2022 ANNUAL REPORTBUILDING MOMENTUM1 Campbell Place, Camden, NJ 08103-1799 • investor.campbellsoupcompany.comANNUAL REPORT FSCMIX_B-W_POS_LAND.cmyk.pdf 1 3/18/17 1:16 AM
Fiscal 2022 Results
Fiscal 2022 Results
SHAREHOLDER INFORMATION
World Headquarters
Campbell Soup Company
1 Campbell Place, Camden, NJ 08103-1799
(856) 342-4800 • (856) 342-3878 (Fax)
Stock Exchange Listing
New York Stock Exchange Ticker Symbol: CPB
NET SALES
NET SALES
NET SALES
NET SALES
$8.6 Billion
$8.6 Billion
$8.6 Billion
$8.6 Billion
+2% ORGANIC NET SALES GROWTH VS. FISCAL 20211
+2% ORGANIC NET SALES GROWTH VS. FISCAL 20211
+2% ORGANIC NET SALES GROWTH VS. FISCAL 20211
+2% ORGANIC NET SALES GROWTH VS. FISCAL 20211
ADJUSTED EPS1
ADJUSTED EPS1
ADJUSTED EPS1
ADJUSTED EPS1
$2.85
$2.85
$2.85
$2.85
FLAT VS. FISCAL 2021
FLAT VS. FISCAL 2021
FLAT VS. FISCAL 2021
FLAT VS. FISCAL 2021
CONSUMPTION2
CONSUMPTION2
CONSUMPTION2
CONSUMPTION2
+4%+4%
+4%+4%
OPERATING CASH FLOW
OPERATING CASH FLOW
OPERATING CASH FLOW
OPERATING CASH FLOW
$1.2 Billion
$1.2 Billion
$1.2 Billion
$1.2 Billion
Forward-Looking Statements: Statements in this report that are not historical facts are forward-looking statements. Actual results may differ materially from those projected in the forward-looking
statements. See “Cautionary Factors That May Affect Future Results” in Item 7 and “Risk Factors” in Item 1A of our Form 10-K.
Forward-Looking Statements: Statements in this report that are not historical facts are forward-looking statements. Actual results may differ materially from those projected in the forward-looking
statements. See “Cautionary Factors That May Affect Future Results” in Item 7 and “Risk Factors” in Item 1A of our Form 10-K.
Shareholder Information Service
For the latest quarterly business results or other information
requests such as dividend dates, shareholder programs or product
news, visit investor.campbellsoupcompany.com.
Campbell Brands
Product trademarks owned or licensed by Campbell Soup
As I look ahead, our portfolio of leading brands is more
As I look ahead, our portfolio of leading brands is more
Company and/or its subsidiaries appearing in the narrative text
relevant today than perhaps any other time. The
of this report are italicized.
relevant today than perhaps any other time. The
convenience, comfort and value of our Meals & Beverages
convenience, comfort and value of our Meals & Beverages
brands, plus the elevated and differentiated nature of our
brands, plus the elevated and differentiated nature of our
Snacks portfolio is a powerful combination. We have
Snacks portfolio is a powerful combination. We have
retained the new consumers we added in the last three
retained the new consumers we added in the last three
[FSC Logo Here]
years3 and created renewed interest and loyalty among
years3 and created renewed interest and loyalty among
marketing capabilities.
marketing capabilities.
younger households. We are now on offense—fueling
growth with innovation and building upon strong
younger households. We are now on offense—fueling
The papers utilized in the production of this Annual Report are all certified for
growth with innovation and building upon strong
Forest Stewardship Council (FSC®) standards, which promote environmentally
appropriate, socially beneficial and economically viable management of the
world’s forests. This annual report was printed by DG3 North America. DG3’s
facility uses exclusively vegetable based inks, 100% renewable wind energy and
releases zero VOCs into the environment.
“Campbell is well-positioned to
“Campbell is well-positioned to
further build on the success and
further build on the success and
momentum we have established.”
momentum we have established.”
Transfer Agent and Registrar
Computershare Trust Company, N.A.
P.O. Box 43006
Providence, RI 02940-3006
1-800-780-3203
Keith R.
McLoughlin
Chair of the
Board
Keith R.
McLoughlin
Chair of the
Board
Independent Accountants
PricewaterhouseCoopers LLP
Two Commerce Square
Suite 1700
2001 Market Street
Philadelphia, PA 19103-7042
Chair’s Message
Chair’s Message
When I wrote my update last year, I reflected on how our
When I wrote my update last year, I reflected on how our
focused strategic plan and deep-rooted passion for our
purpose and our commitment to our teams and
focused strategic plan and deep-rooted passion for our
Dividends
We have paid dividends since the company became public in
purpose and our commitment to our teams and
1954. Dividends are normally paid quarterly, near the end of
communities had become more important than ever. As
January, April, July and October.
communities had become more important than ever. As
we entered fiscal 2022, our focus and passion continued,
we entered fiscal 2022, our focus and passion continued,
On behalf of the Campbell Board of Directors, I would
On behalf of the Campbell Board of Directors, I would
dynamic environment.
dynamic environment.
and drove another year of solid financial results in a truly
A dividend reinvestment plan is available to shareholders. For
and drove another year of solid financial results in a truly
information about dividends or the dividend reinvestment plan,
write to Dividend Reinvestment Plan Agent, Campbell Soup
Company, P.O. Box 43006, Providence, RI 02940-3006.
Or call: (781) 575-2723 or 1-800-780-3203
Strong demand for our products continued, despite
Strong demand for our products continued, despite
industry-wide supply chain pressures, COVID-19 variants,
industry-wide supply chain pressures, COVID-19 variants,
and unprecedented
and unprecedented
significantly advance our strategic plan. Our talented,
to
Publications
For copies of the Annual Report or the SEC Form 10-K or other
significantly advance our strategic plan. Our talented,
financial information, visit investor.campbellsoupcompany.com.
inflation
leadership teams skillfully mitigated
leadership teams skillfully mitigated
inflation. We
inflation. We
continued
continued
inflation
agile
agile
to
like to thank Mark Clouse, Campbell’s President and
like to thank Mark Clouse, Campbell’s President and
Chief Executive Officer, for his leadership, along with the
Chief Executive Officer, for his leadership, along with the
Campbell Operating Committee and Campbell Leadership
Campbell Operating Committee and Campbell Leadership
Team, who continue to deliver against our commitments. I
Team, who continue to deliver against our commitments. I
Impact. To read our Corporate Responsibility Report and learn
also want to recognize the tremendous effort by all our
more about our Environmental, Social and Governance strategy,
go to campbellsoupcompany.com/our-impact.
also want to recognize the tremendous effort by all our
employees, particularly our front-line teams. I would like to
employees, particularly our front-line teams. I would like to
acknowledge the significant contributions of Bennett
acknowledge the significant contributions of Bennett
Dorrance, who retired from the Campbell Board of
Dorrance, who retired from the Campbell Board of
through effective revenue management, productivity
through effective revenue management, productivity
improvements and cost savings. As a result, we delivered
For copies of Campbell’s Corporate Responsibility Report, write to
improvements and cost savings. As a result, we delivered
Stewart Lindsay, Vice President Corporate Responsibility and
organic net sales and adjusted earnings before interest
organic net sales and adjusted earnings before interest
Sustainability at csr_feedback@campbellsoup.com.
and taxes (EBIT) within our guidance ranges1. Most
and taxes (EBIT) within our guidance ranges1. Most
Directors earlier this year, and welcome our newest board
Directors earlier this year, and welcome our newest board
member, Bennett Dorrance, Jr. Finally, I would like to
member, Bennett Dorrance, Jr. Finally, I would like to
On the Web. Visit us at: campbellsoupcompany.com
for company news and information.
extend our gratitude to our shareholders, suppliers,
extend our gratitude to our shareholders, suppliers,
customers and all our stakeholders. I am confident
customers and all our stakeholders. I am confident
impressively, despite all the challenges of the year, we
impressively, despite all the challenges of the year, we
landed adjusted earnings per share (EPS) at the high end
landed adjusted earnings per share (EPS) at the high end
Information Sources
Inquiries regarding our products may be addressed to Campbell’s
Consumer Response Center at the World Headquarters address or
of our initial fiscal 2022 guidance1.
call 1-800-257-8443.
of our initial fiscal 2022 guidance1.
Campbell is well-positioned to further build on the success
Campbell is well-positioned to further build on the success
and momentum we have established over the last several
and momentum we have established over the last several
Careers. To explore career opportunities, visit us at:
careers.campbellsoupcompany.com.
years, and I believe the future is bright.
years, and I believe the future is bright.
Investors and financial analysts may contact Rebecca Gardy, Senior
Vice President, Chief Investor Relations Officer, at the World
Headquarters address or call (856) 342-6081.
Sincerely,
Sincerely,
Media and public relations inquiries should be directed to James
Regan, Director of External Communications, at the World
Headquarters address or call (856) 219-6409.
Communications concerning share transfer, lost certificates,
dividends and change of address, should be directed to
Computershare Trust Company, N.A., 1-800-780-3203.
Twitter + Instagram. Follow us: @CampbellSoupCo
for tweets and stories about our people, company
and brands.
Keith R. McLoughlin
Keith R. McLoughlin
Chair of the Board
Chair of the Board
LinkedIn. For stories about our people, company and brands,
follow us at: Linkedin.com/company/campbell-soup-company
1. From Continuing Operations. These non-GAAP measures are adjusted for certain items not considered to be part of the ongoing business.
A reconciliation of non-GAAP financial measures can be found on page 20.
1. From Continuing Operations. These non-GAAP measures are adjusted for certain items not considered to be part of the ongoing business.
A reconciliation of non-GAAP financial measures can be found on page 20.
2. Total IRI US MULO latest 52 weeks ending 7/31/2022. Total company.
3. IRI panel, all outlets, NBD volume adjusted, 52 weeks ending 7/31/2022
2. Total IRI US MULO latest 52 weeks ending 7/31/2022. Total company.
3. IRI panel, all outlets, NBD volume adjusted, 52 weeks ending 7/31/2022
Mark Clouse
Mark Clouse
President & CEO
President & CEO
Dear Campbell
Dear Campbell
Shareholders,
Shareholders,
We delivered another year of solid results in fiscal 2022 while advancing our strategic plan in a volatile macroeconomic
We delivered another year of solid results in fiscal 2022 while advancing our strategic plan in a volatile macroeconomic
environment. We gained momentum throughout the year and made significant progress on a variety of fronts: we grew
environment. We gained momentum throughout the year and made significant progress on a variety of fronts: we grew
our iconic brands that consumers love, accelerated our innovation and strengthened our culture, capabilities and talent.
our iconic brands that consumers love, accelerated our innovation and strengthened our culture, capabilities and talent.
We successfully navigated significant industry-wide external pressures including inflation, labor shortages, materials
We successfully navigated significant industry-wide external pressures including inflation, labor shortages, materials
availability and transportation by controlling the controllables. Our team demonstrated a significant step up in execution,
availability and transportation by controlling the controllables. Our team demonstrated a significant step up in execution,
and we grew stronger as a company, particularly in our supply chain. Our performance was solid across all key operating
and we grew stronger as a company, particularly in our supply chain. Our performance was solid across all key operating
metrics, and importantly, we delivered on our commitments, especially adjusted EPS1 which we landed at the high end
metrics, and importantly, we delivered on our commitments, especially adjusted EPS1 which we landed at the high end
of our original guidance range.
of our original guidance range.
Our brands are highly relevant, and we continued to attract and retain new households3. In fact, consumption
Our brands are highly relevant, and we continued to attract and retain new households3. In fact, consumption
was up 4% versus the prior year and up 14% versus three years ago2. Most of our key brands also remained
was up 4% versus the prior year and up 14% versus three years ago2. Most of our key brands also remained
at or above pre-pandemic share levels4. This sustained share growth is a positive sign that we are
at or above pre-pandemic share levels4. This sustained share growth is a positive sign that we are
emerging with a stronger portfolio in fiscal 2023.
emerging with a stronger portfolio in fiscal 2023.
Like many in the industry, we faced a rapidly evolving macroeconomic environment in the first
Like many in the industry, we faced a rapidly evolving macroeconomic environment in the first
part of fiscal 2022, which was marked by supply chain pressures, particularly around labor.
part of fiscal 2022, which was marked by supply chain pressures, particularly around labor.
We navigated this challenge by enhancing and accelerating our recruiting, hiring and
We navigated this challenge by enhancing and accelerating our recruiting, hiring and
onboarding processes. By the end of the second quarter, we had recovered and
onboarding processes. By the end of the second quarter, we had recovered and
strengthened our team with thousands of new hires, significantly improving our
strengthened our team with thousands of new hires, significantly improving our
ability to meet sustained strong consumer demand.
ability to meet sustained strong consumer demand.
Throughout the year, we proactively engaged our retail partners
Throughout the year, we proactively engaged our retail partners
to deploy thoughtful and effective inflation-driven pricing. This effort,
to deploy thoughtful and effective inflation-driven pricing. This effort,
combined with continued supply chain productivity improvements
combined with continued supply chain productivity improvements
and cost savings initiatives, significantly improved our ability to
and cost savings initiatives, significantly improved our ability to
mitigate sustained inflationary pressures.
mitigate sustained inflationary pressures.
4. Total IRI US MULO latest 52 weeks ending 7/31/2022
4. Total IRI US MULO latest 52 weeks ending 7/31/2022
Long-term Growth Algorithm
Long-term Growth Algorithm
~2%
~2%
ORGANIC
ORGANIC
SALES*
SALES*
4-6%
4-6%
ADJUSTED
ADJUSTED
EBIT
EBIT
*
*
6-8%
6-8%
ADJUSTED
ADJUSTED
EPS*
EPS*
For the full year, I am pleased to report that Campbell’s organic net sales grew 2% over the prior year1, driven by effective
For the full year, I am pleased to report that Campbell’s organic net sales grew 2% over the prior year1, driven by effective
revenue management efforts to counter inflation and strong results in both divisions. As expected, adjusted EBIT
revenue management efforts to counter inflation and strong results in both divisions. As expected, adjusted EBIT
decreased 4% compared to the prior year1 primarily driven by challenging inflationary pressures. Our fiscal 2022 adjusted
decreased 4% compared to the prior year1 primarily driven by challenging inflationary pressures. Our fiscal 2022 adjusted
EPS were $2.85 per share compared to $2.86 per share in the prior year1.
EPS were $2.85 per share compared to $2.86 per share in the prior year1.
Iconic Brands
Iconic Brands
Consumers Love and Trust
Consumers Love and Trust
For generations, Campbell has connected people through
For generations, Campbell has connected people through
Our Meals & Beverages portfolio of fabric-of-the-nation
Our Meals & Beverages portfolio of fabric-of-the-nation
food they love, and our iconic and differentiated brands
food they love, and our iconic and differentiated brands
brands is well-positioned. In times of rising inflation,
brands is well-positioned. In times of rising inflation,
are more relevant than ever. Our food is delicious,
are more relevant than ever. Our food is delicious,
people dial back on out-of-home meals and cook more at
people dial back on out-of-home meals and cook more at
convenient, versatile and comforting. We remain attentive
convenient, versatile and comforting. We remain attentive
home. Often, they turn to Campbell.
home. Often, they turn to Campbell.
to the needs of our consumers and recognize they too
to the needs of our consumers and recognize they too
are feeling economic pressures, which is why we remain
are feeling economic pressures, which is why we remain
focused on keeping our products affordable.
focused on keeping our products affordable.
Chunky, Well Yes! and our organic Pacific Foods
Chunky, Well Yes! and our organic Pacific Foods
ready-to-serve soups provide a range of choices for
ready-to-serve soups provide a range of choices for
consumers. Household staples like Campbell’s condensed
consumers. Household staples like Campbell’s condensed
For over 150 years we have earned consumers’ trust, and
For over 150 years we have earned consumers’ trust, and
cooking soups and Prego Italian sauces continue to be
cooking soups and Prego Italian sauces continue to be
we were especially proud to be named to Newsweek’s
we were especially proud to be named to Newsweek’s
go-to products for millions of consumers. Our leadership
go-to products for millions of consumers. Our leadership
2022 list of America’s Most Trustworthy Companies,
2022 list of America’s Most Trustworthy Companies,
position in these categories4, enables continued growth
position in these categories4, enables continued growth
ranking No. 1 in the Food & Beverage industry.
ranking No. 1 in the Food & Beverage industry.
even in a time of economic volatility.
even in a time of economic volatility.
Strategic Pillars*A non-GAAP reconciliation is not provided for long-term targets as the company is unable to reasonably estimate the financial impact of items such as actuarial gains or losses on pension and postretirement plans because these impacts are dependent on future changes in market conditions. The inability to predict the amount and timing of these future items makes a detailed reconciliation of these forward-looking financial measures impracticable.Build a winning teamand cultureAccelerateprofitable growthDeliver on the promise of our purposeFuel investmentsand margins withtargeted cost savingsStrategic Pillars*A non-GAAP reconciliation is not provided for long-term targets as the company is unable to reasonably estimate the financial impact of items such as actuarial gains or losses on pension and postretirement plans because these impacts are dependent on future changes in market conditions. The inability to predict the amount and timing of these future items makes a detailed reconciliation of these forward-looking financial measures impracticable.Build a winning teamand cultureAccelerateprofitable growthDeliver on the promise of our purposeFuel investmentsand margins withtargeted cost savings We delivered another year of solid results in fiscal 2022 while advancing our strategic plan in a volatile macroeconomic
We delivered another year of solid results in fiscal 2022 while advancing our strategic plan in a volatile macroeconomic
environment. We gained momentum throughout the year and made significant progress on a variety of fronts: we grew
environment. We gained momentum throughout the year and made significant progress on a variety of fronts: we grew
our iconic brands that consumers love, accelerated our innovation and strengthened our culture, capabilities and talent.
our iconic brands that consumers love, accelerated our innovation and strengthened our culture, capabilities and talent.
