KIMBERLY CLARK CORP
10-Qs and 10-Ks
PROXIES
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
10-Q
(Mark One)
For the quarterly period ended
June 30, 2020
OR
For the transition period from ________ to ________
Commission file number
1-225
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of
incorporation) |
(I.R.S. Employer
Identification No.) |
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(Address of principal executive offices)
(Zip code)
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972
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281-1200
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
x
No
o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
x
No
o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
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Accelerated filer | ☐ | |||||||||||
| Non-accelerated filer | ☐ | Smaller reporting company |
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| Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
☐
No
x
As of July 16, 2020, there were
341,047,156
shares of the Corporation's common stock outstanding.
Table of Contents
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
KIMBERLY-CLARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENTS
(Unaudited)
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Three Months Ended
June 30 |
Six Months Ended
June 30 |
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| (Millions of dollars, except per share amounts) | 2020 | 2019 | 2020 | 2019 | ||||||||||||||||||||||
| Net Sales | $ |
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$ |
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$ |
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$ |
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| Cost of products sold |
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| Gross Profit |
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| Marketing, research and general expenses |
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| Other (income) and expense, net |
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| Operating Profit |
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| Nonoperating expense |
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(
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| Interest income |
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| Interest expense |
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| Income Before Income Taxes and Equity Interests |
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| Provision for income taxes |
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(
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(
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| Income Before Equity Interests |
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| Share of net income of equity companies |
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| Net Income |
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| Net income attributable to noncontrolling interests |
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(
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(
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(
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| Net Income Attributable to Kimberly-Clark Corporation | $ |
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$ |
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$ |
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$ |
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| Per Share Basis | ||||||||||||||||||||||||||
| Net Income Attributable to Kimberly-Clark Corporation | ||||||||||||||||||||||||||
| Basic | $ |
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$ |
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$ |
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$ |
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| Diluted | $ |
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$ |
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$ |
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$ |
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See notes to the unaudited interim consolidated financial statements.
1
KIMBERLY-CLARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
|
Three Months Ended
June 30 |
Six Months Ended
June 30 |
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| (Millions of dollars) | 2020 | 2019 | 2020 | 2019 | ||||||||||||||||||||||
| Net Income | $ |
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$ |
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$ |
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$ |
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| Other Comprehensive Income (Loss), Net of Tax | ||||||||||||||||||||||||||
| Unrealized currency translation adjustments |
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(
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(
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| Employee postretirement benefits |
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| Other |
(
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(
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(
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| Total Other Comprehensive Income (Loss), Net of Tax |
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(
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| Comprehensive Income |
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| Comprehensive (income) loss attributable to noncontrolling interests |
(
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(
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(
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(
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| Comprehensive Income Attributable to Kimberly-Clark Corporation | $ |
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$ |
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$ |
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$ |
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See notes to the unaudited interim consolidated financial statements.
2
KIMBERLY-CLARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(2020 Data is Unaudited)
| (Millions of dollars) | June 30, 2020 | December 31, 2019 | ||||||||||||
| ASSETS | ||||||||||||||
| Current Assets | ||||||||||||||
| Cash and cash equivalents | $ |
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$ |
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| Accounts receivable, net |
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| Inventories |
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| Other current assets |
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| Total Current Assets |
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| Property, Plant and Equipment, Net |
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| Investments in Equity Companies |
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| Goodwill |
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| Other Assets |
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| TOTAL ASSETS | $ |
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$ |
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| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||||||||
| Current Liabilities | ||||||||||||||
| Debt payable within one year | $ |
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$ |
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| Trade accounts payable |
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| Accrued expenses and other current liabilities |
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| Dividends payable |
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| Total Current Liabilities |
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| Long-Term Debt |
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| Noncurrent Employee Benefits |
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| Deferred Income Taxes |
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| Other Liabilities |
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| Redeemable Preferred Securities of Subsidiaries |
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| Stockholders' Equity | ||||||||||||||
| Kimberly-Clark Corporation | ||||||||||||||
| Preferred stock - no par value - authorized 20.0 million shares, none issued |
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Common stock - $1.25 par value - authorized 1.2 billion shares; issued 378.6 million shares at June 30, 2020 and December 31, 2019
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| Additional paid-in capital |
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Common stock held in treasury, at cost - 37.6 and 37.1 million shares at June 30, 2020 and December 31, 2019, respectively
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(
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(
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| Retained earnings |
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| Accumulated other comprehensive income (loss) |
(
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(
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| Total Kimberly-Clark Corporation Stockholders' Equity |
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(
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| Noncontrolling Interests |
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| Total Stockholders' Equity |
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| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ |
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$ |
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See notes to the unaudited interim consolidated financial statements.
3
KIMBERLY-CLARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
| Three Months Ended June 30, 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (Millions of dollars, shares in thousands, except per share amounts) |
Common Stock
Issued |
Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Non-controlling Interests | Total Stockholders' Equity | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at March 31, 2020 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
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| Net income in stockholders' equity, excludes redeemable interests' share | — | — | — | — | — |
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— |
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Other comprehensive income, net of tax,
excludes redeemable interests' share |
— | — | — | — | — | — |
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| Stock-based awards exercised or vested | — | — |
(
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(
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— | — | — |
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| Shares repurchased | — | — | — |
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(
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— | — | — |
(
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| Recognition of stock-based compensation | — | — |
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— | — | — | — | — |
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| Dividends declared ($1.07 per share) | — | — | — | — | — |
(
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— | — |
(
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| Other | — | — |
(
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— | — |
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— | — |
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| Balance at June 30, 2020 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
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| Six Months Ended June 30, 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (Millions of dollars, shares in thousands, except per share amounts) |
Common Stock
Issued |
Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Non-controlling Interests | Total Stockholders' Equity | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2019 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
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| Net income in stockholders' equity, excludes redeemable interests' share | — | — | — | — | — |
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— |
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| Other comprehensive income, net of tax, excludes redeemable interests' share | — | — | — | — | — | — |
(
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(
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(
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| Stock-based awards exercised or vested | — | — |
(
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(
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— | — | — |
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| Shares repurchased | — | — | — |
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(
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— | — | — |
(
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| Recognition of stock-based compensation | — | — |
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— | — | — | — | — |
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| Dividends declared ($2.14 per share) | — | — | — | — | — |
(
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— |
(
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(
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| Other | — | — |
(
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— | — |
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— |
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| Balance at June 30, 2020 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
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See notes to the unaudited interim consolidated financial statements.
4
KIMBERLY-CLARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
| Three Months Ended June 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (Millions of dollars, shares in thousands, except per share amounts) |
Common Stock
Issued |
Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Non-controlling Interests | Total Stockholders' Equity | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at March 31, 2019 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
(
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| Net income in stockholders' equity, excludes redeemable interests' share | — | — | — | — | — |
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— |
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| Other comprehensive income, net of tax, excludes redeemable interests' share | — | — | — | — | — | — |
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(
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| Stock-based awards exercised or vested | — | — |
(
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(
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— | — | — |
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| Shares repurchased | — | — | — |
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(
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— | — | — |
(
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| Recognition of stock-based compensation | — | — |
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— | — | — | — | — |
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| Dividends declared ($1.03 per share) | — | — | — | — | — |
(
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— | — |
(
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| Other | — | — |
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— | — |
(
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— |
(
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(
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| Balance at June 30, 2019 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
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| Six Months Ended June 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (Millions of dollars, shares in thousands, except per share amounts) |
Common Stock
Issued |
Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Non-controlling Interests | Total Stockholders' Equity | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2018 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
(
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| Net income in stockholders' equity, excludes redeemable interests' share | — | — | — | — | — |
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— |
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| Other comprehensive income, net of tax, excludes redeemable interests' share | — | — | — | — | — | — |
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(
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| Stock-based awards exercised or vested | — | — |
(
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(
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— | — | — |
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| Shares repurchased | — | — | — |
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(
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— | — | — |
(
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| Recognition of stock-based compensation | — | — |
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— | — | — | — | — |
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| Dividends declared ($2.06 per share) | — | — | — | — | — |
(
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— |
(
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(
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| Other | — | — |
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— | — |
(
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— |
(
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(
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| Balance at June 30, 2019 |
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$ |
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$ |
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$ |
(
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$ |
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$ |
(
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$ |
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$ |
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See notes to the unaudited interim consolidated financial statements.
