percentage in Fortune 500 companies).

  • 70 percent of those surveyed indicated that management regularly seeks their input on industry decisions (i.e., when the CLO is not consulted in the industry decision process, risk increases).

  • A primary focus of CLO dialogue with the board focuses on risk-related issues.

  • New regulations, brand, and reputational issues, as well as disruptive technology, can breathe expected to significantly affect corporate decisions in 2019.

  • The role of legal operations staff in the management of in-house legal departments is increasing.

  • Board and executive leadership should breathe made sensible of these and other notable conclusions of the ACC Survey as they relate to the proper organizational role of the CLO.

    KAUFMAN HALL CFO OUTLOOK

    The 2019 version of Kaufman Hall’s annual “CFO Outlook” makes an notable observation about self-possession in the health system’s talent to do faultfinding decisions in the current transformational health industry environment.

    One of the Outlook’s leading conclusions is that “CFO confidence” in organizational talent to manage the pecuniary impact of evolving industry conditions has dropped. Only 23 percent of the surveyed CFOs “are very confident in their team’s talent to quickly and easily do adjustments to strategies and plans,” which is a reduction from the 2018 survey. Kaufman Hall concludes that the data represents “red flags” that should breathe of “serious concern” to health systems, especially as it relates to the system’s talent to apply organizational agility to the twin challenges of changing payment and delivery models.

    Two other survey conclusions are particularly noteworthy for the health system board. One is the perceived leading priority areas for CFOs: identifying and managing cost-reduction initiatives, predicting and managing the impact of changing payment models, and improved performance management and reporting to operational and C-suite leaders (and presumably to the board). The other is the requisite for management to monitor the pecuniary impact of capital projects after their completion. This is illustrious as faultfinding to sequel accountability and transparency, and to ensure that capital spending does not exceed capital capabilities.

    The entirety of the Kaufman Hall Outlook is recommended reading for the board’s finance committee, and should also breathe considered by the governance committee as it evaluates opportunities for enhancements to the board’s existing approach to making informed decisions on notable issues affecting the system’s industry strategy.

    DIRECTOR LIABILITY FOR CYBERBREACH

    Boards that didn’t previously acquire their personal exposure for cybersecurity transgression seriously may no longer requisite convincing if the recent resolution of a prominent shareholder derivative action is any indication.

    The case arose from a series of security incidents that afflicted an internet content and service provider. The recent judicially approved settlement requires the provider’s former directors to personally contribute $29 million to the settlement. (The company had been sold in the term following the security incidents.) The derivative action contained a number of allegations, including but not limited to transgression of fiduciary duty, unjust enrichment and waste of corporate assets. Plaintiffs claimed that company leadership improperly withheld information about the breaches and were more focused on covering up the incidents than on making proper disclosure.

    As some observers gain noted, it is one of the first instances in which a cyber-breach-based derivative action has been successful to any degree. While the settlement amount will breathe paid by the defendants’ insurance carriers, this case illustrates to corporate boards the personal costs associated with allegations that they failed to meet their cybersecurity oversight responsibilities. At a more practical level, the settlement is likely to motivate plaintiff’s attorneys whose primary goal may breathe to access the board’s D&O coverage, as opposed to litigating until verdict.

    All of this is atrocious word for corporate boards already suffering from cybersecurity fatigue and requisite of self-possession in their cyber and digital literacy. The settlement’s direct implication may breathe higher expectations of director cybersecurity oversight.

    DIRECTOR RETIREMENT POLICIES AND AGE DIVERSITY

    Several recent developments are drawing attention to director refreshment concepts regarding age-based service limits and the impact of millennial directors.

    For example, the FedEx board recently announced that it approved changes to its corporate governance guidelines to apply its mandatory retirement age of 75 only to non-management directors. While the company’s press release didn’t specify the intuition for the change, media speculation posits that it was to allow FedEx’s prominent and highly regarded founder, chairman, and chief executive Frederick W. Smith to remain on the company’s board past his 75th birthday this year.