We successfully navigated significant industry-wide external pressures including inflation, labor shortages, materials
We successfully navigated significant industry-wide external pressures including inflation, labor shortages, materials
availability and transportation by controlling the controllables. Our team demonstrated a significant step up in execution,
availability and transportation by controlling the controllables. Our team demonstrated a significant step up in execution,
and we grew stronger as a company, particularly in our supply chain. Our performance was solid across all key operating
and we grew stronger as a company, particularly in our supply chain. Our performance was solid across all key operating
metrics, and importantly, we delivered on our commitments, especially adjusted EPS1 which we landed at the high end
metrics, and importantly, we delivered on our commitments, especially adjusted EPS1 which we landed at the high end
of our original guidance range.
of our original guidance range.
Our brands are highly relevant, and we continued to attract and retain new households3. In fact, consumption
Our brands are highly relevant, and we continued to attract and retain new households3. In fact, consumption
was up 4% versus the prior year and up 14% versus three years ago2. Most of our key brands also remained
was up 4% versus the prior year and up 14% versus three years ago2. Most of our key brands also remained
at or above pre-pandemic share levels4. This sustained share growth is a positive sign that we are
at or above pre-pandemic share levels4. This sustained share growth is a positive sign that we are
emerging with a stronger portfolio in fiscal 2023.
emerging with a stronger portfolio in fiscal 2023.
Like many in the industry, we faced a rapidly evolving macroeconomic environment in the first
Like many in the industry, we faced a rapidly evolving macroeconomic environment in the first
part of fiscal 2022, which was marked by supply chain pressures, particularly around labor.
part of fiscal 2022, which was marked by supply chain pressures, particularly around labor.
We navigated this challenge by enhancing and accelerating our recruiting, hiring and
We navigated this challenge by enhancing and accelerating our recruiting, hiring and
onboarding processes. By the end of the second quarter, we had recovered and
onboarding processes. By the end of the second quarter, we had recovered and
strengthened our team with thousands of new hires, significantly improving our
strengthened our team with thousands of new hires, significantly improving our
ability to meet sustained strong consumer demand.
ability to meet sustained strong consumer demand.
Throughout the year, we proactively engaged our retail partners
Throughout the year, we proactively engaged our retail partners
to deploy thoughtful and effective inflation-driven pricing. This effort,
to deploy thoughtful and effective inflation-driven pricing. This effort,
combined with continued supply chain productivity improvements
combined with continued supply chain productivity improvements
and cost savings initiatives, significantly improved our ability to
and cost savings initiatives, significantly improved our ability to
mitigate sustained inflationary pressures.
mitigate sustained inflationary pressures.
For the full year, I am pleased to report that Campbell’s organic net sales grew 2% over the prior year1, driven by effective
For the full year, I am pleased to report that Campbell’s organic net sales grew 2% over the prior year1, driven by effective
revenue management efforts to counter inflation and strong results in both divisions. As expected, adjusted EBIT
revenue management efforts to counter inflation and strong results in both divisions. As expected, adjusted EBIT
decreased 4% compared to the prior year1 primarily driven by challenging inflationary pressures. Our fiscal 2022 adjusted
decreased 4% compared to the prior year1 primarily driven by challenging inflationary pressures. Our fiscal 2022 adjusted
EPS were $2.85 per share compared to $2.86 per share in the prior year1.
EPS were $2.85 per share compared to $2.86 per share in the prior year1.
Iconic Brands
Iconic Brands
Consumers Love and Trust
Consumers Love and Trust
For generations, Campbell has connected people through
For generations, Campbell has connected people through
Our Meals & Beverages portfolio of fabric-of-the-nation
Our Meals & Beverages portfolio of fabric-of-the-nation
food they love, and our iconic and differentiated brands
food they love, and our iconic and differentiated brands
brands is well-positioned. In times of rising inflation,
brands is well-positioned. In times of rising inflation,
are more relevant than ever. Our food is delicious,
are more relevant than ever. Our food is delicious,
people dial back on out-of-home meals and cook more at
people dial back on out-of-home meals and cook more at
convenient, versatile and comforting. We remain attentive
convenient, versatile and comforting. We remain attentive
home. Often, they turn to Campbell.
home. Often, they turn to Campbell.
to the needs of our consumers and recognize they too
to the needs of our consumers and recognize they too
are feeling economic pressures, which is why we remain
are feeling economic pressures, which is why we remain
focused on keeping our products affordable.
focused on keeping our products affordable.
Chunky, Well Yes! and our organic Pacific Foods
Chunky, Well Yes! and our organic Pacific Foods
ready-to-serve soups provide a range of choices for
ready-to-serve soups provide a range of choices for
consumers. Household staples like Campbell’s condensed
consumers. Household staples like Campbell’s condensed
For over 150 years we have earned consumers’ trust, and
For over 150 years we have earned consumers’ trust, and
cooking soups and Prego Italian sauces continue to be
cooking soups and Prego Italian sauces continue to be
we were especially proud to be named to Newsweek’s
we were especially proud to be named to Newsweek’s
go-to products for millions of consumers. Our leadership
go-to products for millions of consumers. Our leadership
2022 list of America’s Most Trustworthy Companies,
2022 list of America’s Most Trustworthy Companies,
position in these categories4, enables continued growth
position in these categories4, enables continued growth
ranking No. 1 in the Food & Beverage industry.
ranking No. 1 in the Food & Beverage industry.
even in a time of economic volatility.
even in a time of economic volatility.
Supply Chain as a
Supply Chain as a
Competitive Advantage
Competitive Advantage
Over the last several years, we've undertaken a significant
Over the last several years, we've undertaken a significant
transformation agenda while navigating substantial
transformation agenda while navigating substantial
headwinds. We could not have done this without the
headwinds. We could not have done this without the
commitment and perseverance of our front-line and
commitment and perseverance of our front-line and
supply chain teams. It’s never been clearer how critical
supply chain teams. It’s never been clearer how critical
the supply chain is to our business.
the supply chain is to our business.
We have centralized our supply chain organization,
We have centralized our supply chain organization,
helping to improve efficiencies and service levels, drive
helping to improve efficiencies and service levels, drive
cost savings and improve margins. We also updated
cost savings and improve margins. We also updated
our plant operating model to empower plant managers
our plant operating model to empower plant managers
with improved access to data, decision rights and
with improved access to data, decision rights and
A strong supply chain is critical to our business.
A strong supply chain is critical to our business.
accountability to drive even better performance.
accountability to drive even better performance.
We are implementing the “Campbell Way” of operational
We are implementing the “Campbell Way” of operational
excellence to enhance our end-to-end supply chain
excellence to enhance our end-to-end supply chain
cap ab ilitie s a nd max imi ze ou r e f f ic i ency an d
cap ab ilitie s a nd max imi ze ou r e f f ic i ency an d
effectiveness across the network. One example is the
effectiveness across the network. One example is the
integration work to move the Snacks business to the
integration work to move the Snacks business to the
SAP platform.
SAP platform.
In Snacks, our power brands continued to fuel our growth.
In Snacks, our power brands continued to fuel our growth.
Our power brands hold leading and unique positioning
Our power brands hold leading and unique positioning
within large, attractive and growing categories, whether in
within large, attractive and growing categories, whether in
chips with Cape Cod and Kettle Brand; pretzels with
chips with Cape Cod and Kettle Brand; pretzels with
Snyder’s of Hanover; premium cookies with Pepperidge
Snyder’s of Hanover; premium cookies with Pepperidge
Farm or organic snacks with Late July. Nearly all these
Farm or organic snacks with Late July. Nearly all these
categories have accelerated growth versus the prior year
categories have accelerated growth versus the prior year
and three-years ago4.
and three-years ago4.
We have grown our largest Snacks brand, Goldfish, from a
We have grown our largest Snacks brand, Goldfish, from a
favorite kids' food to a top choice of teens5 and adults,
favorite kids' food to a top choice of teens5 and adults,
thanks
thanks
to
to
relevant
relevant
innovation and award-winning
innovation and award-winning
marketing.
marketing.
In
In
fiscal 2022,
fiscal 2022,
it delivered standout
it delivered standout
performance with consumption up over 9% versus a year
performance with consumption up over 9% versus a year
ago and over 19% since fiscal 20194.
ago and over 19% since fiscal 20194.
There was a lot of heavy lifting in fiscal 2022 and we are
There was a lot of heavy lifting in fiscal 2022 and we are
Our strategy to broaden our consumer base for Goldfish
Our strategy to broaden our consumer base for Goldfish
very encouraged with our progress. We are not done yet
very encouraged with our progress. We are not done yet
and drive incremental sales is working, with nearly half of
and drive incremental sales is working, with nearly half of
and have uncovered more opportunities to strengthen our
and have uncovered more opportunities to strengthen our
buyers now being households without children3. And
buyers now being households without children3. And
supply chain and our business performance.
supply chain and our business performance.
I am
I am
there's still plenty of room for growth in Goldfish and other
there's still plenty of room for growth in Goldfish and other
confident that our continued focus and investment in this
confident that our continued focus and investment in this
brands within our Snacks portfolio as more consumers
brands within our Snacks portfolio as more consumers
area will make Campbell’s supply chain a competitive
area will make Campbell’s supply chain a competitive
trade up to elevate their snacking experience.
trade up to elevate their snacking experience.
advantage and help unlock our full growth potential.
advantage and help unlock our full growth potential.
Building Momentum
Building Momentum
Fiscal 2022 was another good year for the company. We are pleased with our progress against our long-term strategy,
Fiscal 2022 was another good year for the company. We are pleased with our progress against our long-term strategy,
and we are only beginning to hit our stride. As we outlined at our fiscal 2022 Investor Day, Campbell is a stronger, more
and we are only beginning to hit our stride. As we outlined at our fiscal 2022 Investor Day, Campbell is a stronger, more
focused company, and we have proven that we can grow and win, even through adversity. With a strong foundation in
focused company, and we have proven that we can grow and win, even through adversity. With a strong foundation in
place, we are well-positioned for the future with three key advantages.
place, we are well-positioned for the future with three key advantages.
A focused and unique portfolio, with leading and growing brands4 that continue to increase in relevance.
A focused and unique portfolio, with leading and growing brands4 that continue to increase in relevance.
The Snacks division will continue to be the growth engine while our Meals & Beverages division is
The Snacks division will continue to be the growth engine while our Meals & Beverages division is
well-positioned to continue to be a meaningful contributor and deliver value for consumers.
well-positioned to continue to be a meaningful contributor and deliver value for consumers.
Each division has a clear, proven growth roadmap in place.
Each division has a clear, proven growth roadmap in place.
Our capabilities and talent.
Our capabilities and talent.
Our expanded Campbell Leadership Team is driving faster decisions, shaping culture and developing talent.
Our expanded Campbell Leadership Team is driving faster decisions, shaping culture and developing talent.
Innovation, supported by impactful marketing, will be a meaningful catalyst for growth with fiscal 2023 having
Innovation, supported by impactful marketing, will be a meaningful catalyst for growth with fiscal 2023 having
our most robust slate of innovation yet. Our focus on environmental, social and governance (ESG) initiatives
our most robust slate of innovation yet. Our focus on environmental, social and governance (ESG) initiatives
remains steadfast and a key part of the Campbell DNA.
remains steadfast and a key part of the Campbell DNA.
Our differentiated path to value creation.
Our differentiated path to value creation.
With strong cash flow generation, clear capital priorities, a strengthened balance sheet and rigor around
With strong cash flow generation, clear capital priorities, a strengthened balance sheet and rigor around
financial strategy, we are positioned to accelerate growth and expand margins.
financial strategy, we are positioned to accelerate growth and expand margins.
1.
1.
2.
2.
3.
3.
With these advantages, we are on a steady path toward
With these advantages, we are on a steady path toward
significant shareholder value creation and expect to
significant shareholder value creation and expect to
deliver a compelling long-term growth algorithm of 2%
deliver a compelling long-term growth algorithm of 2%
top-line growth, adjusted EBIT growth of 4% to 6% and
top-line growth, adjusted EBIT growth of 4% to 6% and
adjusted EPS growth of 6% to 8% by fiscal 20256.
adjusted EPS growth of 6% to 8% by fiscal 20256.
Campbell enters fiscal 2023 with strengthened fundamentals,
Campbell enters fiscal 2023 with strengthened fundamentals,
a powerful brand portfolio in advantaged categories and a
a powerful brand portfolio in advantaged categories and a
proven track record of navigating the ongoing volatile
proven track record of navigating the ongoing volatile
environment. We remain focused on what we can control
environment. We remain focused on what we can control
and continuing to deliver our commitments and unlock the
and continuing to deliver our commitments and unlock the
full growth potential of our great company.
full growth potential of our great company.
Mark Clouse
Mark Clouse
President and Chief Executive Officer
President and Chief Executive Officer
5. Piper Sandler & Co., company reports Piper Sandler & Co. Member SIPC and NYSE. 4/2022
5. Piper Sandler & Co., company reports Piper Sandler & Co. Member SIPC and NYSE. 4/2022
6. A non-GAAP reconciliation is not provided for long-term targets as the company is unable to reasonably estimate the financial impact of items such as actuarial gains or losses
6. A non-GAAP reconciliation is not provided for long-term targets as the company is unable to reasonably estimate the financial impact of items such as actuarial gains or losses
on pension and postretirement plans because these impacts are dependent on future changes in market conditions. The inability to predict the amount and timing of these future
on pension and postretirement plans because these impacts are dependent on future changes in market conditions. The inability to predict the amount and timing of these future
items makes a detailed reconciliation of these forward-looking financial measures impracticable.
items makes a detailed reconciliation of these forward-looking financial measures impracticable.
5
5
Our Employee
Our Employee
Resource Groups
Resource Groups
Our Employee Resource Groups (ERGs) play an important role in our culture
Our Employee Resource Groups (ERGs) play an important role in our culture
and I&D strategy. Many of our ERGs host networking events and offer mentorship
and I&D strategy. Many of our ERGs host networking events and offer mentorship
and sponsorship programs to develop talent and help employees
and sponsorship programs to develop talent and help employees
achieve personal and professional goals.
achieve personal and professional goals.
Asian Network
Asian Network
Black Resource Group
Black Resource Group
Bridge Network
Bridge Network
Campbell's Administrative
Campbell's Administrative
Professionals
Professionals
Charlotte
Charlotte
Community Team
Community Team
Our Pride
Our Pride
Employee Network
Employee Network
Latino Network
Latino Network
Roots
Roots
Maxton Employee
Maxton Employee
Resource Group
Resource Group
Veterans Connection
Veterans Connection
Women Inclusion Network
Women Inclusion Network
BUILD A WINNING TEAM AND CULTURE
BUILD A WINNING TEAM AND CULTURE
We have made substantial progress building an inclusive,
We have made substantial progress building an inclusive,
Another initiative underway is focused on improving
Another initiative underway is focused on improving
performance-driven culture. Our people and their
performance-driven culture. Our people and their
mental, physical, financial, career and team well-being for
mental, physical, financial, career and team well-being for
engagement have been key to our performance,
engagement have been key to our performance,
all employees. We know employees who are at their peak
all employees. We know employees who are at their peak
especially this year.
especially this year.
mentally and physically will drive a material step forward
mentally and physically will drive a material step forward
In fiscal 2022, our team delivered solid results. We leaned
In fiscal 2022, our team delivered solid results. We leaned
into our purpose, Connecting people through food they
into our purpose, Connecting people through food they
love, and our values, the “5 Cs of Campbell”—Care,
love, and our values, the “5 Cs of Campbell”—Care,
Character, Collaboration, Competitiveness and Creativity.
Character, Collaboration, Competitiveness and Creativity.
We expanded the Campbell Leadership Team, adding
We expanded the Campbell Leadership Team, adding
several key roles to provide input on long-term strategy,
several key roles to provide input on long-term strategy,
drive business performance,
drive business performance,
lead critical enterprise
lead critical enterprise
in our performance.
in our performance.
Mental
Mental
Physical
Physical
initiatives, shape our culture and develop our talent.
initiatives, shape our culture and develop our talent.
Financial
Financial
Ways to
Ways to
Well-being
Well-being
“Our goal is to build a leadership
“Our goal is to build a leadership
powerhouse that attracts and retains
powerhouse that attracts and retains
the top talent in the food industry.”
the top talent in the food industry.”