5
KIMBERLY-CLARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED CASH FLOW STATEMENTS
(Unaudited)
|
Six Months Ended
June 30 |
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| (Millions of dollars) | 2020 | 2019 | ||||||||||||
| Operating Activities | ||||||||||||||
| Net income | $ |
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$ |
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| Depreciation and amortization |
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| Stock-based compensation |
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| Deferred income taxes |
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| Net (gains) losses on asset dispositions |
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| Equity companies' earnings (in excess of) less than dividends paid |
(
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(
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| Operating working capital |
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(
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| Postretirement benefits |
(
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(
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| Other |
(
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(
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| Cash Provided by Operations |
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| Investing Activities | ||||||||||||||
| Capital spending |
(
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(
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| Investments in time deposits |
(
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(
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| Maturities of time deposits |
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| Other |
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| Cash Used for Investing |
(
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(
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| Financing Activities | ||||||||||||||
| Cash dividends paid |
(
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(
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| Change in short-term debt |
(
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| Debt proceeds |
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| Debt repayments |
(
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(
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| Proceeds from exercise of stock options |
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| Acquisitions of common stock for the treasury |
(
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(
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| Other |
(
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(
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| Cash Used for Financing |
(
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(
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| Effect of Exchange Rate Changes on Cash and Cash Equivalents |
(
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| Change in Cash and Cash Equivalents |
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(
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| Cash and Cash Equivalents - Beginning of Period |
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| Cash and Cash Equivalents - End of Period | $ |
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$ |
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See notes to the unaudited interim consolidated financial statements.
6
KIMBERLY-CLARK CORPORATION AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1.
Accounting Policies
Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all material adjustments which are of a normal and recurring nature necessary for a fair presentation of the results for the periods presented have been reflected. Dollar amounts are reported in millions, except per share dollar amounts, unless otherwise noted.
For further information, refer to the consolidated financial statements and footnotes included in our Annual Report on Form 10-K for the year ended December 31, 2019. The terms "Corporation," "Kimberly-Clark," "K-C," "we," "our" and "us" refer to Kimberly-Clark Corporation and its consolidated subsidiaries.
Highly Inflationary Accounting in Argentina
GAAP guidance requires the use of highly inflationary accounting for countries whose cumulative three-year inflation exceeds 100 percent. In the second quarter of 2018, published inflation indices indicated that the three-year cumulative inflation in Argentina exceeded 100 percent, and as of July 1, 2018, we elected to adopt highly inflationary accounting for our subsidiaries in Argentina (“K-C Argentina”). Under highly inflationary accounting, K-C Argentina’s functional currency became the U.S. dollar, and its income statement and balance sheet have been measured in U.S. dollars using both current and historical rates of exchange.
The effect of changes in exchange rates on peso-denominated monetary assets and liabilities has been reflected in earnings in Other (income) and expense, net and was not material. As of June 30, 2020, K-C Argentina had a small net peso monetary position.
Net sales of K-C Argentina were approximately
1
percent of our consolidated net sales for the six months ended June 30, 2020 and 2019.
Recently Adopted Accounting Standards
The Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No. 2018-15,
Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40)
. The new guidance reduces complexity for the accounting for costs of implementing a cloud computing service arrangement and aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). We adopted this standard as of January 1, 2020 on a prospective basis. The effects of this standard on our financial position, results of operations and cash flows were not material.
In March 2020, the FASB issued ASU No. 2020-04,
Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.
This guidance provides temporary optional expedients and exceptions to accounting guidance on contract modifications and hedge accounting to ease entities’ financial reporting burdens as the market transitions from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The guidance was effective upon issuance and generally can be applied through December 31, 2022. The effects of this standard on our financial position, results of operations and cash flows are not expected to be material.
Accounting Standards Issued - Not Yet Adopted
The FASB issued ASU No. 2019-12,
S
implifying the Accounting for Income Taxes (Topic 740)
.
The new guidance simplifies the accounting for income taxes by eliminating certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, hybrid taxes and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of the accounting for income taxes. For public companies, the amendments in this ASU are effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Early adoption is permitted in interim or annual periods with any adjustments reflected as of the beginning of the annual period that includes that interim period. Additionally, entities that elect early adoption must adopt all the amendments in the same period. Amendments are to be applied prospectively, except for certain amendments that are to be applied either retrospectively or with a modified retrospective approach through a cumulative effect adjustment recorded to retained earnings. The effects of this standard on our financial position, results of operations or cash flows are not expected to be material.
7
Note 2.
2018 Global Restructuring Program
In January 2018, we announced the 2018 Global Restructuring Program to reduce our structural cost base by streamlining and simplifying our manufacturing supply chain and overhead organization. We expect to close or sell approximately 10 manufacturing facilities and expand production capacity at several others. We expect to exit or divest some lower-margin businesses that generate approximately 1 percent of our net sales. The restructuring is expected to impact our organizations in all major geographies. Workforce reductions are expected to be in the range of
5,000
to
5,500
. Certain capital appropriations under the 2018 Global Restructuring Program are being finalized. Accounting for actions related to each appropriation will commence when the appropriation is authorized for execution.
The restructuring is expected to be completed in 2021, with total costs anticipated to be
t
oward the high end of the range of $
1.7
billion to $
1.9
billion pre-tax ($
1.3
billion to $
1.4
billion after tax). Cash costs are expected to be $
900
to $
1.0
billion, primarily related to workforce reductions. Non-cash charges are expected to be $
800
to $
900
pre-tax and will primarily consist of incremental depreciation, asset write-offs and pension settlement and curtailment charges.
The following net charges were incurred in connection with the 2018 Global Restructuring Program:
|
Three Months Ended
June 30 |
Six Months Ended
June 30 |
||||||||||||||||||||||
| 2020 | 2019 | 2020 | 2019 | ||||||||||||||||||||
| Cost of products sold: | |||||||||||||||||||||||
| Charges for workforce reductions | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Asset write-offs |
|
|
|
|
|||||||||||||||||||
| Incremental depreciation |
|
|
|
|
|||||||||||||||||||
| Other exit costs |
|
|
|
|
|||||||||||||||||||
| Total |
|
|
|
|
|||||||||||||||||||
| Marketing, research and general expenses: | |||||||||||||||||||||||
| Charges (adjustments) for workforce reductions |
|
(
|
(
|
(
|
|||||||||||||||||||
| Other exit costs |
|
|
|
|
|||||||||||||||||||
| Total |
|
|
|
|
|||||||||||||||||||
| Other (income) and expense, net |
|
|
|
(
|
|||||||||||||||||||
| Total charges |
|
|
|
|
|||||||||||||||||||
| Provision for income taxes |
(
|
(
|
(
|
(
|
|||||||||||||||||||
| Net charges |
|
|
|
|
|||||||||||||||||||
| Net impact related to equity companies and noncontrolling interests |
|
|
(
|
|
|||||||||||||||||||
| Net charges attributable to Kimberly-Clark Corporation | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
The following summarizes the restructuring liabilities activity:
| 2020 | 2019 | |||||||||||||
| Restructuring liabilities at January 1 | $ |
|
$ |
|
||||||||||
| Charges for workforce reductions and other cash exit costs |
|
|
||||||||||||
| Cash payments |
(
|
(
|
||||||||||||
| Currency and other |
(
|
|
||||||||||||
| Restructuring liabilities at June 30 | $ |
|
$ |
|
||||||||||
Restructuring liabilities of $
75
and $
125
are recorded in Accrued expenses and other current liabilities and $
31
and $
61
are recorded in Other Liabilities as of June 30, 2020 and 2019, respectively. The impact related to restructuring charges is recorded in Operating working capital and Other Operating Activities, as appropriate, in our consolidated cash flow statements.
8
Note 3.
Fair Value Information
The following fair value information is based on a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The three levels in the hierarchy used to measure fair value are:
Level 1 – Unadjusted quoted prices in active markets accessible at the reporting date for identical assets and liabilities.
Level 2 – Quoted prices for similar assets or liabilities in active markets. Quoted prices for identical or similar assets and liabilities in markets that are not considered active or financial instruments for which all significant inputs are observable, either directly or indirectly.
Level 3 – Prices or valuations that require inputs that are significant to the valuation and are unobservable.
A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.