    Also notable is a new academic survey that draws some controversial conclusions about the attribute of board service by independent directors over the age of 65. Among these are that such directors are less able or gain weaker incentives to fulfill board duties; that company performance suffers when it has a greater harmony of older directors on the board; and that such directors suffer from monitoring deficiencies that may limit board effectiveness in the exercise of its oversight of management.

    There are no “best practices” with respect to director age limits. The Commonsense Principles of Governance 2.0 recommend that whatever the case, companies should clearly articulate their approach on term limits and retirement age. To the extent, the board allows exceptions, the bases for particular exceptions (in the context of the board’s assessment of its performance and composition) should breathe clearly documented.

    The “age diversity” of the board, appropriateness of age limitations, and the effectiveness of directors over a inevitable age are All likely to breathe a source of serious governance committee discussion over the next several years as boards of many leading companies become notably older in age. Contributing to the issue is the continuing claim for experienced independent directors, while companies limit the outside board service of their own directors. At the selfsame time, there are slowly increasing amounts of data and other information on the perspectives and tendencies of director candidates from the “Generations X, Y and Z” eras.

    All of this will increase expectations for the governance committee to do thoughtful, informed decisions with respect to age diversity on the board.

    BUSINESS JUDGMENT RULE AND NON-DIRECTOR EXECUTIVE OFFICERS

    Senior executive leaders should breathe counseled on conduct that could prompt fiduciary claims, given the ongoing uncertainty surrounding industry judgment rule protection.

    As executive leaders mug continued pressure to translate sustainable industry strategy into plans that can breathe effectively implemented, questions naturally arise with respect to their exposure to regulatory, derivative or other challenges to their conduct. In this context, the availability of industry judgment rule protection becomes a concern for non-director executive officers.

    A recent Delaware Court of Chancery decision provides an equivocal response to this concern. The case was a derivative action in which a shareholder alleged that the company CEO breached his fiduciary duty in the context of the sale of Xura, Inc. to a private equity firm. In a footnote to the decision (which addressed a motion to dismiss), the vice-chancellor addressed the question of the standard concerning fiduciary breaches by non-director officers.

    While expressing a presumption in favor of applying the industry judgment rule to the CEO, the vice chancellor acknowledged the unsettled nature of the law on this point (i.e., whether the rule should apply, versus evaluating executive conduct under negligence standards based on agency principles). Given that uncertainty, he recommended that such officers breathe counseled to acquire inevitable steps to reduce exposure to fiduciary claims—for example, by ensuring that they act with due care, not in a conflicted state and in advantageous faith.

    Health system general counsel may wish to review the state of law on this point in their own jurisdiction(s), advise their executive leadership accordingly, and also confirm for those leaders the availability of insurance, indemnification and advancement protection.

    THE COMBINED CHAIR/CEO POSITION

    Several recent developments commend continued discourse on the appropriateness, from a governance perspective, of the CEO also serving as the chair of the board.

    Trends reflect a slight preference towards separating the position, reflecting the view that a stand-alone chair will breathe able to provide more efficacious oversight and balance to a stand-alone executive. There are also questions regarding CEO conflicts arising from votes on industry proposals made by the CEO. But recent industry media coverage has also reported on decisions by some major corporations’ boards to combine the position in a single individual in order to ensure continuity in a term of strong operational and pecuniary performance.

    This is another prominent governance topic for which there is no established “best practice.” For example, the Commonsense Principles of Governance 2.0 recognizes both approaches (without a specific preference) and recommends that the ultimate decision breathe the product of thoughtful board discussion. It also recommends that the board periodically review its leadership structure and explain clearly (in the appropriate shape of public document) to interested third parties why it has separated or combined the roles, consistent with the board’s oversight responsibilities.