Career
Career
Team
Team
We continued to invest in our employee experience with
We continued to invest in our employee experience with
the goal of being the employer of choice in the markets
the goal of being the employer of choice in the markets
where we operate. We recognize people have many
where we operate. We recognize people have many
choices, so we are taking steps to ensure that our culture,
choices, so we are taking steps to ensure that our culture,
benefits and compensation resonate with employees, and
benefits and compensation resonate with employees, and
they feel valued in exchange for their time, experience,
they feel valued in exchange for their time, experience,
Leadership is a key differentiator in the world today. We
Leadership is a key differentiator in the world today. We
are developing the next generation of leaders with a new
are developing the next generation of leaders with a new
program, “Campbell Way of Leadership.” Our goal is to
program, “Campbell Way of Leadership.” Our goal is to
build a leadership powerhouse that attracts and retains
build a leadership powerhouse that attracts and retains
the top talent in the food industry to enhance our culture
the top talent in the food industry to enhance our culture
and propel our business performance.
and propel our business performance.
skills and capabilities. For instance, we launched a
skills and capabilities. For instance, we launched a
Finally, we are steadfast in our commitment to creating
Finally, we are steadfast in our commitment to creating
Manufacturing
Manufacturing
Incentive Program to reward hourly
Incentive Program to reward hourly
an environment where people can be real, and feel
an environment where people can be real, and feel
employees for helping our plants achieve their safety and
employees for helping our plants achieve their safety and
safe, valued and supported to do their best work. Our
safe, valued and supported to do their best work. Our
production goals.
production goals.
Inclusion and Diversity (I&D) strategy is designed to
Inclusion and Diversity (I&D) strategy is designed to
create a sense of belonging and build systemic
create a sense of belonging and build systemic
capabilities to drive change, strengthen ally networks and
capabilities to drive change, strengthen ally networks and
communities through advocacy, and ensure accountability
communities through advocacy, and ensure accountability
and transparency.
and transparency.
In fiscal 2022, we made significant strides in developing
In fiscal 2022, we made significant strides in developing
our leaders on core I&D concepts and behaviors. We
our leaders on core I&D concepts and behaviors. We
enhanced our advocacy efforts, achieved our goal for
enhanced our advocacy efforts, achieved our goal for
spending with diverse suppliers and
spending with diverse suppliers and
increased the
increased the
visibility and membership of our Employee Resource
visibility and membership of our Employee Resource
Groups. We also had a positive impact on communities
Groups. We also had a positive impact on communities
where our employees live and work by meeting our
where our employees live and work by meeting our
three-year, $1.5 million commitment to support non-profit
three-year, $1.5 million commitment to support non-profit
organizations that are fighting racism and discrimination.
organizations that are fighting racism and discrimination.
Our people and their engagement fuel our performance.
Our people and their engagement fuel our performance.
6
6
The Latino Network kicks off Hispanic Heritage Month.
The Latino Network kicks off Hispanic Heritage Month.
7
7
ACCELERATE PROFITABLE GROWTH
ACCELERATE PROFITABLE GROWTH
Meals &
Meals &
Beverages
Beverages
Our Meals & Beverages division consists of iconic
Our Meals & Beverages division consists of iconic
brands of soups, sauces and plant-based beverages
brands of soups, sauces and plant-based beverages
that consumers love. Consumers have enjoyed our
that consumers love. Consumers have enjoyed our
brands for generations, and we’re excited that others
brands for generations, and we’re excited that others
are discovering them for the first time. With a
are discovering them for the first time. With a
clear roadmap, we are focused on sustaining growth
clear roadmap, we are focused on sustaining growth
with competitive and category-leading brands, while
with competitive and category-leading brands, while
delivering attractive margins.
delivering attractive margins.
Win in Soup
Win in Soup
The soup category is stronger and more relevant than it
The soup category is stronger and more relevant than it
In fiscal 2023, we will drive awareness for our Spicy roster,
In fiscal 2023, we will drive awareness for our Spicy roster,
has been in years. Our “Win in Soup” strategy is resonating
has been in years. Our “Win in Soup” strategy is resonating
with marketing to remind consumers that Lunchtime
with marketing to remind consumers that Lunchtime
with consumers and our retail partners. We are retaining
with consumers and our retail partners. We are retaining
is Your Halftime. Fiscal 2023 marks our 25th anniversary
is Your Halftime. Fiscal 2023 marks our 25th anniversary
the younger consumers we have added in the last three
the younger consumers we have added in the last three
as an NFL sponsor, and we will expand our connection
as an NFL sponsor, and we will expand our connection
years7, who appreciate the value soup provides as a
years7, who appreciate the value soup provides as a
with younger consumers by broadening our relationship
with younger consumers by broadening our relationship
nutritionally dense and emotionally fulfilling quick meal.
nutritionally dense and emotionally fulfilling quick meal.
with the EA Sports Madden NFL video game franchise.
with the EA Sports Madden NFL video game franchise.
They have also discovered the power of condensed soup
They have also discovered the power of condensed soup
in preparing delicious family meals. In fiscal 2022, the
in preparing delicious family meals. In fiscal 2022, the
most strategic part of our condensed portfolio, our
most strategic part of our condensed portfolio, our
condensed icons, performed well with share up 2-points
condensed icons, performed well with share up 2-points
and consumption up nearly 10%4. These include Chicken
and consumption up nearly 10%4. These include Chicken
Noodle, Tomato, Cream of Chicken and Cream of
Noodle, Tomato, Cream of Chicken and Cream of
Mushroom. On a three-year basis, the sustained consumer
Mushroom. On a three-year basis, the sustained consumer
demand drove 4-points of share gains and consumption
demand drove 4-points of share gains and consumption
growth of over 23%4.
growth of over 23%4.
“Iconic brands
“Iconic brands
that consumers love.”
that consumers love.”
In ready-to-serve soup, Chunky continues to be a star.
In ready-to-serve soup, Chunky continues to be a star.
Leveraging the insight that nearly two-thirds of consumers
Leveraging the insight that nearly two-thirds of consumers
agree that savory foods taste better with spice, we added
agree that savory foods taste better with spice, we added
a little fire to the brand with Chunky Spicy. Chunky Spicy
a little fire to the brand with Chunky Spicy. Chunky Spicy
Chicken Noodle, launched in early fiscal 2022, is already in
Chicken Noodle, launched in early fiscal 2022, is already in
the second quartile of all ready-to-serve soup with strong
the second quartile of all ready-to-serve soup with strong
trial and repeat8. We are building on this trend with
trial and repeat8. We are building on this trend with
additional spicy varieties planned for fiscal 2023.
additional spicy varieties planned for fiscal 2023.
We're also building excitement around our Pacific Foods
We're also building excitement around our Pacific Foods
brand with ready-to-serve soups and plant-based chilis in
brand with ready-to-serve soups and plant-based chilis in
infinitely recyclable packaging. All 14 varieties are certified
infinitely recyclable packaging. All 14 varieties are certified
organic and complement a variety of consumer dietary
organic and complement a variety of consumer dietary
restrictions and preferences. We continue to innovate with
restrictions and preferences. We continue to innovate with
wellness offerings,
wellness offerings,
introducing new and younger
introducing new and younger
consumers to the brand to drive growth and solidify our
consumers to the brand to drive growth and solidify our
leadership position in organic soup.
leadership position in organic soup.
Moving forward, we will continue to modernize our soup
Moving forward, we will continue to modernize our soup
brands and elevate the category by maintaining our
brands and elevate the category by maintaining our
focus on quality, delivering robust and relevant innovation,
focus on quality, delivering robust and relevant innovation,
and positioning our brands at the intersection of pop
and positioning our brands at the intersection of pop
culture and food. From Spotify playlists that help
culture and food. From Spotify playlists that help
motivate home cooks to Tomato and Chicken Noodle
motivate home cooks to Tomato and Chicken Noodle
soup scented CAMP candles, we are connecting with
soup scented CAMP candles, we are connecting with
consumers
consumers
in unique and
in unique and
interesting ways, driving
interesting ways, driving
relevance and engagement with our brands.
relevance and engagement with our brands.
7. IRI OmniConsumer Scan Panel, Total US All Outlets 52 weeks ending 7/31/2022
7. IRI OmniConsumer Scan Panel, Total US All Outlets 52 weeks ending 7/31/2022
8. IRI MULO base $ per $MM ACV latest 52 weeks ending 7/31/2022
8. IRI MULO base $ per $MM ACV latest 52 weeks ending 7/31/2022
9
9
Building a $1 Billion Sauces
Building a $1 Billion Sauces
Growth Engine
Growth Engine
With at-home quick scratch cooking continuing to increase
With at-home quick scratch cooking continuing to increase
in relevance, our Italian and Mexican sauce brands are
in relevance, our Italian and Mexican sauce brands are
well-positioned to capture market share and grow. As we
well-positioned to capture market share and grow. As we
outlined at fiscal 2022 Investor Day, our goal is to expand
outlined at fiscal 2022 Investor Day, our goal is to expand
sauces to $1 billion in annual sales by fiscal 2025.
sauces to $1 billion in annual sales by fiscal 2025.
Our results in Italian sauces have been exceptional. Prego
Our results in Italian sauces have been exceptional. Prego
has sustained the number one share position for 39
has sustained the number one share position for 39
straight months9. We are expanding the Prego lineup with
straight months9. We are expanding the Prego lineup with
new specialty flavors and ways for younger consumers to
new specialty flavors and ways for younger consumers to
enhance their home-cooked meals. Prego's new varieties
enhance their home-cooked meals. Prego's new varieties
offer bold and spicy flavors to bring more variety to the
offer bold and spicy flavors to bring more variety to the
in-home Italian sauce experience.
in-home Italian sauce experience.
Pace continues to be the number one branded sauce in
Pace continues to be the number one branded sauce in
the Mexican aisle4. We continue to innovate to bring new
the Mexican aisle4. We continue to innovate to bring new
households into the brand.
households into the brand.
New innovations such as Campbell’s FlavorUp!
New innovations such as Campbell’s FlavorUp!
concentrated sauces were developed with this process
concentrated sauces were developed with this process
and play to our strengths in quick-scratch cooking.
and play to our strengths in quick-scratch cooking.
We developed this product quickly to deliver a
We developed this product quickly to deliver a
versatile, convenient, high-quality concentrated
versatile, convenient, high-quality concentrated
sauce to meet every day cooking needs at
sauce to meet every day cooking needs at
an excellent value. We are also relaunching
an excellent value. We are also relaunching
Campbell's cooking sauces. Both will expand
Campbell's cooking sauces. Both will expand
options and flexibility as consumers look for new
options and flexibility as consumers look for new
ways to incorporate more interesting flavors when
ways to incorporate more interesting flavors when
they cook at home.
they cook at home.
In addition, we will continue to evaluate
In addition, we will continue to evaluate
adding fast-growing differentiated brands
adding fast-growing differentiated brands
through accretive tuck-in acquisitions to
through accretive tuck-in acquisitions to
grow this business.
grow this business.
Powering Plant-based
Powering Plant-based
Growth in Beverages
Growth in Beverages
We are driving growth with the original plant-powered drink V8, featuring a contemporary new design and innovative
We are driving growth with the original plant-powered drink V8, featuring a contemporary new design and innovative
offerings like V8 Plus Energy. V8 continues to stretch beyond red vegetable juice into other untapped profitable spaces
offerings like V8 Plus Energy. V8 continues to stretch beyond red vegetable juice into other untapped profitable spaces
that can help transform the juice aisle in center store and attract new consumers.
that can help transform the juice aisle in center store and attract new consumers.
We’re pleased that Campbell’s iconic Meals & Beverages brands continue to attract and retain new consumers who see
We’re pleased that Campbell’s iconic Meals & Beverages brands continue to attract and retain new consumers who see
the versatility and value of our soups, sauces and beverages3. With a clear roadmap in place, we are confident that we will
the versatility and value of our soups, sauces and beverages3. With a clear roadmap in place, we are confident that we will
sustain our growth and attractive margins by continuing to make delicious products, provide unmatched value to
sustain our growth and attractive margins by continuing to make delicious products, provide unmatched value to
consumers and modernize our brands.
consumers and modernize our brands.
We accelerated our innovation capabilities by pairing
We accelerated our innovation capabilities by pairing
technology and culture—we call it Campbell’s Maker. We
technology and culture—we call it Campbell’s Maker. We
use our insights engine to identify trends and areas to
use our insights engine to identify trends and areas to
pursue rapid prototyping to quickly iterate and move the
pursue rapid prototyping to quickly iterate and move the
most promising concepts to development and market
most promising concepts to development and market
more quickly. Our approach has meaningfully expanded
more quickly. Our approach has meaningfully expanded
our pipeline, which has never been stronger and better
our pipeline, which has never been stronger and better
aligned with consumer trends.
aligned with consumer trends.
Our Meals & Beverages division consists of iconic
Our Meals & Beverages division consists of iconic
brands of soups, sauces and plant-based beverages
brands of soups, sauces and plant-based beverages
that consumers love. Consumers have enjoyed our
that consumers love. Consumers have enjoyed our
brands for generations, and we’re excited that others
brands for generations, and we’re excited that others
are discovering them for the first time. With a
are discovering them for the first time. With a
clear roadmap, we are focused on sustaining growth
clear roadmap, we are focused on sustaining growth
with competitive and category-leading brands, while
with competitive and category-leading brands, while
delivering attractive margins.
delivering attractive margins.
Win in Soup
Win in Soup
The soup category is stronger and more relevant than it
The soup category is stronger and more relevant than it
In fiscal 2023, we will drive awareness for our Spicy roster,
In fiscal 2023, we will drive awareness for our Spicy roster,
has been in years. Our “Win in Soup” strategy is resonating
has been in years. Our “Win in Soup” strategy is resonating
with marketing to remind consumers that Lunchtime
with marketing to remind consumers that Lunchtime
with consumers and our retail partners. We are retaining
with consumers and our retail partners. We are retaining
is Your Halftime. Fiscal 2023 marks our 25th anniversary
is Your Halftime. Fiscal 2023 marks our 25th anniversary
the younger consumers we have added in the last three
the younger consumers we have added in the last three
as an NFL sponsor, and we will expand our connection
as an NFL sponsor, and we will expand our connection
years7, who appreciate the value soup provides as a
years7, who appreciate the value soup provides as a
with younger consumers by broadening our relationship
with younger consumers by broadening our relationship
nutritionally dense and emotionally fulfilling quick meal.
nutritionally dense and emotionally fulfilling quick meal.
with the EA Sports Madden NFL video game franchise.
with the EA Sports Madden NFL video game franchise.
They have also discovered the power of condensed soup
They have also discovered the power of condensed soup
in preparing delicious family meals. In fiscal 2022, the
in preparing delicious family meals. In fiscal 2022, the
most strategic part of our condensed portfolio, our
most strategic part of our condensed portfolio, our
condensed icons, performed well with share up 2-points
condensed icons, performed well with share up 2-points
and consumption up nearly 10%4. These include Chicken
and consumption up nearly 10%4. These include Chicken
Noodle, Tomato, Cream of Chicken and Cream of
Noodle, Tomato, Cream of Chicken and Cream of
Mushroom. On a three-year basis, the sustained consumer
Mushroom. On a three-year basis, the sustained consumer
demand drove 4-points of share gains and consumption
demand drove 4-points of share gains and consumption
growth of over 23%4.
growth of over 23%4.
In ready-to-serve soup, Chunky continues to be a star.
In ready-to-serve soup, Chunky continues to be a star.
Leveraging the insight that nearly two-thirds of consumers
Leveraging the insight that nearly two-thirds of consumers
agree that savory foods taste better with spice, we added
agree that savory foods taste better with spice, we added
a little fire to the brand with Chunky Spicy. Chunky Spicy
a little fire to the brand with Chunky Spicy. Chunky Spicy
Chicken Noodle, launched in early fiscal 2022, is already in
Chicken Noodle, launched in early fiscal 2022, is already in
the second quartile of all ready-to-serve soup with strong
the second quartile of all ready-to-serve soup with strong
trial and repeat8. We are building on this trend with
trial and repeat8. We are building on this trend with
additional spicy varieties planned for fiscal 2023.
additional spicy varieties planned for fiscal 2023.
We're also building excitement around our Pacific Foods
We're also building excitement around our Pacific Foods
brand with ready-to-serve soups and plant-based chilis in
brand with ready-to-serve soups and plant-based chilis in
infinitely recyclable packaging. All 14 varieties are certified
infinitely recyclable packaging. All 14 varieties are certified
organic and complement a variety of consumer dietary
organic and complement a variety of consumer dietary
restrictions and preferences. We continue to innovate with
restrictions and preferences. We continue to innovate with
wellness offerings,
wellness offerings,
introducing new and younger
introducing new and younger
consumers to the brand to drive growth and solidify our
consumers to the brand to drive growth and solidify our
leadership position in organic soup.
leadership position in organic soup.
Moving forward, we will continue to modernize our soup
Moving forward, we will continue to modernize our soup
brands and elevate the category by maintaining our
brands and elevate the category by maintaining our
focus on quality, delivering robust and relevant innovation,
focus on quality, delivering robust and relevant innovation,
and positioning our brands at the intersection of pop
and positioning our brands at the intersection of pop
culture and food. From Spotify playlists that help
culture and food. From Spotify playlists that help
motivate home cooks to Tomato and Chicken Noodle
motivate home cooks to Tomato and Chicken Noodle
soup scented CAMP candles, we are connecting with
soup scented CAMP candles, we are connecting with
consumers
consumers
in unique and
in unique and
interesting ways, driving
interesting ways, driving
relevance and engagement with our brands.
relevance and engagement with our brands.
ACCELERATE PROFITABLE GROWTH
ACCELERATE PROFITABLE GROWTH
New innovations such as Campbell’s FlavorUp!
New innovations such as Campbell’s FlavorUp!
concentrated sauces were developed with this process
concentrated sauces were developed with this process
Building a $1 Billion Sauces
Building a $1 Billion Sauces
Growth Engine
Growth Engine
With at-home quick scratch cooking continuing to increase
With at-home quick scratch cooking continuing to increase
in relevance, our Italian and Mexican sauce brands are
in relevance, our Italian and Mexican sauce brands are
well-positioned to capture market share and grow. As we
well-positioned to capture market share and grow. As we
outlined at fiscal 2022 Investor Day, our goal is to expand
outlined at fiscal 2022 Investor Day, our goal is to expand
sauces to $1 billion in annual sales by fiscal 2025.
sauces to $1 billion in annual sales by fiscal 2025.