During the six months ended June 30, 2020 and for the full year 2019, there were no significant transfers to or from level 3 fair value determinations.
Derivative assets and liabilities are measured on a recurring basis at fair value. At June 30, 2020 and December 31, 2019, derivative assets were $
113
and $
34
, respectively, and derivative liabilities were $
28
and $
44
, respectively. The fair values of derivatives used to manage interest rate risk and commodity price risk are based on LIBOR rates and interest rate swap curves and NYMEX price quotations, respectively. The fair values of hedging instruments used to manage foreign currency risk are based on published quotations of spot currency rates and forward points, which are converted into implied forward currency rates. Measurement of our derivative assets and liabilities is considered a level 2 measurement. Additional information on our classification and use of derivative instruments is contained in Note 6.
Redeemable preferred securities of subsidiaries are measured on a recurring basis at fair value and were $
29
as of June 30, 2020 and December 31, 2019. They are not traded in active markets. As of June 30, 2020, the fair values of the redeemable securities were based on a discounted cash flow valuation model. Measurement of the redeemable preferred securities is considered a level 3 measurement.
Company-owned life insurance ("COLI") assets are measured on a recurring basis at fair value. COLI assets were $
69
and $
76
at June 30, 2020 and December 31, 2019, respectively. The COLI policies are a source of funding primarily for our nonqualified employee benefits and are included in Other Assets. The COLI policies are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy.
The following table includes the fair value of our financial instruments for which disclosure of fair value is required:
| Fair Value Hierarchy Level | Carrying Amount | Estimated Fair Value | Carrying Amount | Estimated Fair Value | |||||||||||||||||||||||||
| June 30, 2020 | December 31, 2019 | ||||||||||||||||||||||||||||
| Assets | |||||||||||||||||||||||||||||
|
Cash and cash equivalents
(a)
|
1 | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||||
|
Time deposits
(b)
|
1 |
|
|
|
|
||||||||||||||||||||||||
|
Liabilities
|
|||||||||||||||||||||||||||||
|
Short-term debt
(c)
|
2 |
|
|
|
|
||||||||||||||||||||||||
|
Long-term debt
(d)
|
2 |
|
|
|
|
||||||||||||||||||||||||
(a)
Cash equivalents are composed of certificates of deposit, time deposits and other interest-bearing investments with original maturity dates of 90 days or less. Cash equivalents are recorded at cost, which approximates fair value.
(b)
Time deposits are composed of deposits with original maturities of more than 90 days but less than one year and instruments with original maturities of greater than one year, included in Other current assets or Other Assets in the consolidated balance sheet, as appropriate. Time deposits are recorded at cost, which approximates fair value.
(c)
Short-term debt is composed of U.S. commercial paper and/or other similar short-term debt issued by non-U.S. subsidiaries, all of which are recorded at cost, which approximates fair value.
(d)
Long-term debt includes the current portion of these debt instruments. Fair values were estimated based on quoted prices for financial instruments for which all significant inputs were observable, either directly or indirectly.
9
Note 4.
Earnings Per Share ("EPS")
There are no adjustments required to be made to net income for purposes of computing EPS.
The average number of common shares outstanding is reconciled to those used in the basic and diluted EPS computations as follows:
|
Three Months Ended
June 30 |
Six Months Ended
June 30 |
|||||||||||||||||||||||||
| (Millions of shares) | 2020 | 2019 | 2020 | 2019 | ||||||||||||||||||||||
| Basic |
|
|
|
|
||||||||||||||||||||||
| Dilutive effect of stock options and restricted share unit awards |
|
|
|
|
||||||||||||||||||||||
| Diluted |
|
|
|
|
||||||||||||||||||||||
The impact of options outstanding that were not included in the computation of diluted EPS because their exercise price was greater than the average market price of the common shares was insignificant. The number of common shares outstanding as of June 30, 2020 and 2019 was
341.0
million and
344.2
million, respectively.
Note 5.
Stockholders' Equity
Net unrealized currency gains or losses resulting from the translation of assets and liabilities of foreign subsidiaries, except those in highly inflationary economies, are recorded in Accumulated Other Comprehensive Income ("AOCI"). For these operations, changes in exchange rates generally do not affect cash flows; therefore, unrealized translation adjustments are recorded in AOCI rather than net income. Upon sale or substantially complete liquidation of any of these subsidiaries, the applicable unrealized translation would be removed from AOCI and reported as part of the gain or loss on the sale or liquidation.
Also included in unrealized translation amounts are the effects of foreign exchange rate changes on intercompany balances of a long-term investment nature and transactions designated as hedges of net foreign investments.
The change in net unrealized currency translation for the six months ended June 30, 2020 was primarily due to weakening of foreign currencies versus the U.S. dollar.
The changes in the components of AOCI attributable to Kimberly-Clark, net of tax, are as follows:
| Unrealized Translation | Defined Benefit Pension Plans | Other Postretirement Benefit Plans | Cash Flow Hedges and Other | |||||||||||||||||||||||
| Balance as of December 31, 2018 | $ |
(
|
$ |
(
|
$ |
|
$ |
|
||||||||||||||||||
|
Other comprehensive income (loss) before reclassifications
|
|
|
|
(
|
||||||||||||||||||||||
| (Income) loss reclassified from AOCI |
|
|
(a) |
(
|
(a) |
(
|
||||||||||||||||||||
| Net current period other comprehensive income (loss) |
|
|
|
(
|
||||||||||||||||||||||
| Balance as of June 30, 2019 | $ |
(
|
$ |
(
|
$ |
|
$ |
(
|
||||||||||||||||||
| Balance as of December 31, 2019 | $ |
(
|
$ |
(
|
$ |
(
|
$ |
(
|
||||||||||||||||||
|
Other comprehensive income (loss) before
reclassifications |
(
|
|
|
|
||||||||||||||||||||||
| (Income) loss reclassified from AOCI |
|
|
(a) |
(
|
(a) |
(
|
||||||||||||||||||||
| Net current period other comprehensive income (loss) |
(
|
|
|
|
||||||||||||||||||||||
| Balance as of June 30, 2020 | $ |
(
|
$ |
(
|
$ |
(
|
$ |
(
|
||||||||||||||||||
(a)
Included in computation of net periodic benefit costs.
Note 6.
Objectives and Strategies for Using Derivatives
As a multinational enterprise, we are exposed to financial risks, such as changes in foreign currency exchange rates, interest rates, and commodity prices. We employ a number of practices to manage these risks, including operating and financing activities and, where appropriate, the use of derivative instruments.
At June 30, 2020 and December 31, 2019, derivative assets were $
113
and $
34
, respectively, and derivative liabilities were $
28
and $
44
, respectively, primarily comprised of foreign currency exchange contracts. Derivative assets are recorded in Other
10
current assets or Other Assets, as appropriate, and derivative liabilities are recorded in Accrued expenses and other current liabilities or Other Liabilities, as appropriate.
Foreign Currency Exchange Rate Risk
Translation adjustments result from translating foreign entities' financial statements into U.S. dollars from their functional currencies. The risk to any particular entity's net assets is reduced to the extent that the entity is financed with local currency borrowings. A portion of our balance sheet translation exposure for certain affiliates, which results from changes in translation rates between the affiliates’ functional currencies and the U.S. dollar, is hedged with cross-currency swap contracts and certain foreign denominated debt which are designated as net investment hedges. The foreign currency exposure on certain non-functional currency denominated monetary assets and liabilities, primarily intercompany loans and accounts payable, is hedged with primarily undesignated derivative instruments.
Derivative instruments are entered into to hedge a portion of forecasted cash flows denominated in foreign currencies for non-U.S. operations' purchases of raw materials, which are priced in U.S. dollars, and imports of intercompany finished goods and work-in-process priced predominantly in U.S. dollars and euros. The derivative instruments used to manage these exposures are designated as cash flow hedges.
Interest Rate Risk
Interest rate risk is managed using a portfolio of variable and fixed-rate debt composed of short and long-term instruments. Interest rate swap contracts may be used to facilitate the maintenance of the desired ratio of variable and fixed-rate debt and are designated as fair value hedges. From time to time, we also hedge the anticipated issuance of fixed-rate debt, and these contracts are designated as cash flow hedges.