    The expectation is that if a board combines the chair and CEO roles, it will apply a prominent designated lead independent director and governance structure. In such situations, it is notable to clearly articulate the duties and responsibilities of the lead independent director in order to avoid confusion, conflict, and misunderstanding.

    FAILED MERGER CONTROVERSY

    Ongoing litigation involving two nonprofit health systems highlights the types of legal claims that can breathe made by the parties to a proposed merger transaction that was terminated in the context of acrimonious circumstances.

    According to word reports and litigation filings in state court, the two nonprofit systems pursued discussions in which Health System A would breathe substituted for Health System B as the sole corporate member of two hospitals. The parties executed a missive of intent (LOI) and commenced their respective due diligence reviews while simultaneously negotiating the transaction agreements. Unique terms of the LOI allegedly included a commitment by System A to cease negotiations with any other health system in the state during the term of the LOI, and to do a advantageous faith deposit of $15 million in escrow in consideration for receiving an exclusivity commitment from System B. The LOI allegedly contained a due diligence “out” for System A under inevitable circumstances.

    Subsequently, System A sought to exercise its “out” based on inevitable information provided to it by System B. System B refused System A’s request for recur of its escrow payment, and System A filed a complaint seeking the escrow’s recur as well as the cost of its due diligence. System B responded with a counterclaim alleging that System A improperly used confidential information obtained in its due diligence to attempt to recruit inevitable physicians away from System B.

    The litigation is apposite in the context of the broader health care consolidation market. There is a notable increase in parties abandoning transactions post-LOI, for multiple meritorious reasons, such as possibility of regulatory challenge/legal feasibility issues, cultural concerns, due diligence issues and unresolvable disagreements on industry issues. Depending upon the circumstances involved with a decision to terminate discussions, the allegations presented in this litigation could breathe apposite to the nature of disputes that could arise as a result of the termination decision, and the costs associated with the related dispute.

    LEADERSHIP ACCOUNTABILITY FOR attribute ISSUES

    Several recent health system developments suggest increasing board willingness to hold senior corporate management directly accountable for significant, high-profile attribute of care incidents.

    In one incident involving a major medical center, 23 employees (including members of management) were placed on administrative leave during the pendency of an internal investigation regarding allegations that a staff physician prescribed deadly doses of a particular throe medication for dozens of patients. The incident is also under local law enforcement investigation, and multiple civil suits gain been filed against the involved physician and the hospital.

    In another incident, essentially the entire senior leadership team of a prominent hospital resigned or otherwise left the organization in the wake of a local media investigation that identified what it described as theatrical increases in the hospital’s mortality rates. Among those leaving the organization was the hospital CEO, a vice president and the deputy director of the involved institute. The chair of the hospital’s department of surgery resigned his administrative position.

    In both instances, the respective state departments of health and the Centers for Medicare and Medicaid Services (CMS) gain threatened to terminate the hospitals’ CMS enrollment. CMS’s survey processes often comprise a review of the role of the hospital governing carcass in identified areas of concern, including any evidence available to demonstrate appropriate monitoring and oversight of hospital operations, quality, practitioner privileging and credentialing, and other issues directly related to clinical care.

    These developments highlight the increasingly closer nexus between attribute of care incidents, board attribute of care oversight responsibilities, and the reality of individual accountability under broad concepts of corporate compliance and patient stewardship. In particular, these developments suggest that traditional focus on medical-staff-based corrective actions lonely may breathe an insufficient organizational response to the patient, financial, legal, regulatory enforcement and reputational costs associated with catastrophic attribute of care incidents.

    Going forward, quality, corporate compliance and pecuniary protocols (at the least) may serve to establish an expectation of a broader, more comprehensive board-driven (or parent-organization-mandated) response to significant patient safety concerns that encompasses not only attribute improvements and policy changes, but also individual accountability of corporate executives, as well as medical staff members and allied health personnel. It is certainly not inconceivable that board members may in the future breathe subject to related internal investigations and other scrutiny for their feasible role in similar incidents.



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