Our results in Italian sauces have been exceptional. Prego
Our results in Italian sauces have been exceptional. Prego
has sustained the number one share position for 39
has sustained the number one share position for 39
A strong supply chain is critical to our business.
A strong supply chain is critical to our business.
straight months9. We are expanding the Prego lineup with
straight months9. We are expanding the Prego lineup with
new specialty flavors and ways for younger consumers to
new specialty flavors and ways for younger consumers to
enhance their home-cooked meals. Prego's new varieties
enhance their home-cooked meals. Prego's new varieties
offer bold and spicy flavors to bring more variety to the
offer bold and spicy flavors to bring more variety to the
in-home Italian sauce experience.
in-home Italian sauce experience.
Pace continues to be the number one branded sauce in
Pace continues to be the number one branded sauce in
the Mexican aisle4. We continue to innovate to bring new
the Mexican aisle4. We continue to innovate to bring new
households into the brand.
households into the brand.
Mark Clouse
Mark Clouse
President & CEO
President & CEO
and play to our strengths in quick-scratch cooking.
and play to our strengths in quick-scratch cooking.
We developed this product quickly to deliver a
We developed this product quickly to deliver a
versatile, convenient, high-quality concentrated
versatile, convenient, high-quality concentrated
Keith R.
Keith R.
McLoughlin
McLoughlin
Chair of the
Chair of the
Board
Board
sauce to meet every day cooking needs at
sauce to meet every day cooking needs at
an excellent value. We are also relaunching
an excellent value. We are also relaunching
Campbell's cooking sauces. Both will expand
Campbell's cooking sauces. Both will expand
options and flexibility as consumers look for new
options and flexibility as consumers look for new
ways to incorporate more interesting flavors when
ways to incorporate more interesting flavors when
they cook at home.
they cook at home.
In addition, we will continue to evaluate
In addition, we will continue to evaluate
adding fast-growing differentiated brands
adding fast-growing differentiated brands
through accretive tuck-in acquisitions to
through accretive tuck-in acquisitions to
grow this business.
grow this business.
Powering Plant-based
Powering Plant-based
Growth in Beverages
Growth in Beverages
We are driving growth with the original plant-powered drink V8, featuring a contemporary new design and innovative
We are driving growth with the original plant-powered drink V8, featuring a contemporary new design and innovative
offerings like V8 Plus Energy. V8 continues to stretch beyond red vegetable juice into other untapped profitable spaces
offerings like V8 Plus Energy. V8 continues to stretch beyond red vegetable juice into other untapped profitable spaces
that can help transform the juice aisle in center store and attract new consumers.
that can help transform the juice aisle in center store and attract new consumers.
We’re pleased that Campbell’s iconic Meals & Beverages brands continue to attract and retain new consumers who see
We’re pleased that Campbell’s iconic Meals & Beverages brands continue to attract and retain new consumers who see
the versatility and value of our soups, sauces and beverages3. With a clear roadmap in place, we are confident that we will
the versatility and value of our soups, sauces and beverages3. With a clear roadmap in place, we are confident that we will
sustain our growth and attractive margins by continuing to make delicious products, provide unmatched value to
sustain our growth and attractive margins by continuing to make delicious products, provide unmatched value to
consumers and modernize our brands.
consumers and modernize our brands.
We accelerated our innovation capabilities by pairing
We accelerated our innovation capabilities by pairing
technology and culture—we call it Campbell’s Maker. We
technology and culture—we call it Campbell’s Maker. We
use our insights engine to identify trends and areas to
use our insights engine to identify trends and areas to
pursue rapid prototyping to quickly iterate and move the
pursue rapid prototyping to quickly iterate and move the
most promising concepts to development and market
most promising concepts to development and market
more quickly. Our approach has meaningfully expanded
more quickly. Our approach has meaningfully expanded
our pipeline, which has never been stronger and better
our pipeline, which has never been stronger and better
aligned with consumer trends.
aligned with consumer trends.
10
10
9. Total IRI US MULO latest 4 weeks ending 7/31/2022
9. Total IRI US MULO latest 4 weeks ending 7/31/2022
ACCELERATE PROFITABLE GROWTH
ACCELERATE PROFITABLE GROWTH
In fiscal 2022, our Snacks power brands continued to
In fiscal 2022, our Snacks power brands continued to
We're engaging consumers where and when we can
We're engaging consumers where and when we can
fuel our performance with nearly all brands growing
fuel our performance with nearly all brands growing
have the greatest impact with world-class marketing.
have the greatest impact with world-class marketing.
consumption year-over-year, and growth of 19% compared
consumption year-over-year, and growth of 19% compared
These efforts did not go unnoticed. The Goldfish brand
These efforts did not go unnoticed. The Goldfish brand
to three years ago4. Consumers’ love for our brands
to three years ago4. Consumers’ love for our brands
generated 10 billion media impressions in fiscal 2022
generated 10 billion media impressions in fiscal 2022
remains strong, and they continue to reach for our
remains strong, and they continue to reach for our
and was named in TikTok's first-ever Culture Drivers of
and was named in TikTok's first-ever Culture Drivers of
premium cookies, crackers, salty snacks and bakery items.
premium cookies, crackers, salty snacks and bakery items.
2021 list of the 14 best brand and creator partnerships
2021 list of the 14 best brand and creator partnerships
“Our Snacks brands elevate
“Our Snacks brands elevate
moments into memories.”
moments into memories.”
Goldfish continues to deliver exceptional results driven by
Goldfish continues to deliver exceptional results driven by
relevant innovation and award-winning marketing. For
relevant innovation and award-winning marketing. For
instance, Goldfish Family Size and Goldfish Mega Bites
instance, Goldfish Family Size and Goldfish Mega Bites
were the number one and number two fastest turning
were the number one and number two fastest turning
cracker innovations in fiscal year 20224. We also continue
cracker innovations in fiscal year 20224. We also continue
to shake things up with our limited edition strategy,
to shake things up with our limited edition strategy,
building on successful collaborations with Frank's RedHot
building on successful collaborations with Frank's RedHot
and new flavors like Jalapeño Popper, and with bold and
and new flavors like Jalapeño Popper, and with bold and
sweet partnerships with Old Bay and Dunkin’. And stay
sweet partnerships with Old Bay and Dunkin’. And stay
tuned—there’s more to come!
tuned—there’s more to come!
and one of America’s Hottest Brands of 2022 by AdAge.
and one of America’s Hottest Brands of 2022 by AdAge.
You may have also come across the Goldfish brand in
You may have also come across the Goldfish brand in
the Los Angeles Times or The New Yorker crossword
the Los Angeles Times or The New Yorker crossword
puzzles and as a clue on Jeopardy, helping solidify its
puzzles and as a clue on Jeopardy, helping solidify its
position in pop culture.
position in pop culture.
On fire: Goldfish named one of America’s Hottest Brands.
On fire: Goldfish named one of America’s Hottest Brands.
Snacks
Snacks
People love to snack! Snacking is a $164 billion market10 in the United States and snacking
People love to snack! Snacking is a $164 billion market10 in the United States and snacking
behavior continues to grow with consumers now eating an average of nearly three snacks per day11.
behavior continues to grow with consumers now eating an average of nearly three snacks per day11.
With a portfolio of unique and differentiated brands, our Snacks division is well-positioned in some
With a portfolio of unique and differentiated brands, our Snacks division is well-positioned in some
of the fastest-growing snacking categories4. Whether it's crackers, the premium position we have in
of the fastest-growing snacking categories4. Whether it's crackers, the premium position we have in
cookies or in organic snacks, nearly all categories have accelerated growth in the more recent three-year
cookies or in organic snacks, nearly all categories have accelerated growth in the more recent three-year
period4. Even more exciting is that there's still plenty of room for growth as our Snacks brands elevate moments
period4. Even more exciting is that there's still plenty of room for growth as our Snacks brands elevate moments
into memories and meet consumers' desire for bold flavors, clean ingredients and indulgent occasions.
into memories and meet consumers' desire for bold flavors, clean ingredients and indulgent occasions.
12
12
10. IRI US MULO+C $ Consumption latest 52 weeks ending 7/31/2022
10. IRI US MULO+C $ Consumption latest 52 weeks ending 7/31/2022
11. 2022 IRI Snacking Survey
11. 2022 IRI Snacking Survey
The current Goldfish limited edition line up.
The current Goldfish limited edition line up.
13
13
ACCELERATE PROFITABLE GROWTH
ACCELERATE PROFITABLE GROWTH
Snacks Power Brands
Snacks Power Brands
We continue to apply this proven growth model across
We continue to apply this proven growth model across
our other power brands. We are winning in salty snacks,
our other power brands. We are winning in salty snacks,
with brands such as Kettle Brand, Cape Cod and Snack
with brands such as Kettle Brand, Cape Cod and Snack
Factory Pretzel Crisps all growing share in fiscal 20224.
Factory Pretzel Crisps all growing share in fiscal 20224.
We launched new innovation in fiscal 2022 with our
We launched new innovation in fiscal 2022 with our
Snyder’s of Hanover Twisted Pretzel Sticks bringing
Snyder’s of Hanover Twisted Pretzel Sticks bringing
irresistibly crave-able flavors to our leading pretzel brand
irresistibly crave-able flavors to our leading pretzel brand
and exceeding our innovation expectations.
and exceeding our innovation expectations.
Moving forward, our game plan is to accelerate growth
Moving forward, our game plan is to accelerate growth
through innovation, marketing activation and execution,
through innovation, marketing activation and execution,
while improving our margins. We continue to drive
while improving our margins. We continue to drive
innovation based on insights to create relevant, new
innovation based on insights to create relevant, new
products that consumers love, and we are focused on
products that consumers love, and we are focused on
After completing the final pieces of our integration
After completing the final pieces of our integration
work from the Snyder’s-Lance, Inc. acquisition, we are
work from the Snyder’s-Lance, Inc. acquisition, we are
now focused on increasing and sustaining margins.
now focused on increasing and sustaining margins.
the significant opportunity to increase revenue by
the significant opportunity to increase revenue by
In fiscal 2022, we completed the multi-million-dollar
In fiscal 2022, we completed the multi-million-dollar
expanding distribution and channel presence across
expanding distribution and channel presence across
investment to create a “Milano Mega-Line” at our Denver,
investment to create a “Milano Mega-Line” at our Denver,
the United States.
the United States.
Pennsylvania bakery. The line provides a wide variety of
Pennsylvania bakery. The line provides a wide variety of
flexible packaging options and enables Denver’s production
flexible packaging options and enables Denver’s production
capability of Milano cookies to increase over 30%.
capability of Milano cookies to increase over 30%.
As outlined at fiscal 2022 Investor Day, we are targeting
As outlined at fiscal 2022 Investor Day, we are targeting
a Sn acks o perat i ng prof it marg in of approximately
a Sn acks o perat i ng prof it marg in of approximately
17% by fiscal 2025. We plan to achieve this by continuing
17% by fiscal 2025. We plan to achieve this by continuing
to improve plant performance and optimizing our portfolio
to improve plant performance and optimizing our portfolio
mix to increase capacity, reduce complexity and improve
mix to increase capacity, reduce complexity and improve
efficiency. We are focused on strengthening our
efficiency. We are focused on strengthening our
direct-store-deliver route to market and our partnership
direct-store-deliver route to market and our partnership
with our independent distribution network.
with our independent distribution network.
The Snacks division is well-positioned to accelerate
The Snacks division is well-positioned to accelerate
profitable growth using our proven growth model,
profitable growth using our proven growth model,
category momentum and strengthened innovation
category momentum and strengthened innovation
capabilities. We have an experienced and
capabilities. We have an experienced and
committed team with a track record of
committed team with a track record of
delivering results.
delivering results.
14
14
FUEL INVESTMENTS AND MARGINS
FUEL INVESTMENTS AND MARGINS
WITH TARGETED COST SAVINGS
WITH TARGETED COST SAVINGS
With a significantly strengthened balance sheet and
With a significantly strengthened balance sheet and
We
We
continued
continued
to
to
advance our
advance our
cost
cost
savings
savings
rigor around financial strategy, we are well-positioned to
rigor around financial strategy, we are well-positioned to
targets and delivered $850 million of multi-year cost
targets and delivered $850 million of multi-year cost
accelerate investment in our business and improve our
accelerate investment in our business and improve our
savings in fiscal 2022. We completed our Snacks value
savings in fiscal 2022. We completed our Snacks value
operations to drive growth and expand margins.
operations to drive growth and expand margins.
capture plans, streamlined organization structures,
capture plans, streamlined organization structures,
improved manufacturing, warehousing and distribution,
improved manufacturing, warehousing and distribution,
and delivered procurement synergies.
and delivered procurement synergies.
We remain on track to deliver cost savings of $1 billion
We remain on track to deliver cost savings of $1 billion
by the end of fiscal 2025 with programs focused on
by the end of fiscal 2025 with programs focused on
improving Snacks margins, and other incremental Meals &
improving Snacks margins, and other incremental Meals &
Beverages and enterprise cost savings initiatives. This
Beverages and enterprise cost savings initiatives. This
work is designed to make Campbell light on our feet,
work is designed to make Campbell light on our feet,
effective, agile and productive.
effective, agile and productive.
With top-line and bottom-line growth roadmaps in place,
With top-line and bottom-line growth roadmaps in place,
strong cash flow generation and a disciplined approach
strong cash flow generation and a disciplined approach
toward capital allocation, we are on a credible path toward
toward capital allocation, we are on a credible path toward
significant shareholder value creation.
significant shareholder value creation.
In fiscal 2022, we established clear roadmaps to
In fiscal 2022, we established clear roadmaps to
accelerate long-term growth and improve margins in
accelerate long-term growth and improve margins in
Snacks and deliver sustained growth with solid margins in
Snacks and deliver sustained growth with solid margins in
Meals & Beverages. We believe these plans will contribute
Meals & Beverages. We believe these plans will contribute
to our long-term growth algorithm that will create
to our long-term growth algorithm that will create
shareholder value.
shareholder value.
Over each of the past three years, we have generated at
Over each of the past three years, we have generated at
least $1 billion of cash flow from operations.
least $1 billion of cash flow from operations.
“We are on a credible path
“We are on a credible path
toward significant shareholder
toward significant shareholder
value creation.”
value creation.”
We are committed to maintaining a healthy balance sheet
We are committed to maintaining a healthy balance sheet
while making capital investments to support our brands,
while making capital investments to support our brands,
paying a competitive dividend and continuing our share
paying a competitive dividend and continuing our share
repurchase program. We will also pursue selective tuck-in
repurchase program. We will also pursue selective tuck-in
acquisitions, based on clear strategic filters with a strict
acquisitions, based on clear strategic filters with a strict
economic assessment.
economic assessment.
Cost-savings Program
Cost-savings Program
FROM CONTINUING OPERATIONS
FROM CONTINUING OPERATIONS
$1 Billion
$1 Billion
$1 Billion
$1 Billion
$1 Billion
$1 Billion
SAVINGS TARGET THROUGH FISCAL 2025
SAVINGS TARGET THROUGH FISCAL 2025
SAVINGS TARGET THROUGH FISCAL 2025
SAVINGS TARGET THROUGH FISCAL 2025
SAVINGS TARGET THROUGH FISCAL 2025
SAVINGS TARGET THROUGH FISCAL 2025
$850 Million
$850 Million
$850 Million
$850 Million
$850 Million
$850 Million
Achieved Through Fiscal 2022
Achieved Through Fiscal 2022
Achieved Through Fiscal 2022
Achieved Through Fiscal 2022
Achieved Through Fiscal 2022
Achieved Through Fiscal 2022
16
16
17
17
DELIVER ON THE PROMISE OF OUR PURPOSE
DELIVER ON THE PROMISE OF OUR PURPOSE
At Campbell, we make the greatest impact through our business and the food we make. Food that people
At Campbell, we make the greatest impact through our business and the food we make. Food that people
trust, that supports our communities, gives our employees opportunities to thrive and helps create a healthier,
trust, that supports our communities, gives our employees opportunities to thrive and helps create a healthier,
more sustainable environment. These four pillars—trusted food, vibrant communities, thriving people, and healthy
more sustainable environment. These four pillars—trusted food, vibrant communities, thriving people, and healthy
environment—shape our ESG strategy and are the essence of our corporate responsibility.
environment—shape our ESG strategy and are the essence of our corporate responsibility.
Trusted Food
Trusted Food
Vibrant Communities
Vibrant Communities
For over 150 years, people have relied on Campbell to
For over 150 years, people have relied on Campbell to
We are passionate about strengthening our hometowns
We are passionate about strengthening our hometowns
make delicious, affordable and nutritious food. It’s an
make delicious, affordable and nutritious food. It’s an
with programs that increase food access, encourage
with programs that increase food access, encourage
enormous responsibility that is at the core of who we are
enormous responsibility that is at the core of who we are
healthy living and nurture neighborhoods where we live
healthy living and nurture neighborhoods where we live
and what we do.
and what we do.
and work.
and work.