Commodity Price Risk
We use derivative instruments, such as forward contracts, to hedge a limited portion of our exposure to market risk arising from changes in prices of certain commodities. These derivatives are designated as cash flow hedges of specific quantities of the underlying commodity expected to be purchased in future months. In addition, we utilize negotiated short-term contract structures, including fixed price contracts, to manage volatility for a portion of our commodity costs.
Fair Value Hedges
Derivative instruments that are designated and qualify as fair value hedges are predominantly used to manage interest rate risk. The fair values of these interest rate derivative instruments are recorded as an asset or liability, as appropriate, with the offset recorded in Interest expense. The offset to the change in fair values of the related debt is also recorded in Interest expense. Any realized gain or loss on the derivatives that hedge interest rate risk is amortized to Interest expense over the life of the related debt. As of June 30, 2020, the aggregate notional values and carrying values of outstanding interest rate contracts designated as fair value hedges were $
300
and $
325
, respectively. For the six months ended June 30, 2020 and 2019, gains or losses recognized in Interest expense for interest rate swaps were not significant.
Cash Flow Hedges
For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative instrument is initially recorded in AOCI, net of related income taxes, and recognized in earnings in the same income statement line and period that the hedged exposure affects earnings. As of June 30, 2020, outstanding commodity forward contracts were in place to hedge a limited portion of our estimated requirements of the related underlying commodities in the remainder of 2020 and future periods. As of June 30, 2020, the aggregate notional value of outstanding foreign exchange derivative contracts designated as cash flow hedges was $
663
. For the six months ended June 30, 2020 and 2019, no significant gains or losses were reclassified into Interest expense, Cost of products sold or Other (income) and expense, net as a result of the discontinuance of cash flow hedges due to the original forecasted transaction no longer being probable of occurring. At June 30, 2020, amounts to be reclassified from AOCI into Interest expense, Cost of products sold or Other (income) and expense, net during the next twelve months are not expected to be material. The maximum maturity of cash flow hedges in place at June 30, 2020 is June 2022.
11
Net Investment Hedges
For derivative instruments that are designated and qualify as net investment hedges, the aggregate notional value was $
1.5
billion at June 30, 2020. We exclude the interest accruals on cross-currency swap contracts and the forward points on foreign exchange forward contracts from the assessment and measurement of hedge effectiveness. We recognize the interest accruals on cross-currency swap contracts in earnings within Interest expense. We amortize the forward points on foreign exchange contracts into earnings within Interest expense over the life of the hedging relationship. Changes in fair value of net investment hedges are recorded in AOCI and offset the change in the value of the net investment being hedged.
For the six months ended June 30, 2020, unrealized gains of $
71
related to net investment hedge fair value changes were recorded in AOCI and no significant amounts were reclassified from AOCI to Interest expense.
No significant amounts were excluded from the assessment of net investment, fair value or cash flow hedge effectiveness as of June 30, 2020.
Undesignated Hedging Instruments
Gains or losses on undesignated foreign exchange hedging instruments are immediately recognized in Other (income) and expense, net. A gain of $
12
and loss of $
5
were recorded in the three months ended June 30, 2020 and 2019, respectively. A gain of $
8
and loss of $
13
were recorded in the six months ended June 30, 2020 and 2019, respectively. The effect on earnings from the use of these non-designated derivatives is substantially neutralized by the transactional gains and losses recorded on the underlying assets and liabilities. At June 30, 2020, the notional value of these undesignated derivative instruments was approximately $
1.7
billion.
Note 7.
Business Segment Information
We are organized into operating segments based on product groupings. These operating segments have been aggregated into three reportable global business segments: Personal Care, Consumer Tissue and K-C Professional. The reportable segments were determined in accordance with how our chief operating decision maker and our executive managers develop and execute global strategies to drive growth and profitability. These strategies include global plans for branding and product positioning, technology, research and development programs, cost reductions including supply chain management, and capacity and capital investments for each of these businesses. Segment management is evaluated on several factors, including operating profit. Segment operating profit excludes Other (income) and expense, net and income and expense not associated with ongoing operations of the business segments, including the costs of corporate decisions related to the 2018 Global Restructuring Program described in Note 2.
The principal sources of revenue in each global business segment are described below:
•
Personal Care
brands offer our consumers a trusted partner in caring for themselves and their families by delivering confidence, protection and discretion through a wide variety of innovative solutions and products such as disposable diapers, training and youth pants, swimpants, baby wipes, feminine and incontinence care products, and other related products. Products in this segment are sold under the Huggies, Pull-Ups, Little Swimmers, GoodNites, DryNites, Kotex, U by Kotex, Intimus, Depend, Plenitud, Poise and other brand names.
•
Consumer Tissue
offers a wide variety of innovative solutions and trusted brands that responsibly improve everyday living for families around the world. Products in this segment include facial and bathroom tissue, paper towels, napkins and related products, and are sold under the Kleenex, Scott, Cottonelle, Viva, Andrex, Scottex, Neve and other brand names.
•
K-C Professional
partners with businesses to create Exceptional Workplaces, helping to make them healthier, safer and more productive through a range of solutions and supporting products such as wipers, tissue, towels, apparel, soaps and sanitizers. Our brands, including Kleenex, Scott, WypAll, Kimtech and KleenGuard are well known for quality and trusted to help people around the world work better.
12
Information concerning consolidated operations by business segment is presented in the following tables:
| Three Months Ended June 30 | Six Months Ended June 30 | |||||||||||||||||||||||||||||||||||||
| 2020 | 2019 | Change | 2020 | 2019 | Change | |||||||||||||||||||||||||||||||||
| NET SALES | ||||||||||||||||||||||||||||||||||||||
| Personal Care | $ |
|
$ |
|
-
|
% | $ |
|
$ |
|
+
|
% | ||||||||||||||||||||||||||
| Consumer Tissue |
|
|
+
|
% |
|
|
+
|
% | ||||||||||||||||||||||||||||||
| K-C Professional |
|
|
-
|
% |
|
|
-
|
% | ||||||||||||||||||||||||||||||
| Corporate & Other |
|
|
N.M. |
|
|
N.M. | ||||||||||||||||||||||||||||||||
| TOTAL NET SALES | $ |
|
$ |
|
|
% | $ |
|
$ |
|
+
|
|||||||||||||||||||||||||||
| OPERATING PROFIT | ||||||||||||||||||||||||||||||||||||||
| Personal Care | $ |
|
$ |
|
+
|
% | $ |
|
$ |
|
+
|
% | ||||||||||||||||||||||||||
| Consumer Tissue |
|
|
+
|
% |
|
|
+
|
% | ||||||||||||||||||||||||||||||
| K-C Professional |
|
|
-
|
% |
|
|
+
|
% | ||||||||||||||||||||||||||||||
|
Corporate & Other
(a)
|
(
|
(
|
N.M. |
(
|
(
|
N.M. | ||||||||||||||||||||||||||||||||
|
Other (income) and expense, net
(a)
|
|
|
+
|
% |
|
|
+
|
% | ||||||||||||||||||||||||||||||
| TOTAL OPERATING PROFIT | $ |
|
$ |
|
+
|
% | $ |
|
$ |
|
+
|
% | ||||||||||||||||||||||||||
(a)
Corporate & Other and Other (income) and expense, net include income and expense not associated with the business segments, including charges related to the 2018 Global Restructuring Program. Restructuring charges related to the Personal Care, Consumer Tissue and K-C Professional business segments were $
40
, $
34
and $
11
, respectively, for the three months ended June 30, 2020, $
66
, $
36
and $
15
, respectively, for the three months ended June 30, 2019, $
74
, $
76
and $
26
, respectively, for the six months ended June 30, 2020 and $
155
, $
82
and $
31
, respectively for the six months ended June 30, 2019.
N.M. - Not Meaningful
Sales of Principal Products
| Three Months Ended June 30 | Six Months Ended June 30 | |||||||||||||||||||||||||
| (Billions of dollars) | 2020 | 2019 | 2020 | 2019 | ||||||||||||||||||||||
| Baby and child care products |
|
|
|
|
||||||||||||||||||||||
| Consumer tissue products |
|
|
|
|
||||||||||||||||||||||
| Away-from-home professional products |
|
|
|
|
||||||||||||||||||||||
| All other |
|
|
|
|
||||||||||||||||||||||
| Consolidated | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Note 8.
Supplemental Balance Sheet Data
The following schedule presents a summary of inventories by major class:
| June 30, 2020 | December 31, 2019 | |||||||||||||||||||||||||||||||||||||
| LIFO | Non-LIFO | Total | LIFO | Non-LIFO | Total | |||||||||||||||||||||||||||||||||
| Raw materials | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||||||||||
| Work in process |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| Finished goods |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| Supplies and other |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||
|
Excess of FIFO or weighted-average cost over
LIFO cost |
(
|
|
(
|
(
|
|
(
|
||||||||||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||||||||||
Inventories are valued at the lower of cost or net realizable value, determined on the FIFO or weighted-average cost methods, and at the lower of cost or market, determined on the LIFO cost method.
13
The following schedule presents a summary of property, plant and equipment, net:
| June 30, 2020 | December 31, 2019 | ||||||||||
| Land | $ |
|
$ |
|
|||||||
| Buildings |
|
|
|||||||||
| Machinery and equipment |
|
|
|||||||||
| Construction in progress |
|
|
|||||||||
|
|
|
||||||||||
| Less accumulated depreciation |
(
|
(
|
|||||||||
| Total | $ |
|
$ |
|
|||||||
14
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Introduction
This management's discussion and analysis ("MD&A") of financial condition and results of operations is intended to provide investors with an understanding of our recent performance, financial condition and prospects. Dollar amounts are reported in millions, except per share dollar amounts, unless otherwise noted. The following will be discussed and analyzed:
•
Overview of Second Quarter 2020 Results
•
Impact of COVID-19
•
Results of Operations and Related Information
•
Liquidity and Capital Resources
•
Information Concerning Forward-Looking Statements
We describe our business outside North America in two groups – Developing and Emerging Markets ("D&E") and Developed Markets. D&E markets comprise Eastern Europe, the Middle East and Africa, Latin America and Asia-Pacific, excluding Australia and South Korea. Developed Markets consist of Western and Central Europe, Australia and South Korea. We have three reportable business segments: Personal Care, Consumer Tissue and K-C Professional. These business segments are described in greater detail in Note 7 to the unaudited interim consolidated financial statements.
This section presents a discussion and analysis of our second quarter 2020 net sales, operating profit and other information relevant to an understanding of the results of operations. In addition, we provide commentary regarding organic sales growth, which describes the impact of changes in volume, net selling prices and product mix on net sales. Change in foreign currency exchange rates and exited businesses also impact the year-over-year change in net sales. Our analysis compares the three and six months ended June 30, 2020 results to the same periods in 2019.
Throughout this MD&A, we refer to financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S., or GAAP, and are therefore referred to as non-GAAP financial measures. These measures include adjusted gross and operating profit, adjusted net income, adjusted earnings per share, adjusted other (income) and expense, net and adjusted effective tax rate. We believe these measures provide our investors with additional information about our underlying results and trends, as well as insight into some of the financial measures used to evaluate management.
Non-GAAP financial measures are not meant to be considered in isolation or as a substitute for the comparable GAAP measures, and they should be read only in conjunction with our unaudited interim consolidated financial statements prepared in accordance with GAAP. There are limitations to these non-GAAP financial measures because they are not prepared in accordance with GAAP and may not be comparable to similarly titled measures of other companies due to potential differences in methods of calculation and items being excluded. We compensate for these limitations by using these non-GAAP financial measures as a supplement to the GAAP measures and by providing reconciliations of the non-GAAP and comparable GAAP financial measures.
The non-GAAP financial measures exclude the following item for the relevant time periods as indicated in the reconciliations included later in this MD&A:
•
2018 Global Restructuring Program - In 2018, we initiated this restructuring program to reduce our structural cost base by streamlining and simplifying our manufacturing supply chain and overhead organization. See Item 1, Note 2 to the unaudited interim consolidated financial statements for details.
Overview of Second Quarter 2020 Results
•
Net sales of $4.6 billion increased slightly compared to the year-ago period. Changes in foreign currency exchange rates reduced sales approximately 4 percent, while organic sales increased 4 percent.
•
Operating profit was $925 in 2020 and $670 in 2019. Net Income Attributable to Kimberly-Clark Corporation was $681 in 2020 compared to $485 in 2019, and diluted earnings per share were $1.99 in 2020 compared to $1.40 in 2019. Results in both periods include charges related to the 2018 Global Restructuring Program.
Impact of COVID-19
We continue to actively address the COVID-19 situation and its impact globally. We believe that we will emerge from these events well positioned for long-term growth, though we cannot reasonably estimate the duration and severity of this global pandemic or its ultimate impact on the global economy and our business and results.
15
We have experienced increased volatility in demand for some of our products as consumers adapt to the evolving environment. Beginning in the first quarter, particularly in March, demand across all business segments and major geographies increased as consumers increased home inventory levels in response to COVID-19. We expect the increase to be followed by periods of potential demand softness and volatility as consumers use existing home inventories and demand potentially returns to more normal levels. Demand for our consumer tissue products has been elevated so far this year as more people spend more time at home. Our K-C Professional business experienced volume declines in the second quarter reflecting the reduction in away from home demand.
During 2020, we have experienced temporary closures of certain facilities, though we have not experienced a material impact from a plant closure to date and our facilities have largely been exempt or partially exempt from government closure orders. At many of our facilities, we have been experiencing increased employee absences, which may continue in the current situation.
During 2020, we experienced increased volatility in foreign currency exchange rates and commodity prices, as discussed below.
Results of Operations and Related Information
This section presents a discussion and analysis of our second quarter 2020 net sales, operating profit and other information relevant to an understanding of the results of operations.
Consolidated
| Selected Financial Results | Three Months Ended June 30 | Six Months Ended June 30 | |||||||||||||||||||||||||||||||||
| 2020 | 2019 | Percent Change | 2020 | 2019 | Percent Change | ||||||||||||||||||||||||||||||
| Net Sales: | |||||||||||||||||||||||||||||||||||
| North America | $ | 2,623 | $ | 2,430 | +8 | % | $ | 5,224 | $ | 4,820 | +8 | % | |||||||||||||||||||||||
| Outside North America | 2,052 | 2,235 | -8 | % | 4,536 | 4,550 | — | % | |||||||||||||||||||||||||||
| Intergeographic sales | (63) | (71) | N.M. | (139) | (143) | N.M. | |||||||||||||||||||||||||||||
| Total Net Sales | 4,612 | 4,594 | — | % | 9,621 | 9,227 | +4 | % | |||||||||||||||||||||||||||
| Operating Profit: | |||||||||||||||||||||||||||||||||||
| North America | 769 | 608 | +26 | % | 1,428 | 1,180 | +21 | % | |||||||||||||||||||||||||||
| Outside North America | 333 | 260 | +28 | % | 747 | 563 | +33 | % | |||||||||||||||||||||||||||
|
Corporate & Other
(a)
|
(169) | (193) | N.M. | (324) | (409) | N.M. | |||||||||||||||||||||||||||||
|
Other (income) and expense, net
(a)
|
8 | 5 | +60 | % | 22 | 9 | +144 | % | |||||||||||||||||||||||||||
| Total Operating Profit | 925 | 670 | +38 | % | 1,829 | 1,325 | +38 | % | |||||||||||||||||||||||||||
| Share of net income of equity companies | 35 | 33 | +6 | % | 73 | 60 | +22 | % | |||||||||||||||||||||||||||
|
Net Income Attributable to Kimberly-Clark Corporation
|
681 | 485 | +40 | % | 1,341 | 939 | +43 | % | |||||||||||||||||||||||||||
| Diluted Earnings per Share | 1.99 | 1.40 | +42 | % | 3.92 | 2.71 | +45 | % | |||||||||||||||||||||||||||
(a) Corporate & Other and Other (income) and expense, net include income and expense not associated with the business segments, including adjustments as indicated in the Non-GAAP Reconciliations.