Increasingly, consumers demand safe, high-quality and
Increasingly, consumers demand safe, high-quality and
Caring and community engagement have always been
Caring and community engagement have always been
accessible food, and they want to know where their
accessible food, and they want to know where their
part of our DNA. Campbell Cares, our employee giving
part of our DNA. Campbell Cares, our employee giving
food comes from and how it’s made. We continue to
food comes from and how it’s made. We continue to
program, empowers employees to volunteer and give
program, empowers employees to volunteer and give
provide greater transparency
provide greater transparency
into our supply chain
into our supply chain
back. Our annual employee giving campaign raised $1.2
back. Our annual employee giving campaign raised $1.2
and the nutritional performance of our products to
and the nutritional performance of our products to
million for non-profit organizations through employee
million for non-profit organizations through employee
(cid:21)riving People
(cid:21)riving People
As discussed in the Build a Winning Team and Culture
As discussed in the Build a Winning Team and Culture
section, we are focused on creating an
section, we are focused on creating an
inclusive,
inclusive,
high-performing culture where all our employees can be
high-performing culture where all our employees can be
real and feel safe, valued and supported to do their best
real and feel safe, valued and supported to do their best
work. We believe that caring for our people is the most
work. We believe that caring for our people is the most
ensure consumers have the information they need to
ensure consumers have the information they need to
contributions and company matches, and employees
contributions and company matches, and employees
important thing we do.
important thing we do.
make informed decisions about what they feed themselves
make informed decisions about what they feed themselves
dedicated over seven thousand hours of volunteer time.
dedicated over seven thousand hours of volunteer time.
and their families.
and their families.
We are investing in our teams with new programs focused
We are investing in our teams with new programs focused
Healthy Environment
Healthy Environment
As a food company, we play an important role in
As a food company, we play an important role in
protecting and sustaining our planet. We are committed
protecting and sustaining our planet. We are committed
to building a more resilient, sustainable food system. Our
to building a more resilient, sustainable food system. Our
work focuses on combating climate change, promoting
work focuses on combating climate change, promoting
sustainable water supplies, working to eliminate waste
sustainable water supplies, working to eliminate waste
and improving circularity in packaging.
and improving circularity in packaging.
In fiscal 2022, we introduced new science-based targets
In fiscal 2022, we introduced new science-based targets
to combat climate change. We committed to significantly
to combat climate change. We committed to significantly
reducing direct and indirect sources of greenhouse gas
reducing direct and indirect sources of greenhouse gas
emissions, including in our supply chain, by fiscal 2030.
emissions, including in our supply chain, by fiscal 2030.
We took steps to improve the sustainability of our
We took steps to improve the sustainability of our
packaging by redesigning our V8 multi-serve bottles to
packaging by redesigning our V8 multi-serve bottles to
eliminate the use of 2.5 million pounds of plastic per year
eliminate the use of 2.5 million pounds of plastic per year
and making our Pepperidge Farm signature paper bags
and making our Pepperidge Farm signature paper bags
now fully recyclable.
now fully recyclable.
In fiscal 2023, progress against our ESG goals will be
In fiscal 2023, progress against our ESG goals will be
formally incorporated into our incentive compensation
formally incorporated into our incentive compensation
program, a step that reflects our focus on making
program, a step that reflects our focus on making
Finally, we worked to support the organizations making an
Finally, we worked to support the organizations making an
on recognition, leadership and well-being. These efforts
on recognition, leadership and well-being. These efforts
meaningful improvements.
meaningful improvements.
impact in our communities through the Campbell Soup
impact in our communities through the Campbell Soup
are helping to enhance the employee experience and
are helping to enhance the employee experience and
Foundation and our Community Impact Grant program.
Foundation and our Community Impact Grant program.
attract, develop and retain top talent.
attract, develop and retain top talent.
The Foundation provided 42 grants totaling nearly $1
The Foundation provided 42 grants totaling nearly $1
million to organizations. In total, Foundation giving in
million to organizations. In total, Foundation giving in
fiscal 2022 was over $2.7 million.
fiscal 2022 was over $2.7 million.
Our comprehensive and high impact ESG platform builds
Our comprehensive and high impact ESG platform builds
on our past success and reflects today’s opportunities,
on our past success and reflects today’s opportunities,
expectations and responsibilities.
expectations and responsibilities.
FULL FUTURES A School
FULL FUTURES A School
Nutrition
Nutrition
Partnership
Partnership
In fiscal 2022, we launched Full Futures, a new
In fiscal 2022, we launched Full Futures, a new
program to advance school nutrition in our
program to advance school nutrition in our
hometown of Camden, New Jersey. Working
hometown of Camden, New Jersey. Working
collectively with a cross-sector group of
collectively with a cross-sector group of
partners including the Camden City School
partners including the Camden City School
District and several community organizations,
District and several community organizations,
we are investing $5 million over the next five
we are investing $5 million over the next five
years
years
to help ensure
to help ensure
that students are
that students are
well-nourished and ready to thrive at school and
well-nourished and ready to thrive at school and
in life. Our goal is to create a model that can be
in life. Our goal is to create a model that can be
scaled and adapted to our other communities.
scaled and adapted to our other communities.
18
18
FINANCIAL HIGHLIGHTS
FINANCIAL HIGHLIGHTS
(dollars in millions, except per share amounts)
(dollars in millions, except per share amounts)
Results of Operations
Results of Operations
Net sales
Net sales
Gross profit
Gross profit
Percent of net sales
Percent of net sales
Earnings before interest and taxes
Earnings before interest and taxes
Earnings from continuing operations attributable to Campbell Soup Company
Earnings from continuing operations attributable to Campbell Soup Company
Per share — diluted
Per share — diluted
Loss from discontinued operations
Loss from discontinued operations
Per share — diluted
Per share — diluted
Net earnings attributable to Campbell Soup Company
Net earnings attributable to Campbell Soup Company
Per share — diluted
Per share — diluted
Other Information
Other Information
Net cash provided by operating activities
Net cash provided by operating activities
Capital expenditures
Capital expenditures
Dividends per share
Dividends per share
2022
2022
$ 8,562
$ 8,562
$ 2,627
$ 2,627
30.7%
30.7%
$ 1,163
$ 1,163
757
$
757
$
2.51
$
2.51
$
-
$
-
$
-
$
-
$
757
$
757
$
2.51
$
2.51
$
$ 1,181
$ 1,181
242
$
242
$
1.48
$
1.48
$
2021
2021
$ 8,476
$ 8,476
$ 2,811
$ 2,811
33.2%
33.2%
$ 1,545
$ 1,545
$ 1,008
$ 1,008
3.30
$
3.30
$
(6)
$
$
(6)
(.02)
$
(.02)
$
$ 1,002
$ 1,002
3.29
$
3.29
$
$ 1,035
$ 1,035
275
$
275
$
1.46
$
1.46
$
In 2022, Earnings from continuing operations attributable to Campbell Soup Company were impacted by the following: a restructuring charge and costs of $31 million ($24
In 2022, Earnings from continuing operations attributable to Campbell Soup Company were impacted by the following: a restructuring charge and costs of $31 million ($24
million after tax, or $.08 per share) associated with restructuring and cost savings initiatives; actuarial losses on pension and postretirement plans of $44 million ($33 million after
million after tax, or $.08 per share) associated with restructuring and cost savings initiatives; actuarial losses on pension and postretirement plans of $44 million ($33 million after
tax, or $.11 per share); losses of $59 million ($44 million after tax, or $.15 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated
tax, or $.11 per share); losses of $59 million ($44 million after tax, or $.15 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated
commodity hedges; and a loss of $4 million ($3 million after tax, or $.01 per share) on the extinguishment of debt.
commodity hedges; and a loss of $4 million ($3 million after tax, or $.01 per share) on the extinguishment of debt.
In 2021, Earnings from continuing operations attributable to Campbell Soup Company were impacted by the following: a restructuring charge and costs of $53 million ($40
In 2021, Earnings from continuing operations attributable to Campbell Soup Company were impacted by the following: a restructuring charge and costs of $53 million ($40
million after tax, or $.13 per share) associated with restructuring and cost savings initiatives; actuarial gains on pension and postretirement plans of $203 million ($155 million
million after tax, or $.13 per share) associated with restructuring and cost savings initiatives; actuarial gains on pension and postretirement plans of $203 million ($155 million
after tax, or $.51 per share); gains of $50 million ($38 million after tax, or $.12 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated
after tax, or $.51 per share); gains of $50 million ($38 million after tax, or $.12 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated
commodity hedges; a loss of $11 million (and a gain of $3 million after tax, or $.01 per share) on the sale of the Plum baby food and snacks business; and a $19 million ($.06
commodity hedges; a loss of $11 million (and a gain of $3 million after tax, or $.01 per share) on the sale of the Plum baby food and snacks business; and a $19 million ($.06
per share) deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance, Inc.
per share) deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance, Inc.
RECONCILIATION OF GAAP AND NON-GAAP FINANCIAL MEASURES
RECONCILIATION OF GAAP AND NON-GAAP FINANCIAL MEASURES
The following information is provided to reconcile certain non-GAAP financial measures disclosed in the preceding pages to reported sales and Earnings from continuing
The following information is provided to reconcile certain non-GAAP financial measures disclosed in the preceding pages to reported sales and Earnings from continuing
operations. These non-GAAP financial measures are measures of performance not defined by accounting principles generally accepted in the United States and should be
operations. These non-GAAP financial measures are measures of performance not defined by accounting principles generally accepted in the United States and should be
considered in addition to, not in lieu of, GAAP reported measures. We believe that presenting certain non-GAAP financial measures facilitates comparison of our historical
considered in addition to, not in lieu of, GAAP reported measures. We believe that presenting certain non-GAAP financial measures facilitates comparison of our historical
operating results and trends in our underlying operating results, and provides transparency on how we evaluate our business. For instance, we believe that organic net sales,
operating results and trends in our underlying operating results, and provides transparency on how we evaluate our business. For instance, we believe that organic net sales,
which exclude the impact of currency, acquisitions, and divestitures, are a better indicator of our ongoing business performance. We also believe that financial information
which exclude the impact of currency, acquisitions, and divestitures, are a better indicator of our ongoing business performance. We also believe that financial information
excluding certain transactions not considered to reflect the ongoing operating results improves the comparability of year-to-year earnings results. Consequently, we believe
excluding certain transactions not considered to reflect the ongoing operating results improves the comparability of year-to-year earnings results. Consequently, we believe
that investors may be able to better understand our earnings results if these transactions are excluded from the results.
that investors may be able to better understand our earnings results if these transactions are excluded from the results.
2022
2022
(dollars in millions)
(dollars in millions)
Net sales
Net sales
As
As
Reported
Reported
$ 8,562
$ 8,562
Impact of
Impact of
Currency
Currency
(2)
$
(2)
$
Organic
Organic
Net Sales
Net Sales
$ 8,560
$ 8,560
As
As
Reported
Reported
$ 8,476
$ 8,476
2021
2021
Impact of
Impact of
Divestiture
Divestiture
(68)
(68)
$
$
% Change
% Change
Organic
Organic
Net Sales
Net Sales
$ 8,408
$ 8,408
Net Sales,
Net Sales,
As Reported
As Reported
Organic
Organic
Net Sales
Net Sales
1%
1%
2%
2%
(reconciliations continued on opposite page)
(reconciliations continued on opposite page)
(dollars in millions)
(dollars in millions)
Earnings from continuing operations
Earnings from continuing operations
attributable to Campbell Soup Company
attributable to Campbell Soup Company
Add: Net earnings (loss) attributable
Add: Net earnings (loss) attributable
to noncontrolling interests
to noncontrolling interests
Add: Taxes on earnings
Add: Taxes on earnings
Add: Interest, net
Add: Interest, net
Earnings before interest and taxes (EBIT)
Earnings before interest and taxes (EBIT)
2022
2022
Restructuring Charges,
Restructuring Charges,
Implementation
Implementation
Costs and Other
Costs and Other
Related Costs
Related Costs
As Reported
As Reported
Pension and
Pension and
Postretirement
Postretirement
Actuarial Losses
Actuarial Losses
Commodity
Commodity
Mark-to-Market
Mark-to-Market
Losses
Losses
Loss on Debt
Loss on Debt
Extinguishment
Extinguishment
Adjusted
Adjusted
$
$
757
757
$
$
24
24
$
$
33
33
-
-
218
218
188
188
$ 1,163
$ 1,163
-
-
7
7
-
-
31
31
$
$
-
-
11
11
-
-
44
44
$
$
$ 44
$ 44
-
-
15
15
-
-
$ 59
$ 59
$
$
3
3
$ 861
$ 861
-
-
1
1
(4)
(4)
-
-
$
$
-
-
252
252
184
184
$ 1,297
$ 1,297
(dollars in millions)
(dollars in millions)
Earnings from continuing operations
Earnings from continuing operations
attributable to Campbell Soup Company
attributable to Campbell Soup Company
Add: Net earnings (loss) attributable
Add: Net earnings (loss) attributable
to noncontrolling interests
to noncontrolling interests
Add: Taxes on earnings
Add: Taxes on earnings
Add: Interest, net
Add: Interest, net
Earnings before interest and taxes
Earnings before interest and taxes
Adjusted EBIT percent change 2022/2021
Adjusted EBIT percent change 2022/2021
2021
2021
Restructuring Charges,
Restructuring Charges,
Implementation
Implementation
Costs and Other
Costs and Other
Related Costs
Related Costs
As Reported
As Reported
Pension and
Pension and
Postretirement
Postretirement
Actuarial Gains
Actuarial Gains
Commodity
Commodity
Mark-to-Market
Mark-to-Market
Gains
Gains
Charges (Gains)
Charges (Gains)
Associated with
Associated with
Divestiture
Divestiture
Deferred
Deferred
Tax Charge
Tax Charge
Adjusted
Adjusted
$ 1,008
$ 1,008
$
$
40
40
$ (155)
$ (155)
$ (38)
$ (38)
$
$
(3)
(3)
$
$
19
19
$ 871
$ 871
-
-
328
328
209
209
$ 1,545
$ 1,545
-
-
13
13
-
-
53
53
$
$
-
-
(48)
(48)
-
-
$ (203)
$ (203)
-
-
(12)
(12)
-
-
$ (50)
$ (50)
-
-
14
14
-
-
$ 11
$ 11
-
-
(19)
(19)
-
-
-
-
$
$
-
-
276
276
209
209
$ 1,356
$ 1,356
(4%)
(4%)
Earnings from continuing operations attributable
Earnings from continuing operations attributable
to Campbell Soup Company, as reported
to Campbell Soup Company, as reported
Restructuring charges, implementation
Restructuring charges, implementation
costs and other related costs
costs and other related costs
Pension and postretirement
Pension and postretirement
actuarial losses (gains)
actuarial losses (gains)
Commodity mark-to-market losses (gains)
Commodity mark-to-market losses (gains)
Loss on debt extinguishment
Loss on debt extinguishment
Gain associated with divestiture
Gain associated with divestiture
Deferred tax charge
Deferred tax charge
Adjusted Earnings from continuing operations
Adjusted Earnings from continuing operations
attributable to Campbell Soup Company
attributable to Campbell Soup Company
The sum of the individual amounts may not add due to rounding.
The sum of the individual amounts may not add due to rounding.
EPS % Change
EPS % Change
2022/2021
2022/2021
2022
2022
Diluted
Diluted
EPS Impact
EPS Impact
$
$
2.51
2.51
.08
.08
.11
.11
.15
.15
.01
.01
-
-
-
-
2021
2021
Diluted
Diluted
EPS Impact
EPS Impact
$
$
3.30
3.30
.13
.13
(.51)
(.51)
(.12)
(.12)
-
-
(.01)
(.01)
.06
.06
$
$
2.85
2.85
$
$
2.86
2.86
0%
0%
20
20
21
21
BOARD OF DIRECTORS
(as of October 2022)
CAMPBELL OPERATING COMMITTEE
(as of October 2022)
Keith R. McLoughlin
Chair of the Board of Campbell Soup Company
Former Chief Executive Officer of AB Electrolux
Mark A. Clouse
President and Chief Executive Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CAMPBELL OPERATING COMMITTEE
Washington, D.C. 20549
(as of October 2022)
Form 10-K
_________________________________________________________________________________
Mark A. Clouse
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
President and Chief Executive Officer
OF THE SECURITIES EXCHANGE ACT OF 1934
BOARD OF DIRECTORS
(as of October 2022)
Keith R. McLoughlin
Chair of the Board of Campbell Soup Company
Former Chief Executive Officer of AB Electrolux
Mick J. Beekhuizen
Executive Vice President and Chief Financial Officer
For the Fiscal Year Ended
July 31, 2022
Mick J. Beekhuizen
Executive Vice President and Chief Financial Officer
Adam G. Ciongoli
Executive Vice President, General Counsel and
Chief Sustainability, Corporate Responsibility and Governance Officer
Adam G. Ciongoli
Executive Vice President, General Counsel and
Chief Sustainability, Corporate Responsibility and Governance Officer
Commission File Number
Mark A. Clouse
1-3822
President and Chief Executive Officer
of Campbell Soup Company
Fabiola R. Arredondo
Managing Partner of Siempre Holdings
Mark A. Clouse
President and Chief Executive Officer
of Campbell Soup Company
Fabiola R. Arredondo
Managing Partner of Siempre Holdings
Howard M. Averill
Former Executive Vice President and
Chief Financial Officer of Time Warner Inc.
John P. (JP) Bilbrey
Retired Chairman and Chief Executive Officer
of The Hershey Company
Bennett Dorrance, Jr.