N.M. - Not Meaningful
16
GAAP to Non-GAAP Reconciliations of Selected Financial Results
| Three Months Ended June 30, 2020 | ||||||||||||||||||||
|
As
Reported |
2018 Global
Restructuring Program |
As
Adjusted Non-GAAP |
||||||||||||||||||
| Cost of products sold | $ | 2,835 | $ | 60 | $ | 2,775 | ||||||||||||||
| Gross Profit | 1,777 | (60) | 1,837 | |||||||||||||||||
| Marketing, research and general expenses | 844 | 27 | 817 | |||||||||||||||||
| Operating Profit | 925 | (87) | 1,012 | |||||||||||||||||
| Provision for income taxes | (199) | 15 | (214) | |||||||||||||||||
| Effective tax rate | 23.2 | % | — | 22.7 | % | |||||||||||||||
| Share of net income of equity companies | 35 | (1) | 36 | |||||||||||||||||
| Net income attributable to noncontrolling interests | (11) | 1 | (12) | |||||||||||||||||
| Net Income Attributable to Kimberly-Clark Corporation | 681 | (72) | 753 | |||||||||||||||||
|
Diluted Earnings per Share
(a)
|
1.99 | (0.21) | 2.20 | |||||||||||||||||
| Three Months Ended June 30, 2019 | ||||||||||||||||||||
|
As
Reported |
2018 Global
Restructuring Program |
As
Adjusted Non-GAAP |
||||||||||||||||||
| Cost of products sold | $ | 3,108 | $ | 102 | $ | 3,006 | ||||||||||||||
| Gross Profit | 1,486 | (102) | 1,588 | |||||||||||||||||
| Marketing, research and general expenses | 811 | 17 | 794 | |||||||||||||||||
| Operating Profit | 670 | (119) | 789 | |||||||||||||||||
| Provision for income taxes | (132) | 27 | (159) | |||||||||||||||||
| Effective tax rate | 22.2 | % | — | 22.3 | % | |||||||||||||||
| Net Income Attributable to Kimberly-Clark Corporation | 485 | (92) | 577 | |||||||||||||||||
|
Diluted Earnings per Share
(a)
|
1.40 | (0.27) | 1.67 | |||||||||||||||||
| Six Months Ended June 30, 2020 | ||||||||||||||||||||
|
As
Reported |
2018 Global
Restructuring Program |
As
Adjusted Non-GAAP |
||||||||||||||||||
| Cost of products sold | $ | 6,053 | $ | 130 | $ | 5,923 | ||||||||||||||
| Gross Profit | 3,568 | (130) | 3,698 | |||||||||||||||||
| Marketing, research and general expenses | 1,717 | 50 | 1,667 | |||||||||||||||||
| Operating Profit | 1,829 | (180) | 2,009 | |||||||||||||||||
| Provision for income taxes | (396) | 33 | (429) | |||||||||||||||||
| Effective tax rate | 23.4 | % | — | 22.9 | % | |||||||||||||||
| Share of net income of equity companies | 73 | (1) | 74 | |||||||||||||||||
| Net income attributable to noncontrolling interests | (26) | 2 | (28) | |||||||||||||||||
| Net Income Attributable to Kimberly-Clark Corporation | 1,341 | (146) | 1,487 | |||||||||||||||||
|
Diluted Earnings per Share
(a)
|
3.92 | (0.43) | 4.34 | |||||||||||||||||
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| Six Months Ended June 30, 2019 | ||||||||||||||||||||
|
As
Reported |
2018 Global
Restructuring Program |
As
Adjusted Non-GAAP |
||||||||||||||||||
| Cost of products sold | $ | 6,313 | $ | 227 | $ | 6,086 | ||||||||||||||
| Gross Profit | 2,914 | (227) | 3,141 | |||||||||||||||||
| Marketing, research and general expenses | 1,580 | 45 | 1,535 | |||||||||||||||||
| Other (income) and expense, net | 9 | (1) | 10 | |||||||||||||||||
| Operating Profit | 1,325 | (271) | 1,596 | |||||||||||||||||
| Provision for income taxes | (275) | 58 | (333) | |||||||||||||||||
| Effective tax rate | 23.4 | % | — | 23.0 | % | |||||||||||||||
| Share of net income of equity companies | 60 | (2) | 62 | |||||||||||||||||
| Net income attributable to noncontrolling interests | (22) | 1 | (23) | |||||||||||||||||
| Net Income Attributable to Kimberly-Clark Corporation | 939 | (214) | 1,153 | |||||||||||||||||
|
Diluted Earnings per Share
(a)
|
2.71 | (0.62) | 3.33 | |||||||||||||||||
(a) "As Adjusted Non-GAAP" may not equal "As Reported" plus "Adjustments" as a result of rounding.
Analysis of Consolidated Results
| Net Sales | Percent Change | Adjusted Operating Profit | Percent Change | |||||||||||||||||||||||||||||
| Three Months Ended June 30 | Six Months Ended June 30 | Three Months Ended June 30 | Six Months Ended June 30 | |||||||||||||||||||||||||||||
| Volume | 2 | 5 | Volume | 8 | 13 | |||||||||||||||||||||||||||
| Net Price | 1 | 1 | Net Price | 7 | 6 | |||||||||||||||||||||||||||
| Mix/Other | 1 | 1 | Input Costs | 10 | 12 | |||||||||||||||||||||||||||
| Currency | (4) | (3) |
Cost Savings
(c)
|
22 | 19 | |||||||||||||||||||||||||||
|
Total
(a)
|
— | 4 | Currency Translation | (2) | (2) | |||||||||||||||||||||||||||
|
Other
(d)
|
(17) | (22) | ||||||||||||||||||||||||||||||
|
Organic
(b)
|
4 | 7 | Total | 28 | 26 | |||||||||||||||||||||||||||
(a) Total may not equal the sum of volume, net price, mix/other and currency due to rounding.
(b) Combined impact of changes in volume, net price and mix/other.
(c) Combined benefits of the FORCE (Focused On Reducing Costs Everywhere) program and 2018 Global Restructuring Program.
(d) Includes impact of changes in product mix, marketing, research and general expenses, foreign currency transaction effects and other manufacturing costs.
Net sales in the second quarter of $4.6 billion increased slightly compared to the year-ago period. Changes in foreign currency exchange rates reduced sales approximately 4 percent, while organic sales increased 4 percent. Volumes increased 2 percent and changes in net selling prices and product mix each increased sales by 1 percent. In North America, organic sales increased 12 percent in consumer products but fell 3 percent in K-C Professional. Outside North America, organic sales rose 3 percent in developed markets but fell 3 percent in D&E markets, driven by Latin America.
Operating profit in the second quarter was $925 in 2020 and $670 in 2019. Results in both periods include charges related to the 2018 Global Restructuring Program. Second quarter adjusted operating profit was $1,012 in 2020 and $789 in 2019. Results benefited from organic sales growth, $120 of cost savings from our FORCE program and $55 of cost savings from the 2018 Global Restructuring Program. Input costs decreased $80, driven by pulp, while other manufacturing costs rose year-on-year. Advertising spending increased and general and administrative costs were also higher compared to the prior year. Foreign currency translation effects reduced operating profit by $15 and transaction effects also negatively impacted the comparison.
The second quarter effective tax rate was 23.2 percent in 2020 and 22.2 percent in 2019. The second quarter adjusted effective tax rate was 22.7 percent in 2020 and 22.3 percent in 2019.
18
Our share of net income of equity companies in the second quarter was $35 in 2020 and $33 in 2019. The results benefited from organic sales growth and lower input costs, partially offset by negative foreign currency effects.
Diluted net income per share for the second quarter of 2020 was $1.99 in 2020 and $1.40 in 2019. Second quarter adjusted earnings per share were $2.20 in 2020, an increase of 32 percent compared to $1.67 in 2019.
Year-to-date net sales of $9.6 billion increased 4 percent compared to the year ago period. Organic sales increased 7 percent, as volumes rose 5 percent and changes in net selling prices and product mix each increased sales by 1 percent. Changes in foreign currency exchange rates reduced sales by 3 percent and business exits in conjunction with the 2018 Global Restructuring Program reduced sales slightly. Year-to-date operating profit was $1,829 in 2020 and $1,325 in 2019. Results in both periods include charges related to the 2018 Global Restructuring Program. Year-to-date adjusted operating profit was $2,009 in 2020 and $1,596 in 2019. Results benefited from organic sales growth, $220 of FORCE cost savings and $80 of cost savings from the 2018 Global Restructuring Program. Input costs decreased $195, driven by pulp. The comparison was impacted by unfavorable foreign currency effects, other manufacturing cost increases, increased advertising spending and higher general and administrative costs. Through six months, diluted net income per share was $3.92 in 2020 and $2.71 in 2019. Year-to-date adjusted earnings per share were $4.34 in 2020 and $3.33 in 2019.
Results by Business Segments
Personal Care
| Three Months Ended June 30 | Six Months Ended June 30 |
|
Three Months Ended June 30 | Six Months Ended June 30 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2020 | 2019 | 2020 | 2019 | 2020 | 2019 | 2020 | 2019 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net Sales | $ | 2,229 | $ | 2,286 | $ | 4,651 | $ | 4,561 | Operating Profit | $ | 519 | $ | 485 | $ | 1,046 | $ | 969 | |||||||||||||||||||||||||||||||||||||||
| Net Sales | Percent Change | Percent Change | Operating Profit | Percent Change | Percent Change | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Volume | — | 4 | Volume | 3 | 8 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Net Price | — | 1 | Net Price | 1 | 3 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mix/Other | 2 | 2 | Input Costs | 4 | 3 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Currency | (5) | (4) |
Cost Savings
(c)
|
15 | 14 | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Total
(a)
|
(2) | 2 | Currency Translation | (2) | (2) | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Other
(d)
|
(14) | (18) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Organic
(b)
|
2 | 6 | Total | 7 | 8 | |||||||||||||||||||||||||||||||||||||||||||||||||||
(a) Total may not equal the sum of volume, net price, mix/other and currency due to rounding.
(b) Combined impact of changes in volume, net price and mix/other.
(c) Combined benefits of the FORCE program and 2018 Global Restructuring Program.
(d) Includes impact of changes in product mix, marketing, research and general expenses, foreign currency transaction effects and other manufacturing costs.
Second quarter net sales in North America increased 4 percent. Volumes increased 2 percent, and changes in product mix and net selling prices increased sales by 2 percent and 1 percent, respectively. The improved volumes and product mix were driven by baby and child care.
Net sales in D&E markets decreased 9 percent. Changes in foreign currency exchange rates reduced sales 11 percent. Changes in product mix improved sales by 2 percent and volumes rose slightly, while changes in net selling prices decreased sales by 1 percent.
Net sales in developed markets outside North America decreased 8 percent. Changes in foreign currency exchange rates reduced sales by 5 percent. Volumes fell 6 percent, while the combined impact of changes in net selling prices and product mix increased sales by 3 percent.
Operating profit of $519 increased 7 percent. The comparison benefited from organic sales growth, cost savings and lower input costs. Results were impacted by unfavorable foreign currency effects, other manufacturing cost increases, higher advertising spending and increased general and administrative costs.
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Consumer Tissue
| Three Months Ended June 30 | Six Months Ended June 30 |
|
Three Months Ended June 30 | Six Months Ended June 30 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2020 | 2019 | 2020 | 2019 | 2020 | 2019 | 2020 | 2019 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net Sales | $ | 1,645 | $ | 1,472 | $ | 3,368 | $ | 2,998 | Operating Profit | $ | 428 | $ | 221 | $ | 793 | $ | 462 | |||||||||||||||||||||||||||||||||||||||
| Net Sales | Percent Change | Percent Change | Operating Profit | Percent Change | Percent Change | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Volume | 14 | 14 | Volume | 41 | 33 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Net Price | 1 | 1 | Net Price | 9 | 7 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mix/Other | (1) | — | Input Costs | 27 | 30 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Currency | (3) | (2) |
Cost Savings
(c)
|
33 | 26 | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Total
(a)
|
12 | 12 | Currency Translation | (2) | (1) | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Other
(d)
|
(14) | (23) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Organic
(b)
|
14 | 14 | Total | 94 | 72 | |||||||||||||||||||||||||||||||||||||||||||||||||||
(a) Total may not equal the sum of volume, net price, mix/other and currency due to rounding.
(b) Combined impact of changes in volume, net price and mix/other.
(c) Combined benefits of the FORCE program and 2018 Global Restructuring Program.
(d) Includes impact of changes in marketing, research and general expenses, foreign currency transaction effects and other manufacturing costs.
Second quarter net sales in North America increased 22 percent. Volumes rose 24 percent and changes in net selling prices improved sales by 1 percent, while changes in product mix decreased sales by 2 percent. Volumes increased double-digits in all major product categories. The volume increase was driven by increased shipments to support higher consumer and customer demand related to the global outbreak of COVID-19, including the significant increase in the number of people working from home.
Net sales in D&E markets decreased 9 percent including a 7 percent negative impact from changes in foreign currency exchange rates. Volumes decreased 2 percent and changes in net selling prices decreased sales by 1 percent, while changes in product mix increased sales by 1 percent.
Net sales in developed markets outside North America increased 8 percent. Volumes rose 7 percent, driven by South Korea and Western/Central Europe. The volume increase was driven by increased shipments to support higher consumer and customer demand related to the global outbreak of COVID-19. Changes in net selling prices and product mix increased sales by 4 percent and 1 percent, respectively. Changes in foreign currency exchange rates reduced sales by 4 percent.
Operating profit of $428 increased 94 percent. Results benefited from organic sales growth, cost savings and lower input costs. The comparison was impacted by increased advertising spending and unfavorable foreign currency effects.
20
K-C Professional
| Three Months Ended June 30 | Six Months Ended June 30 |
|
Three Months Ended June 30 | Six Months Ended June 30 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2020 | 2019 | 2020 | 2019 | 2020 | 2019 | 2020 | 2019 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net Sales | $ | 724 | $ | 821 | $ | 1,572 | $ | 1,638 | Operating Profit | $ | 155 | $ | 162 | $ | 336 | $ | 312 | |||||||||||||||||||||||||||||||||||||||
| Net Sales | Percent Change | Percent Change | Operating Profit | Percent Change | Percent Change | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Volume | (16) | (6) | Volume | (24) | (9) | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Net Price | 4 | 3 | Net Price | 18 | 14 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mix/Other | 3 | 2 | Input Costs | 2 | 8 | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Exited Businesses
(e)
|
— | (1) |
Cost Savings
(c)
|
16 | 14 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Currency | (2) | (2) | Currency Translation | (2) | (2) | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Total
(a)
|
(12) | (4) |
Other
(d)
|
(14) | (17) | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Organic
(b)
|
(10) | (1) | Total | (4) | 8 | |||||||||||||||||||||||||||||||||||||||||||||||||||
(a) Total may not equal the sum of volume, net price, mix/other, exited businesses and currency due to rounding.
(b) Combined impact of changes in volume, net price and mix/other.
(c) Combined benefits of the FORCE program and 2018 Global Restructuring Program.
(d) Includes impact of changes in product mix, marketing, research and general expenses, foreign currency transaction effects and other manufacturing costs.
(e) Exited businesses in conjunction with the 2018 Global Restructuring Program.
Second quarter net sales in North America decreased 3 percent. Volumes decreased 9 percent, as double-digit declines in washroom and safety products were partially offset by double-digit increases in wipers and other products. Changes in net selling prices and product mix increased sales by 4 percent and 3 percent, respectively.
Net sales in D&E markets decreased 35 percent including a 5 percent negative impact from changes in foreign currency exchange rates. Volumes fell 32 percent, with significant declines in all major geographies, and changes in product mix decreased sales by 1 percent. Changes in net selling prices increased sales by 3 percent.
Net sales in developed markets outside North America decreased 12 percent. Volumes decreased 17 percent, while changes in product mix and net selling prices increased sales by 5 percent and 3 percent, respectively. The changes were driven by Western/Central Europe. Changes in foreign currency exchange rates decreased sales by 4 percent.
Operating profit of $155 decreased 4 percent. The comparison was impacted by lower volumes, other manufacturing cost increases and unfavorable currency effects. Results benefited from increased net selling prices, improved product mix and cost savings.
2018 Global Restructuring Program
As a result of the outbreak of COVID-19 and the related uncertainty and complexity of the environment, consistent with our Form 10-Q filed on April 22, 2020, we expect that some restructuring activity and the related charges will extend into 2021 rather than being completed at the end of 2020 as previously planned. Total restructuring charges to implement the program are expected to be toward the high end of the range of $1.7 billion to $1.9 billion pre-tax ($1.3 billion to $1.4 billion after tax). We continue to expect the program will generate annual pre-tax cost savings of $500 to $550. We target to achieve those savings by the end of 2021, although it is possible the full realization could occur in 2022 because of the uncertainties related to COVID-19
.