Managing Director for the DFE Trust Company
Maria Teresa (Tessa) Hilado
Former Executive Vice President and
Chief Financial Officer of Allergan plc
Christopher D. Foley
Executive Vice President and President, Meals & Beverages
Diane Johnson May
Executive Vice President and Chief Human Resources Officer
Valerie J. Oswalt
Executive Vice President and President, Snacks
Daniel L. Poland
Executive Vice President and Chief Supply Chain Officer
Anthony J. Sanzio
Executive Vice President and Chief Communications Officer
[10-K BEGINS HERE]
Craig S. Slavtcheff
Executive Vice President, Chief R&D and Innovation Officer
Grant H. Hill
Co-owner and Vice Chairman
of the Atlanta Hawks
Sarah Hofstetter
President of Profitero, Ltd.
Marc B. Lautenbach
President and Chief Executive Officer
of Pitney Bowes Inc.
Mary Alice D. Malone
President of Iron Spring Farm, Inc.
Kurt T. Schmidt
Former President and Chief Executive Officer
of Cronos Group Inc.
Archbold D. van Beuren
Retired Senior Vice President
of Campbell Soup Company
22
Christopher D. Foley
Executive Vice President and President, Meals & Beverages
CAMPBELL SOUP COMPANY
Howard M. Averill
Former Executive Vice President and
Chief Financial Officer of Time Warner Inc.
Diane Johnson May
Executive Vice President and Chief Human Resources Officer
New Jersey
State of Incorporation
21-0419870
I.R.S. Employer Identification No.
1 Campbell Place
Valerie J. Oswalt
Camden, New Jersey 08103-1799
Executive Vice President and President, Snacks
Principal Executive Offices
Telephone Number: (856) 342-4800
Daniel L. Poland
Executive Vice President and Chief Supply Chain Officer
Securities registered pursuant to Section 12(b) of the Act:
John P. (JP) Bilbrey
Retired Chairman and Chief Executive Officer
of The Hershey Company
Bennett Dorrance, Jr.
Managing Director for the DFE Trust Company
Trading Symbol
Title of Each Class
Anthony J. Sanzio
CPB
Capital Stock, par value $.0375
Executive Vice President and Chief Communications Officer
Name of Each Exchange on Which Registered
Maria Teresa (Tessa) Hilado
Former Executive Vice President and
New York Stock Exchange
Chief Financial Officer of Allergan plc
[10-K BEGINS HERE]
Grant H. Hill
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Co-owner and Vice Chairman
of the Atlanta Hawks
Craig S. Slavtcheff
Executive Vice President, Chief R&D and Innovation Officer
Securities registered pursuant to Section 12(g) of the Act: None
þ Yes ☐ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. ☐ Yes þ No
Sarah Hofstetter
President of Profitero, Ltd.
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
Marc B. Lautenbach
such reports), and (2) has been subject to such filing requirements for the past 90 days. þ Yes ☐ No
President and Chief Executive Officer
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be
of Pitney Bowes Inc.
submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant
Mary Alice D. Malone
was required to submit such files). þ Yes ☐ No
President of Iron Spring Farm, Inc.
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,"
Kurt T. Schmidt
"smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Former President and Chief Executive Officer
of Cronos Group Inc.
Large accelerated filer
Non-accelerated filer
Emerging growth company
☑
☐
☐
Accelerated filer
☐
Smaller reporting company ☐
Archbold D. van Beuren
Retired Senior Vice President
of Campbell Soup Company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the
effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b))
by the registered public accounting firm that prepared or issued its audit report. ☑
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes þ
No
Based on the closing price on the New York Stock Exchange on January 28, 2022 (the last business day of the registrant’s
most recently completed second fiscal quarter), the aggregate market value of capital stock held by non-affiliates of the registrant
was approximately $8,597,234,004. There were 299,364,411 shares of capital stock outstanding as of September 14, 2022.
Portions of the Registrant’s Proxy Statement for the 2022 Annual Meeting of Shareholders are incorporated by reference into
22
Part III.
TABLE OF CONTENTS
TABLE OF CONTENTS
PART I
PART I
PART I
PART I
Item 1. Business
Item 1. Business
Item 1A. Risk Factors
Item 1A. Risk Factors
Item 1B. Unresolved Staff Comments
Item 1B. Unresolved Staff Comments
Item 2. Properties
Item 2. Properties
Item 3. Legal Proceedings
Item 3. Legal Proceedings
Item 4. Mine Safety Disclosures
Item 4. Mine Safety Disclosures
Information about our Executive Officers
Information about our Executive Officers
PART II
PART II
Item 5. Market for Registrant’s Capital Stock, Related Shareholder Matters and Issuer Purchases of
Item 5. Market for Registrant’s Capital Stock, Related Shareholder Matters and Issuer Purchases of
Equity Securities
Equity Securities
Item 6. Reserved
Item 6. Reserved
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 7A. Quantitative and Qualitative Disclosure about Market Risk
Item 7A. Quantitative and Qualitative Disclosure about Market Risk
Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Item 9B. Other Information
Item 9B. Other Information
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
PART III
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Item 10. Directors, Executive Officers and Corporate Governance
Item 11. Executive Compensation
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder
Matters
Matters
Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 14. Principal Accounting Fees and Services
Item 14. Principal Accounting Fees and Services
PART IV
PART IV
Item 15. Exhibits and Financial Statement Schedules
Item 15. Exhibits and Financial Statement Schedules
Item 16. Form 10-K Summary
Item 16. Form 10-K Summary
Index to Exhibits
Index to Exhibits
Signatures
Signatures
3
3
6
6
14
14
14
14
14
14
14
14
15
15
16
16
17
17
17
17
34
34
35
35
77
77
77
77
77
77
77
77
77
77
77
77
78
78
78
78
78
78
78
78
79
79
80
80
83
83
This Report contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995.
This Report contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements reflect our current expectations regarding our future results of operations, economic
These forward-looking statements reflect our current expectations regarding our future results of operations, economic
performance, financial condition and achievements. These forward-looking statements can be identified by words such as
performance, financial condition and achievements. These forward-looking statements can be identified by words such as
"anticipate," "believe," "estimate," "expect," "intend," "plan," "pursue," "strategy," "target," "will" and similar expressions. One
"anticipate," "believe," "estimate," "expect," "intend," "plan," "pursue," "strategy," "target," "will" and similar expressions. One
can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts, and may
can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts, and may
reflect anticipated cost savings or implementation of our strategic plan. These statements reflect our current plans and
reflect anticipated cost savings or implementation of our strategic plan. These statements reflect our current plans and
expectations and are based on information currently available to us. They rely on several assumptions regarding future events
expectations and are based on information currently available to us. They rely on several assumptions regarding future events
and estimates which could be inaccurate and which are inherently subject to risks and uncertainties. Risks and uncertainties
and estimates which could be inaccurate and which are inherently subject to risks and uncertainties. Risks and uncertainties
include, but are not limited to, those discussed in "Risk Factors" and in the "Cautionary Factors That May Affect Future
include, but are not limited to, those discussed in "Risk Factors" and in the "Cautionary Factors That May Affect Future
Results" in "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in this Report. Our
Results" in "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in this Report. Our
consolidated financial statements and the accompanying notes to the consolidated financial statements are presented in
consolidated financial statements and the accompanying notes to the consolidated financial statements are presented in
"Financial Statements and Supplementary Data."
"Financial Statements and Supplementary Data."
Item 1. Business
Item 1. Business
The Company
The Company
Unless otherwise stated, the terms "we," "us," "our" and the "company" refer to Campbell Soup Company and its
Unless otherwise stated, the terms "we," "us," "our" and the "company" refer to Campbell Soup Company and its
consolidated subsidiaries.
consolidated subsidiaries.
We are a manufacturer and marketer of high-quality, branded food and beverage products. We organized as a business
We are a manufacturer and marketer of high-quality, branded food and beverage products. We organized as a business
corporation under the laws of New Jersey on November 23, 1922; however, through predecessor organizations, we trace our
corporation under the laws of New Jersey on November 23, 1922; however, through predecessor organizations, we trace our
heritage in the food business back to 1869. Our principal executive offices are in Camden, New Jersey 08103-1799.
heritage in the food business back to 1869. Our principal executive offices are in Camden, New Jersey 08103-1799.
Business Divestitures
Business Divestitures
We completed the sale of our Kelsen business on September 23, 2019. On December 23, 2019, we completed the sale of
We completed the sale of our Kelsen business on September 23, 2019. On December 23, 2019, we completed the sale of
our Arnott’s business and certain other international operations, including the simple meals and shelf-stable beverages
our Arnott’s business and certain other international operations, including the simple meals and shelf-stable beverages
businesses in Australia and Asia Pacific (the Arnott’s and other international operations). In addition, on October 11, 2019, we
businesses in Australia and Asia Pacific (the Arnott’s and other international operations). In addition, on October 11, 2019, we
completed the sale of our European chips business.
completed the sale of our European chips business.
We used the net proceeds from the sales to reduce debt as described below in “Management’s Discussion and Analysis of
We used the net proceeds from the sales to reduce debt as described below in “Management’s Discussion and Analysis of
Financial Condition and Results of Operations—Liquidity and Capital Resources.”
Financial Condition and Results of Operations—Liquidity and Capital Resources.”
Beginning in the fourth quarter of 2019, we have reflected the results of operations of our Kelsen business and the Arnott’s
Beginning in the fourth quarter of 2019, we have reflected the results of operations of our Kelsen business and the Arnott’s
and other international operations (collectively referred to as Campbell International) as discontinued operations in the
and other international operations (collectively referred to as Campbell International) as discontinued operations in the
Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks
Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks
reportable segment. The results of the European chips business through the date of sale were reflected in continuing operations
reportable segment. The results of the European chips business through the date of sale were reflected in continuing operations
within the Snacks reportable segment.
within the Snacks reportable segment.
In the fourth quarter of 2021, we completed the sale of our Plum baby food and snacks business. The results of the Plum
In the fourth quarter of 2021, we completed the sale of our Plum baby food and snacks business. The results of the Plum
baby food and snacks business through the date of sale were reflected in continuing operations within the Meals & Beverages
baby food and snacks business through the date of sale were reflected in continuing operations within the Meals & Beverages
reportable segment.
reportable segment.
See Note 3 to the Consolidated Financial Statements for additional information on our divestitures.
See Note 3 to the Consolidated Financial Statements for additional information on our divestitures.
Reportable Segments
Reportable Segments
Our reportable segments are:
Our reportable segments are:
• Meals & Beverages, which consists of our soup, simple meals and beverages products in retail and foodservice in the
• Meals & Beverages, which consists of our soup, simple meals and beverages products in retail and foodservice in the
U.S. and Canada. The segment includes the following products: Campbell’s condensed and ready-to-serve soups;
U.S. and Canada. The segment includes the following products: Campbell’s condensed and ready-to-serve soups;
Swanson broth and stocks; Pacific Foods broth, soups and non-dairy beverages; Prego pasta sauces; Pace Mexican
Swanson broth and stocks; Pacific Foods broth, soups and non-dairy beverages; Prego pasta sauces; Pace Mexican
sauces; Campbell’s gravies, pasta, beans and dinner sauces; Swanson canned poultry; V8 juices and beverages; and
sauces; Campbell’s gravies, pasta, beans and dinner sauces; Swanson canned poultry; V8 juices and beverages; and
Campbell’s tomato juice. The segment also includes snacking products in foodservice and Canada. The segment
Campbell’s tomato juice. The segment also includes snacking products in foodservice and Canada. The segment
included the results of our Plum baby food and snacks business, which was sold on May 3, 2021; and
included the results of our Plum baby food and snacks business, which was sold on May 3, 2021; and
•
•
Snacks, which consists of Pepperidge Farm cookies*, crackers, fresh bakery and frozen products, including Goldfish
Snacks, which consists of Pepperidge Farm cookies*, crackers, fresh bakery and frozen products, including Goldfish
crackers*, Snyder’s of Hanover pretzels*, Lance sandwich crackers*, Cape Cod potato chips*, Kettle Brand potato
crackers*, Snyder’s of Hanover pretzels*, Lance sandwich crackers*, Cape Cod potato chips*, Kettle Brand potato
chips*, Late July snacks*, Snack Factory pretzel crisps*, Pop Secret popcorn, Emerald nuts, and other snacking
chips*, Late July snacks*, Snack Factory pretzel crisps*, Pop Secret popcorn, Emerald nuts, and other snacking
products in retail in the U.S. Beginning in 2022, we refer to the * brands as our "power brands." The segment includes
products in retail in the U.S. Beginning in 2022, we refer to the * brands as our "power brands." The segment includes
the retail business in Latin America. The segment also included the results of our European chips business, which was
the retail business in Latin America. The segment also included the results of our European chips business, which was
sold on October 11, 2019.
sold on October 11, 2019.
Beginning in 2022, the foodservice and Canadian business formerly included in our Snacks segment is now managed as
Beginning in 2022, the foodservice and Canadian business formerly included in our Snacks segment is now managed as
part of the Meals & Beverages segment. Segment results have been adjusted retrospectively to reflect this change. See Note 6 to
part of the Meals & Beverages segment. Segment results have been adjusted retrospectively to reflect this change. See Note 6 to
2
2
3
3
the Consolidated Financial Statements and "Management's Discussion and Analysis of Financial Condition and Results of
the Consolidated Financial Statements and "Management's Discussion and Analysis of Financial Condition and Results of
Operations" for additional information regarding our reportable segments.
Operations" for additional information regarding our reportable segments.
Ingredients and Packaging
Ingredients and Packaging
The ingredients and packaging materials required for the manufacture of our food and beverage products are purchased
The ingredients and packaging materials required for the manufacture of our food and beverage products are purchased
from various suppliers, substantially all of which are located in North America. During 2022, we experienced significantly
from various suppliers, substantially all of which are located in North America. During 2022, we experienced significantly
elevated commodity and supply chain costs including the costs of labor, raw materials, energy, fuel, packaging materials and
elevated commodity and supply chain costs including the costs of labor, raw materials, energy, fuel, packaging materials and
other inputs necessary for the production and distribution of our products. In addition, many of these items are subject to price
other inputs necessary for the production and distribution of our products. In addition, many of these items are subject to price
fluctuations from a number of factors, including but not limited to climate change, changes in crop size, cattle cycles, herd and
fluctuations from a number of factors, including but not limited to climate change, changes in crop size, cattle cycles, herd and
flock disease, crop disease, crop pests, product scarcity, demand for raw materials, commodity market speculation, energy
flock disease, crop disease, crop pests, product scarcity, demand for raw materials, commodity market speculation, energy
costs, currency fluctuations, supplier capacities, government-sponsored agricultural programs and other government policy,
costs, currency fluctuations, supplier capacities, government-sponsored agricultural programs and other government policy,
import and export requirements (including tariffs), drought and excessive rain, temperature extremes and other adverse weather
import and export requirements (including tariffs), drought and excessive rain, temperature extremes and other adverse weather
events, water scarcity, scarcity of suitable agricultural land, scarcity of organic ingredients, pandemic illness (such as the
events, water scarcity, scarcity of suitable agricultural land, scarcity of organic ingredients, pandemic illness (such as the
COVID-19 pandemic), armed hostilities (including the ongoing conflict between Russia and Ukraine) and other factors that
COVID-19 pandemic), armed hostilities (including the ongoing conflict between Russia and Ukraine) and other factors that
may be beyond our control. To help reduce some of this price volatility, we use a combination of purchase orders, short- and
may be beyond our control. To help reduce some of this price volatility, we use a combination of purchase orders, short- and
long-term contracts, inventory management practices and various commodity risk management tools for most of our ingredients
long-term contracts, inventory management practices and various commodity risk management tools for most of our ingredients
and packaging. Ingredient inventories are generally at a peak during the late fall and decline during the winter and spring. Since
and packaging. Ingredient inventories are generally at a peak during the late fall and decline during the winter and spring. Since
many ingredients of suitable quality are available in sufficient quantities only during certain seasons, we make commitments for
many ingredients of suitable quality are available in sufficient quantities only during certain seasons, we make commitments for
the purchase of such ingredients in their respective seasons. Although we are unable to predict the impact of our ability to
the purchase of such ingredients in their respective seasons. Although we are unable to predict the impact of our ability to
source these ingredients and packaging materials in the future, we expect these supply pressures to continue throughout 2023.
source these ingredients and packaging materials in the future, we expect these supply pressures to continue throughout 2023.
We also expect the pressures of input cost inflation to continue into 2023.
We also expect the pressures of input cost inflation to continue into 2023.
Customers
Customers
In most of our markets, sales and merchandising activities are conducted through our own sales force and/or third-party
In most of our markets, sales and merchandising activities are conducted through our own sales force and/or third-party
brokers and distribution partners. Our products are generally resold to consumers through retail food chains, mass discounters,
brokers and distribution partners. Our products are generally resold to consumers through retail food chains, mass discounters,
mass merchandisers, club stores, convenience stores, drug stores, dollar stores, e-commerce and other retail, commercial and
mass merchandisers, club stores, convenience stores, drug stores, dollar stores, e-commerce and other retail, commercial and
non-commercial establishments. Our Snacks segment has a direct-store-delivery distribution model that uses independent
non-commercial establishments. Our Snacks segment has a direct-store-delivery distribution model that uses independent
contractor distributors.
contractor distributors.
Our five largest customers accounted for approximately 47% of our consolidated net sales from continuing operations in
Our five largest customers accounted for approximately 47% of our consolidated net sales from continuing operations in
2022, 46% in 2021 and 44% in 2020. Our largest customer, Wal-Mart Stores, Inc. and its affiliates, accounted for
2022, 46% in 2021 and 44% in 2020. Our largest customer, Wal-Mart Stores, Inc. and its affiliates, accounted for
approximately 22% of our consolidated net sales from continuing operations in 2022 and 21% in 2021 and 2020. Both of our
approximately 22% of our consolidated net sales from continuing operations in 2022 and 21% in 2021 and 2020. Both of our
reportable segments sold products to Wal-Mart Stores, Inc. or its affiliates. No other customer accounted for 10% or more of
reportable segments sold products to Wal-Mart Stores, Inc. or its affiliates. No other customer accounted for 10% or more of
our consolidated net sales.
our consolidated net sales.
Trademarks and Technology
Trademarks and Technology
As of September 14, 2022, we owned over 2,800 trademark registrations and applications in over 150 countries. We
As of September 14, 2022, we owned over 2,800 trademark registrations and applications in over 150 countries. We
believe our trademarks are of material importance to our business. Although the laws vary by jurisdiction, trademarks generally
believe our trademarks are of material importance to our business. Although the laws vary by jurisdiction, trademarks generally
are valid as long as they are in use and/or their registrations are properly maintained and have not been found to have become
are valid as long as they are in use and/or their registrations are properly maintained and have not been found to have become
generic. Trademark registrations generally can be renewed indefinitely as long as the trademarks are in use. We believe that our
generic. Trademark registrations generally can be renewed indefinitely as long as the trademarks are in use. We believe that our
principal brands, including Campbell's, Cape Cod, Chunky, Emerald, Goldfish, Kettle Brand, Lance, Late July, Milano, Pace,
principal brands, including Campbell's, Cape Cod, Chunky, Emerald, Goldfish, Kettle Brand, Lance, Late July, Milano, Pace,
Pacific Foods, Pepperidge Farm, Pop Secret, Prego, Snack Factory, Snyder's of Hanover, Spaghettios, Swanson, and V8, are
Pacific Foods, Pepperidge Farm, Pop Secret, Prego, Snack Factory, Snyder's of Hanover, Spaghettios, Swanson, and V8, are
protected by trademark law in the major markets where they are used.
protected by trademark law in the major markets where they are used.
Although we own a number of valuable patents, we do not regard any segment of our business as being dependent upon
Although we own a number of valuable patents, we do not regard any segment of our business as being dependent upon
any single patent or group of related patents. In addition, we own copyrights, both registered and unregistered, proprietary trade
any single patent or group of related patents. In addition, we own copyrights, both registered and unregistered, proprietary trade
secrets, technology, know-how, processes and other intellectual property rights that are not registered.
secrets, technology, know-how, processes and other intellectual property rights that are not registered.
Competition
Competition
We operate in a highly competitive industry and experience competition in all of our categories. This competition arises
We operate in a highly competitive industry and experience competition in all of our categories. This competition arises
from numerous competitors of varying sizes across multiple food and beverage categories, and includes producers of private
from numerous competitors of varying sizes across multiple food and beverage categories, and includes producers of private
label products, as well as other branded food and beverage manufacturers. Private label products are generally sold at lower
label products, as well as other branded food and beverage manufacturers. Private label products are generally sold at lower
prices than branded products. Competitors market and sell their products through traditional retailers and e-commerce. All of
prices than branded products. Competitors market and sell their products through traditional retailers and e-commerce. All of
these competitors vie for trade merchandising support and consumer dollars. The number of competitors cannot be reliably
these competitors vie for trade merchandising support and consumer dollars. The number of competitors cannot be reliably
estimated. Our principal areas of competition are brand recognition, taste, nutritional value, price, promotion, innovation, shelf
estimated. Our principal areas of competition are brand recognition, taste, nutritional value, price, promotion, innovation, shelf
space and customer service.
space and customer service.
Capital Expenditures
Capital Expenditures
During 2022, our aggregate capital expenditures were $242 million. We expect to spend approximately $325 million for
During 2022, our aggregate capital expenditures were $242 million. We expect to spend approximately $325 million for
capital projects in 2023. Major capital projects based on planned spend in 2023 include a cracker capacity expansion for our
capital projects in 2023. Major capital projects based on planned spend in 2023 include a cracker capacity expansion for our
Snacks business and a new manufacturing line for our Meals & Beverages business.
Snacks business and a new manufacturing line for our Meals & Beverages business.
Government Regulation
Government Regulation
The manufacture and sale of consumer food products is highly regulated. In the U.S., our activities are subject to regulation
The manufacture and sale of consumer food products is highly regulated. In the U.S., our activities are subject to regulation
by various federal government agencies, including the Food and Drug Administration, the Department of Agriculture, the
by various federal government agencies, including the Food and Drug Administration, the Department of Agriculture, the
Federal Trade Commission, the Department of Labor, the Department of Commerce, the Occupational Safety and Health
Federal Trade Commission, the Department of Labor, the Department of Commerce, the Occupational Safety and Health
Administration and the Environmental Protection Agency, as well as various state and local agencies. Our business is also
Administration and the Environmental Protection Agency, as well as various state and local agencies. Our business is also
regulated by similar agencies outside of the U.S. Additionally, we are subject to data privacy and security regulations, tax and
regulated by similar agencies outside of the U.S. Additionally, we are subject to data privacy and security regulations, tax and
securities regulations, accounting and reporting standards, and other financial laws and regulations. We believe that we are in
securities regulations, accounting and reporting standards, and other financial laws and regulations. We believe that we are in
compliance with current laws and regulations in all material respects and do not expect that continued compliance with such
compliance with current laws and regulations in all material respects and do not expect that continued compliance with such
laws and regulations will have a material effect on capital expenditures, earnings or our competitive position.
laws and regulations will have a material effect on capital expenditures, earnings or our competitive position.
Environmental Matters
Environmental Matters
We have requirements for the operation and design of our facilities that meet or exceed applicable environmental rules and
We have requirements for the operation and design of our facilities that meet or exceed applicable environmental rules and
regulations. Of our $242 million in capital expenditures made during 2022, approximately $9 million were for compliance with
regulations. Of our $242 million in capital expenditures made during 2022, approximately $9 million were for compliance with
environmental laws and regulations in the U.S. We further estimate that approximately $13 million of the capital expenditures
environmental laws and regulations in the U.S. We further estimate that approximately $13 million of the capital expenditures
anticipated during 2023 will be for compliance with U.S. environmental laws and regulations. We believe that the continued
anticipated during 2023 will be for compliance with U.S. environmental laws and regulations. We believe that the continued
compliance with existing environmental laws and regulations (both within the U.S. and elsewhere) will not have a material
compliance with existing environmental laws and regulations (both within the U.S. and elsewhere) will not have a material
effect on capital expenditures, earnings or our competitive position. In addition, we continue to monitor existing and pending
effect on capital expenditures, earnings or our competitive position. In addition, we continue to monitor existing and pending
environmental laws and regulations within the U.S. and elsewhere relating to climate change and greenhouse gas emissions.
environmental laws and regulations within the U.S. and elsewhere relating to climate change and greenhouse gas emissions.
While the impact of these laws and regulations cannot be predicted with certainty, we do not believe that compliance with these
While the impact of these laws and regulations cannot be predicted with certainty, we do not believe that compliance with these
laws and regulations will have a material effect on capital expenditures, earnings or our competitive position.
laws and regulations will have a material effect on capital expenditures, earnings or our competitive position.
Seasonality
Seasonality
Demand for soup products is seasonal, with the fall and winter months usually accounting for the highest sales volume.
Demand for soup products is seasonal, with the fall and winter months usually accounting for the highest sales volume.
Demand for our other products is generally evenly distributed throughout the year.
Demand for our other products is generally evenly distributed throughout the year.
Human Capital Management
Human Capital Management
A core pillar of our strategic plan is to build a winning team and culture. To do this, we are committed to building a
A core pillar of our strategic plan is to build a winning team and culture. To do this, we are committed to building a
company where everyone can be real, and feel safe, valued and supported to do their best work. We believe that our employees
company where everyone can be real, and feel safe, valued and supported to do their best work. We believe that our employees
are the driving force behind our success and prioritize attracting, developing and retaining diverse, world-class talent and
are the driving force behind our success and prioritize attracting, developing and retaining diverse, world-class talent and
creating an inclusive culture that embodies our purpose: Connecting people through food they love. On July 31, 2022, we had
creating an inclusive culture that embodies our purpose: Connecting people through food they love. On July 31, 2022, we had
approximately 14,700 employees.
approximately 14,700 employees.
Training, Development and Engagement
Training, Development and Engagement
We invest in our employees through training and development programs. We have partnered with leading online content
We invest in our employees through training and development programs. We have partnered with leading online content
experts and have recently increased internal learning development to expand our catalog of courses and support our culture of
experts and have recently increased internal learning development to expand our catalog of courses and support our culture of
continuous learning. A suite of training and education programs are available to employees ranging from role-specific training
continuous learning. A suite of training and education programs are available to employees ranging from role-specific training
to education on soft skills to assist them with enhancing their careers through continuous learning. Through objective-setting,
to education on soft skills to assist them with enhancing their careers through continuous learning. Through objective-setting,
individual development plans, learning opportunities, feedback and coaching, employees are encouraged to continue their
individual development plans, learning opportunities, feedback and coaching, employees are encouraged to continue their
professional growth. Our education programs allow employees to focus on timely and topical development areas including
professional growth. Our education programs allow employees to focus on timely and topical development areas including
leadership, management excellence, functional capabilities and inclusion and diversity. We communicate frequently and
leadership, management excellence, functional capabilities and inclusion and diversity. We communicate frequently and
transparently with our employees through regular company-wide and business unit check-ins, and we conduct employee
transparently with our employees through regular company-wide and business unit check-ins, and we conduct employee
engagement surveys that provide our employees with an opportunity to share anonymous feedback with management in a
engagement surveys that provide our employees with an opportunity to share anonymous feedback with management in a
variety of areas including confidence in leadership, growth and career opportunities, available resources, compensation and
variety of areas including confidence in leadership, growth and career opportunities, available resources, compensation and
overall engagement. These surveys allow our leaders to develop action plans for their business units as well as the broader
overall engagement. These surveys allow our leaders to develop action plans for their business units as well as the broader
organization.
organization.
Our Campbell Employee Experience Framework enhances the foundational moments that are key to an employee's career
Our Campbell Employee Experience Framework enhances the foundational moments that are key to an employee's career
at our company - from the candidate experience and onboarding through career advancement - to help our employees thrive at
at our company - from the candidate experience and onboarding through career advancement - to help our employees thrive at
work, with the goal of building an inclusive, engaging and high-performing culture.
work, with the goal of building an inclusive, engaging and high-performing culture.
Inclusion and Diversity
Inclusion and Diversity
We believe that having an inclusive and diverse culture strengthens our ability to recruit and develop talent and allows all
We believe that having an inclusive and diverse culture strengthens our ability to recruit and develop talent and allows all
employees to thrive and succeed. Diversity of input and perspectives is an essential part of our strategic plan to build a winning
employees to thrive and succeed. Diversity of input and perspectives is an essential part of our strategic plan to build a winning
team and culture, and we believe one key to success is attracting and retaining a diverse workforce that reflects our consumers
team and culture, and we believe one key to success is attracting and retaining a diverse workforce that reflects our consumers
of today and tomorrow. Our commitment to inclusion and diversity ("I&D") is based on three guiding pillars:
of today and tomorrow. Our commitment to inclusion and diversity ("I&D") is based on three guiding pillars:
•
•
•
•
Capabilities - providing resources and tools to employees to build capabilities to build a winning team and culture and
Capabilities - providing resources and tools to employees to build capabilities to build a winning team and culture and
to drive systemic change;
to drive systemic change;
Advocacy - strengthening ally networks by supporting our employees, our partners and the communities where we live
Advocacy - strengthening ally networks by supporting our employees, our partners and the communities where we live
and work; and
and work; and
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4
5
5
•
•
Accountability - having individual, management and organizational accountability and transparency about our progress
Accountability - having individual, management and organizational accountability and transparency about our progress
on building an inclusive culture.
on building an inclusive culture.
COVID-19 pandemic), armed hostilities (including the ongoing conflict between Russia and Ukraine) and other factors that
COVID-19 pandemic), armed hostilities (including the ongoing conflict between Russia and Ukraine) and other factors that
may be beyond our control.
may be beyond our control.
We also continue to provide I&D learning experiences and foster employee resource groups to highlight issues that impact
We also continue to provide I&D learning experiences and foster employee resource groups to highlight issues that impact
underrepresented communities. Throughout 2022 the board of directors (Board) received regular updates from management on
underrepresented communities. Throughout 2022 the board of directors (Board) received regular updates from management on
our inclusion and diversity efforts.
our inclusion and diversity efforts.
Wellness and Safety
Wellness and Safety
Our employees' health, safety and well-being are our top priorities. We have maintained an unwavering commitment to
Our employees' health, safety and well-being are our top priorities. We have maintained an unwavering commitment to
supporting the health and well-being of our employees during the COVID-19 pandemic and we implemented an enterprise-wise
supporting the health and well-being of our employees during the COVID-19 pandemic and we implemented an enterprise-wise
response to ensure safety. We have implemented safety and sanitation measures to help ensure employees' health and well-
response to ensure safety. We have implemented safety and sanitation measures to help ensure employees' health and well-
being, embraced remote work for those who were able, and introduced enhanced sanitation, mask use and other protective
being, embraced remote work for those who were able, and introduced enhanced sanitation, mask use and other protective
equipment protocols and social distancing measures for our front-line employees.
equipment protocols and social distancing measures for our front-line employees.
In addition, our Resources for Living program provides information, education tools and resources to help support our
In addition, our Resources for Living program provides information, education tools and resources to help support our
employees' physical, financial, social and emotional well-being. As part of this focus on well-being, we emphasize the need for
employees' physical, financial, social and emotional well-being. As part of this focus on well-being, we emphasize the need for
our employees to embrace healthy lifestyles and we offer a variety of wellness education opportunities for our employees. We
our employees to embrace healthy lifestyles and we offer a variety of wellness education opportunities for our employees. We
continue to modernize our workspaces and in 2022 announced a hybrid work policy to allow office-based employees to work
continue to modernize our workspaces and in 2022 announced a hybrid work policy to allow office-based employees to work
remotely several days per week.
remotely several days per week.
Total Rewards
Total Rewards
We provide market-based competitive compensation through our salary, annual incentive and long-term incentive
We provide market-based competitive compensation through our salary, annual incentive and long-term incentive
programs, and a robust benefits package that promotes the overall well-being of our employees. We provide a variety of
programs, and a robust benefits package that promotes the overall well-being of our employees. We provide a variety of
resources and services to help our employees plan for retirement and provide a 401(k) plan with immediate vesting. We
resources and services to help our employees plan for retirement and provide a 401(k) plan with immediate vesting. We
benchmark and establish compensation structures based on competitive market data. Individual pay is based on various factors
benchmark and establish compensation structures based on competitive market data. Individual pay is based on various factors
such as an employee's role, experience, job location and contributions. Performance discussions for salaried employees are
such as an employee's role, experience, job location and contributions. Performance discussions for salaried employees are
conducted throughout the year to assess contributions and inform individual development plans. We have enhanced our focus
conducted throughout the year to assess contributions and inform individual development plans. We have enhanced our focus
on the employee experience by highlighting key moments in the employment life-cycle and providing enhanced
on the employee experience by highlighting key moments in the employment life-cycle and providing enhanced
communications about our comprehensive offerings.
communications about our comprehensive offerings.
Websites
Websites
Our primary corporate website can be found at www.campbellsoupcompany.com. We make available free of charge at the
Our primary corporate website can be found at www.campbellsoupcompany.com. We make available free of charge at the
Investor portion of this website (under the "About Us—Investors—Financials—SEC Filings" caption) all of our reports
Investor portion of this website (under the "About Us—Investors—Financials—SEC Filings" caption) all of our reports
(including amendments) filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as
(including amendments) filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as
amended, including our annual reports on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K.
amended, including our annual reports on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K.
These reports are made available on the website as soon as reasonably practicable after their filing with, or furnishing to, the
These reports are made available on the website as soon as reasonably practicable after their filing with, or furnishing to, the
Securities and Exchange Commission.
Securities and Exchange Commission.
All websites appearing in this Annual Report on Form 10-K are inactive textual references only, and the information in, or
All websites appearing in this Annual Report on Form 10-K are inactive textual references only, and the information in, or
accessible through, such websites is not incorporated into this Annual Report on Form 10-K, or into any of our other filings
accessible through, such websites is not incorporated into this Annual Report on Form 10-K, or into any of our other filings
with the Securities and Exchange Commission.
with the Securities and Exchange Commission.
Item 1A. Risk Factors
Item 1A. Risk Factors
In addition to the factors discussed elsewhere in this Report, the following risks and uncertainties could materially
In addition to the factors discussed elsewhere in this Report, the following risks and uncertainties could materially
adversely affect our business, financial condition and results of operations. Although the risks are organized and described
adversely affect our business, financial condition and results of operations. Although the risks are organized and described
separately, many of the risks are interrelated. Additional risks and uncertainties not presently known to us or that we currently
separately, many of the risks are interrelated. Additional risks and uncertainties not presently known to us or that we currently
deem immaterial also may impair our business operations and financial condition.
deem immaterial also may impair our business operations and financial condition.