Savings for the first six months of 2020 were $80, bringing cumulative savings to $380. See Item 1, Note 2 to the unaudited interim consolidated financial statements for additional information.
Liquidity and Capital Resources
Cash Provided by Operations
Cash provided by operations was $2,283 for the first six months of 2020 compared to $926 in the prior year. The increase was driven by improved working capital, higher earnings and the timing of tax payments.
21
Investing
During the six months ended June 30, 2020, our capital spending was $636 compared to $569 in the prior year. We anticipate that full year capital spending will be $1.2 billion to $1.3 billion.
Financing
Our short-term debt, which consists of U.S. commercial paper with original maturities up to 90 days and/or other similar short-term debt issued by non-U.S. subsidiaries, was $93 as of June 30, 2020 (included in Debt payable within one year on the consolidated balance sheet). The average month-end balance of short-term debt for the second quarter of 2020 was $112. These short-term borrowings provide supplemental funding for supporting our operations. The level of short-term debt generally fluctuates depending upon the amount of operating cash flows and the timing of customer receipts and payments for items such as dividends and income taxes.
At June 30, 2020 and December 31, 2019, total debt was $8.1 billion and $7.7 billion, respectively.
In February 2020, we issued $500 aggregate principal amount of 2.875% notes due February 7, 2050. Proceeds from the offering were used for general corporate purposes including the repayment of a portion of our commercial paper indebtedness.
In March 2020, we issued $750 aggregate principal amount of 3.10% notes due March 26, 2030. Proceeds from the offering were used for general corporate purposes including the repayment of a portion of our commercial paper indebtedness.
We maintain a $2.0 billion revolving credit facility which expires in June 2023 and a $750 revolving credit facility which expires in June 2021. These facilities, currently unused, support our commercial paper program, and would provide liquidity in the event our access to the commercial paper markets is unavailable for any reason.
In July 2017, the United Kingdom's Financial Conduct Authority, which regulates the London Interbank Offered Rate (LIBOR), announced that it intends to phase out LIBOR by the end of 2021. We are currently evaluating the potential effect of the eventual replacement of the LIBOR, but we do not expect the effect to be material. Accounting guidance has been recently issued to ease the transition to alternative reference rates from a financial reporting perspective. See Item 1, Note 1 to the unaudited interim consolidated financial statements for details.
We repurchase shares of Kimberly-Clark common stock from time to time pursuant to publicly announced share repurchase programs. During the first six months of 2020, we repurchased
1.9 million
shares of our common stock at a cost of
$263
through a broker in the open market. We temporarily suspended our share repurchase program effective April 24, 2020 to enhance flexibility in the current environment, but we will be restarting our share repurchase program effective July 24, 2020 with full year share repurchases anticipated to be in the range of $700 to $900.
K-C Argentina began accounting for their operations as highly inflationary effective July 1, 2018, as required by GAAP. Under highly inflationary accounting, K-C Argentina’s functional currency became the U.S. dollar, and its income statement and balance sheet have been measured in U.S. dollars using both current and historical rates of exchange. The effect of changes in exchange rates on peso-denominated monetary assets and liabilities has been reflected in earnings in Other (income) and expense, net and was not material. As of June 30, 2020, K-C Argentina had a small net peso monetary position. Net sales of K-C Argentina were approximately 1 percent of our consolidated net sales for the three and six months ended June 30, 2020.
We believe that our ability to generate cash from operations and our capacity to issue short-term and long-term debt are adequate to fund working capital, payments for our 2018 Global Restructuring Program, capital spending, pension contributions, dividends and other needs for the foreseeable future. Further, we do not expect restrictions or taxes on repatriation of cash held outside of the U.S. to have a material effect on our overall business, liquidity, financial condition or results of operations for the foreseeable future.
Information Concerning Forward-Looking Statements
Certain matters contained in this report concerning the business outlook, including the anticipated cost savings from our FORCE program, costs and savings from the 2018 Global Restructuring Program, cash flow and uses of cash, growth initiatives, innovations, marketing and other spending, net sales, anticipated currency rates and exchange risks, including the impact in Argentina, raw material, energy and other input costs, effective tax rate, contingencies and anticipated transactions of Kimberly-Clark, including dividends, share repurchases and pension contributions, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are based upon management's expectations and beliefs concerning future events impacting Kimberly-Clark. There can be no assurance that these future events will occur as anticipated or that our results will be as estimated. Forward-looking statements speak only as of the date they were made, and we undertake no obligation to publicly update them.
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The assumptions used as a basis for the forward-looking statements include many estimates that, among other things, depend on the achievement of future cost savings and projected volume increases. In addition, many factors outside our control, including pandemics (including the ongoing COVID-19 outbreak), epidemics, fluctuations in foreign currency exchange rates, the prices and availability of our raw materials, potential competitive pressures on selling prices for our products, energy costs, our ability to maintain key customer relationships and retail trade customer actions, as well as general economic and political conditions globally and in the markets in which we do business, could affect the realization of these estimates.
For a description of certain factors that could cause our future results to differ from those expressed in these forward-looking statements, see Item 1A entitled "Risk Factors" in each of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 and our Annual Report on Form 10-K for the year ended December 31, 2019. Other factors not presently known to us or that we presently consider immaterial could also affect our business operations and financial results.
Item 4. Controls and Procedures
As of June 30, 2020, an evaluation was performed under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, management, including the Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective as of June 30, 2020. There were no changes in our internal control over financial reporting during the quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II – OTHER INFORMATION
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
We repurchase shares of Kimberly-Clark common stock from time to time pursuant to publicly announced share repurchase programs. All our share repurchases during the second quarter of 2020 were made through a broker in the open market.
The following table contains information for shares repurchased during the second quarter of 2020. None of the shares in this table were repurchased directly from any of our officers or directors.
| Period (2020) |
Total Number
of Shares
Purchased
(a)
|
Average
Price Paid Per Share |
Total Number of
Shares Purchased as Part of Publicly Announced Plans or Programs |
Maximum Number
of Shares That May Yet Be Purchased Under the Plans or Programs |
||||||||||||||||||||||
| April 1 to April 30 | 299,900 | $ | 130.49 | 32,299,728 | 7,700,272 | |||||||||||||||||||||
| May 1 to May 31 | — | — | 32,299,728 | 7,700,272 | ||||||||||||||||||||||
| June 1 to June 30 | — | — | 32,299,728 | 7,700,272 | ||||||||||||||||||||||
| Total | 299,900 | |||||||||||||||||||||||||
(a)
Share repurchases were made pursuant to a share repurchase program authorized by our Board of Directors on November 13, 2014. This program allows for the repurchase of 40 million shares in an amount not to exceed $5 billion.
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Item 6. Exhibits
(a)
Exhibits
Exhibit No. (4). Copies of instruments defining the rights of holders of long-term debt will be furnished to the Securities and Exchange Commission on request.
Exhibit No. (101).INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
Exhibit No. (101).SCH XBRL Taxonomy Extension Schema Document
Exhibit No. (101).CAL XBRL Taxonomy Extension Calculation Linkbase Document
Exhibit No. (101).DEF XBRL Taxonomy Extension Definition Linkbase Document
Exhibit No. (101).LAB XBRL Taxonomy Extension Label Linkbase Document
Exhibit No. (101).PRE XBRL Taxonomy Extension Presentation Linkbase Document
Exhibit No. 104 The cover page from this Current Report on Form 10-Q formated as Inline XBRL
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| KIMBERLY-CLARK CORPORATION | ||||||||
| (Registrant) | ||||||||
| By: | /s/ Andrew S. Drexler | |||||||
| Andrew S. Drexler | ||||||||
| Vice President and Controller | ||||||||
| (principal accounting officer) | ||||||||
July 23, 2020
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TABLE OF CONTENTS
Part I Financial InformationprintItem 1. Financial StatementsprintNote 1. Accounting PoliciesprintNote 2. 2018 Global Restructuring ProgramprintNote 3. Fair Value InformationprintNote 4. Earnings Per Share ("eps")printNote 5. Stockholders' EquityprintNote 6. Objectives and Strategies For Using DerivativesprintNote 7. Business Segment InformationprintNote 8. Supplemental Balance Sheet DataprintItem 2. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsprintItem 4. Controls and ProceduresprintPart II Other InformationprintItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsprintItem 6. Exhibitsprint