Business and Operational Risks
Business and Operational Risks
We may not be able to increase prices to fully offset inflationary pressures on costs, such as raw and packaging
We may not be able to increase prices to fully offset inflationary pressures on costs, such as raw and packaging
materials, labor and distribution costs
materials, labor and distribution costs
As a manufacturer of food and beverage products, we rely on plant labor, distribution resources and raw and packaging
As a manufacturer of food and beverage products, we rely on plant labor, distribution resources and raw and packaging
materials including tomato paste, grains, beef, poultry, dairy, vegetable oil, wheat, potatoes and other vegetables, steel,
materials including tomato paste, grains, beef, poultry, dairy, vegetable oil, wheat, potatoes and other vegetables, steel,
aluminum, glass, paper and resin. During 2022, we experienced significantly elevated commodity and supply chain costs
aluminum, glass, paper and resin. During 2022, we experienced significantly elevated commodity and supply chain costs
including the costs of labor, raw materials, energy, fuel, packaging materials and other inputs necessary for the production and
including the costs of labor, raw materials, energy, fuel, packaging materials and other inputs necessary for the production and
distribution of our products, and we expect elevated levels of inflation to continue in 2023. In addition, many of these materials
distribution of our products, and we expect elevated levels of inflation to continue in 2023. In addition, many of these materials
are subject to price fluctuations from a number of factors, including but not limited to changes in crop size, cattle cycles, herd
are subject to price fluctuations from a number of factors, including but not limited to changes in crop size, cattle cycles, herd
and flock disease, crop disease, crop pests, product scarcity, demand for raw materials, commodity market speculation, energy
and flock disease, crop disease, crop pests, product scarcity, demand for raw materials, commodity market speculation, energy
costs, currency fluctuations, supplier capacities, government-sponsored agricultural programs and other government policy,
costs, currency fluctuations, supplier capacities, government-sponsored agricultural programs and other government policy,
import and export requirements (including tariffs), drought and excessive rain, temperature extremes and other adverse weather
import and export requirements (including tariffs), drought and excessive rain, temperature extremes and other adverse weather
events, water scarcity, scarcity of suitable agricultural land, scarcity of organic ingredients, pandemic illness (such as the
events, water scarcity, scarcity of suitable agricultural land, scarcity of organic ingredients, pandemic illness (such as the
We try to mitigate some or all cost increases through increases in the selling prices of, or decreases in the packaging sizes
We try to mitigate some or all cost increases through increases in the selling prices of, or decreases in the packaging sizes
of, some of our products. Higher product prices or smaller packaging sizes may result in reductions in sales volume. Consumers
of, some of our products. Higher product prices or smaller packaging sizes may result in reductions in sales volume. Consumers
may be less willing to pay a price differential for our branded products and may increasingly purchase lower-priced offerings,
may be less willing to pay a price differential for our branded products and may increasingly purchase lower-priced offerings,
or may forego some purchases altogether, during an economic downturn or times of increased inflationary pressure. To the
or may forego some purchases altogether, during an economic downturn or times of increased inflationary pressure. To the
extent that price increases or packaging size decreases are not sufficient to offset these increased costs adequately or in a timely
extent that price increases or packaging size decreases are not sufficient to offset these increased costs adequately or in a timely
manner, and/or if they result in significant decreases in sales volume, our business results and financial condition may be
manner, and/or if they result in significant decreases in sales volume, our business results and financial condition may be
adversely affected. Furthermore, we may not be able to fully offset any cost increases through productivity initiatives or
adversely affected. Furthermore, we may not be able to fully offset any cost increases through productivity initiatives or
through our commodity hedging activity.
through our commodity hedging activity.
Disruption to our supply chain could adversely affect our business
Disruption to our supply chain could adversely affect our business
Our ability to manufacture and/or sell our products may be impaired by damage or disruption to our manufacturing,
Our ability to manufacture and/or sell our products may be impaired by damage or disruption to our manufacturing,
warehousing or distribution capabilities, or to the capabilities of our suppliers, contract manufacturers, logistics service
warehousing or distribution capabilities, or to the capabilities of our suppliers, contract manufacturers, logistics service
providers or independent distributors. This damage or disruption could result from execution issues, as well as factors that are
providers or independent distributors. This damage or disruption could result from execution issues, as well as factors that are
hard to predict or beyond our control such as increased temperatures due to climate change, water stress, extreme weather
hard to predict or beyond our control such as increased temperatures due to climate change, water stress, extreme weather
events, natural disasters, product or raw material scarcity, fire, terrorism, pandemics (such as the COVID-19 pandemic), armed
events, natural disasters, product or raw material scarcity, fire, terrorism, pandemics (such as the COVID-19 pandemic), armed
hostilities (including the ongoing conflict between Russia and Ukraine), strikes, labor shortages, cybersecurity breaches,
hostilities (including the ongoing conflict between Russia and Ukraine), strikes, labor shortages, cybersecurity breaches,
government shutdowns, disruptions in logistics, supplier capacity constraints or other events. Commodity prices continue to be
government shutdowns, disruptions in logistics, supplier capacity constraints or other events. Commodity prices continue to be
volatile and generally increased due to the COVID-19 pandemic, supply chain disruptions and labor and transportation
volatile and generally increased due to the COVID-19 pandemic, supply chain disruptions and labor and transportation
shortages. Production of the agricultural commodities used in our business may also be adversely affected by drought and
shortages. Production of the agricultural commodities used in our business may also be adversely affected by drought and
excessive rain, temperature extremes and other adverse weather events, water scarcity, scarcity of suitable agricultural land,
excessive rain, temperature extremes and other adverse weather events, water scarcity, scarcity of suitable agricultural land,
scarcity of organic ingredients, crop size, cattle cycles, herd and flock disease, crop disease and crop pests. Failure to take
scarcity of organic ingredients, crop size, cattle cycles, herd and flock disease, crop disease and crop pests. Failure to take
adequate steps to mitigate the likelihood or potential impact of such events, or to effectively manage such events if they occur,
adequate steps to mitigate the likelihood or potential impact of such events, or to effectively manage such events if they occur,
may adversely affect our business or financial results, particularly in circumstances when a product is sourced from a single
may adversely affect our business or financial results, particularly in circumstances when a product is sourced from a single
supplier or location. Disputes with significant suppliers, contract manufacturers, logistics service providers or independent
supplier or location. Disputes with significant suppliers, contract manufacturers, logistics service providers or independent
distributors, including disputes regarding pricing or performance, may also adversely affect our ability to manufacture and/or
distributors, including disputes regarding pricing or performance, may also adversely affect our ability to manufacture and/or
sell our products, as well as our business or financial results.
sell our products, as well as our business or financial results.
We have experienced temporary workforce disruptions in our supply chain as a result of the COVID-19 pandemic. We
We have experienced temporary workforce disruptions in our supply chain as a result of the COVID-19 pandemic. We
have implemented employee safety measures, which exceed guidance from the Centers for Disease Control and Prevention and
have implemented employee safety measures, which exceed guidance from the Centers for Disease Control and Prevention and
World Health Organization, across all our supply chain facilities. Even with these measures, and the availability of vaccines,
World Health Organization, across all our supply chain facilities. Even with these measures, and the availability of vaccines,
given the emergence and spread of COVID-19 variants, there is continued risk that COVID-19 may spread through our
given the emergence and spread of COVID-19 variants, there is continued risk that COVID-19 may spread through our
workforce. Illness, labor shortages, absenteeism, or other workforce disruptions could negatively affect our supply chain,
workforce. Illness, labor shortages, absenteeism, or other workforce disruptions could negatively affect our supply chain,
manufacturing, distribution, or other business processes. We may face additional production disruptions in the future, which
manufacturing, distribution, or other business processes. We may face additional production disruptions in the future, which
may place constraints on our ability to produce products in a timely manner or may increase our costs.
may place constraints on our ability to produce products in a timely manner or may increase our costs.
Short-term or sustained increases in consumer demand at our retail customers may exceed our production capacity or
Short-term or sustained increases in consumer demand at our retail customers may exceed our production capacity or
otherwise strain our supply chain. Our failure to meet the demand for our products could adversely affect our business and
otherwise strain our supply chain. Our failure to meet the demand for our products could adversely affect our business and
results of operations.
results of operations.
The COVID-19 pandemic and related ongoing implications could adversely impact our business and results of
The COVID-19 pandemic and related ongoing implications could adversely impact our business and results of
operations
operations
The COVID-19 pandemic has had, and could continue to have, a negative impact on financial markets, economic
The COVID-19 pandemic has had, and could continue to have, a negative impact on financial markets, economic
conditions, and portions of our industry as a result of changes in consumer behavior, retailer inventory levels, cost inflation,
conditions, and portions of our industry as a result of changes in consumer behavior, retailer inventory levels, cost inflation,
manufacturing and supply chain disruption, vaccination rates and effectiveness, and overall macroeconomic conditions.
manufacturing and supply chain disruption, vaccination rates and effectiveness, and overall macroeconomic conditions.
Although our business has benefited from increased at-home consumption due to COVID-19, our ability to sustain heightened
Although our business has benefited from increased at-home consumption due to COVID-19, our ability to sustain heightened
sales is dependent on consumer purchasing behavior. The continued availability and effectiveness of vaccines may partially
sales is dependent on consumer purchasing behavior. The continued availability and effectiveness of vaccines may partially
mitigate the risks around the continued spread of COVID-19, however, with the spread of the COVID-19 variants, the ongoing
mitigate the risks around the continued spread of COVID-19, however, with the spread of the COVID-19 variants, the ongoing
implications of the COVID-19 pandemic could adversely impact our business and results of operations in a number of ways,
implications of the COVID-19 pandemic could adversely impact our business and results of operations in a number of ways,
including but not limited to:
including but not limited to:
•
•
•
•
a shutdown of one or more of our manufacturing, warehousing or distribution facilities, or disruption in our supply
a shutdown of one or more of our manufacturing, warehousing or distribution facilities, or disruption in our supply
chain, including but not limited to, as a result of illness, labor shortages, government restrictions or other workforce
chain, including but not limited to, as a result of illness, labor shortages, government restrictions or other workforce
disruptions;
disruptions;
the failure of third parties on which we rely, including but not limited to, those that supply our packaging, ingredients,
the failure of third parties on which we rely, including but not limited to, those that supply our packaging, ingredients,
equipment and other necessary operating materials, co-manufacturers and independent contractors, to meet their
equipment and other necessary operating materials, co-manufacturers and independent contractors, to meet their
obligations to us, or significant disruptions in their ability to do so;
obligations to us, or significant disruptions in their ability to do so;
6
6
7
7
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
a strain on our supply chain, which could result from short-term or sustained changes and volatility in consumer
a strain on our supply chain, which could result from short-term or sustained changes and volatility in consumer
purchasing and consumption patterns that increase demand at our retail customers and exceed our production capacity
purchasing and consumption patterns that increase demand at our retail customers and exceed our production capacity
for our products;
for our products;
continued volatility in commodity and other input costs, which may not be sufficiently offset by our commodity
continued volatility in commodity and other input costs, which may not be sufficiently offset by our commodity
hedging activities;
hedging activities;
a disruption to our distribution capabilities or to our distribution channels, including those of our suppliers, contract
a disruption to our distribution capabilities or to our distribution channels, including those of our suppliers, contract
manufacturers, logistics service providers or independent distributors;
manufacturers, logistics service providers or independent distributors;
new or escalated government or regulatory responses in markets where we manufacture, sell or distribute our products,
new or escalated government or regulatory responses in markets where we manufacture, sell or distribute our products,
or in the markets of third parties on which we rely, could prevent or disrupt our business operations;
or in the markets of third parties on which we rely, could prevent or disrupt our business operations;
a significant portion of our workforce, including our management team, could become unable to work as a result of
a significant portion of our workforce, including our management team, could become unable to work as a result of
illness, or the attention of our management team could be diverted if key employees become ill and become unable to
illness, or the attention of our management team could be diverted if key employees become ill and become unable to
work;
work;
a change in demand for or availability of our products as a result of retailers, distributors, or carriers modifying their
a change in demand for or availability of our products as a result of retailers, distributors, or carriers modifying their
inventory, fulfillment or shipping practices;
inventory, fulfillment or shipping practices;
an inability to effectively modify our trade promotion and advertising activities to reflect changing consumer shopping
an inability to effectively modify our trade promotion and advertising activities to reflect changing consumer shopping
habits due to, among other things, reduced in-store visits and travel restrictions;
habits due to, among other things, reduced in-store visits and travel restrictions;
a shift in consumer spending during periods of economic uncertainty or inflation could result in consumers moving to
a shift in consumer spending during periods of economic uncertainty or inflation could result in consumers moving to
private label or lower price products; and
private label or lower price products; and
additional business disruptions and uncertainties related to the COVID-19 pandemic could result in additional delays
additional business disruptions and uncertainties related to the COVID-19 pandemic could result in additional delays
or modifications to our strategic plans and other initiatives.
or modifications to our strategic plans and other initiatives.
These and other impacts of the COVID-19 pandemic could also have the effect of heightening many of the other risk
These and other impacts of the COVID-19 pandemic could also have the effect of heightening many of the other risk
factors included in this Item 1A. The ultimate impact depends on the severity and duration of the COVID-19 pandemic,
factors included in this Item 1A. The ultimate impact depends on the severity and duration of the COVID-19 pandemic,
including the emergence and spread of COVID-19 variants, the continued availability and effectiveness of vaccines and actions
including the emergence and spread of COVID-19 variants, the continued availability and effectiveness of vaccines and actions
taken by governmental authorities and other third parties in response to the pandemic, each of which is uncertain, rapidly
taken by governmental authorities and other third parties in response to the pandemic, each of which is uncertain, rapidly
changing and difficult to predict. Any of these disruptions could adversely impact our business and results of operations.
changing and difficult to predict. Any of these disruptions could adversely impact our business and results of operations.
Our results of operations can be adversely affected by labor shortages, turnover and labor cost increases
Our results of operations can be adversely affected by labor shortages, turnover and labor cost increases
Labor is a primary component of operating our business. A number of factors may adversely affect the labor force available
Labor is a primary component of operating our business. A number of factors may adversely affect the labor force available
to us or increase labor costs, including high employment levels, federal unemployment subsidies, and other government
to us or increase labor costs, including high employment levels, federal unemployment subsidies, and other government
regulations. During 2022, we observed an overall tightening and increasingly competitive labor market. A sustained labor
regulations. During 2022, we observed an overall tightening and increasingly competitive labor market. A sustained labor
shortage or increased turnover rates within our employee base, caused by the continued spread of COVID-19 or as a result of
shortage or increased turnover rates within our employee base, caused by the continued spread of COVID-19 or as a result of
general macroeconomic factors, could lead to increased costs, such as increased overtime to meet demand and increased wage
general macroeconomic factors, could lead to increased costs, such as increased overtime to meet demand and increased wage
rates to attract and retain employees, and could negatively affect our ability to efficiently operate our manufacturing and
rates to attract and retain employees, and could negatively affect our ability to efficiently operate our manufacturing and
distribution facilities and overall business. If we are unable to hire and retain employees capable of performing at a high-level,
distribution facilities and overall business. If we are unable to hire and retain employees capable of performing at a high-level,
or if mitigation measures we may take to respond to a decrease in labor availability, such as overtime and third-party
or if mitigation measures we may take to respond to a decrease in labor availability, such as overtime and third-party
outsourcing, have unintended negative effects, our business could be adversely affected. In addition, we distribute our products
outsourcing, have unintended negative effects, our business could be adversely affected. In addition, we distribute our products
and receive raw materials primarily by truck. Reduced availability of trucking capacity due to shortages of drivers has caused
and receive raw materials primarily by truck. Reduced availability of trucking capacity due to shortages of drivers has caused
an increase in the cost of transportation for us and our suppliers. An overall labor shortage, lack of skilled labor, increased
an increase in the cost of transportation for us and our suppliers. An overall labor shortage, lack of skilled labor, increased
turnover or labor inflation, caused by COVID-19 or as a result of general macroeconomic factors, could have a material adverse
turnover or labor inflation, caused by COVID-19 or as a result of general macroeconomic factors, could have a material adverse
impact on the company’s operations, results of operations, liquidity or cash flows.
impact on the company’s operations, results of operations, liquidity or cash flows.
Our intellectual property rights are valuable, and any inability to protect them could reduce the value of our products
Our intellectual property rights are valuable, and any inability to protect them could reduce the value of our products
and brands
and brands
We consider our intellectual property rights, particularly our trademarks, to be a significant and valuable aspect of our
We consider our intellectual property rights, particularly our trademarks, to be a significant and valuable aspect of our
business. We protect our intellectual property rights through a combination of trademark, patent, copyright and trade secret
business. We protect our intellectual property rights through a combination of trademark, patent, copyright and trade secret
protection, contractual agreements and policing of third-party misuses of our intellectual property. Our failure to obtain or
protection, contractual agreements and policing of third-party misuses of our intellectual property. Our failure to obtain or
adequately protect our intellectual property or any change in law that lessens or removes the current legal protections of our
adequately protect our intellectual property or any change in law that lessens or removes the current legal protections of our
intellectual property may diminish our competitiveness and adversely affect our business and financial results.
intellectual property may diminish our competitiveness and adversely affect our business and financial results.
Competing intellectual property claims that impact our brands or products may arise unexpectedly. Any litigation or
Competing intellectual property claims that impact our brands or products may arise unexpectedly. Any litigation or
disputes regarding intellectual property may be costly and time-consuming and may divert the attention of our management and
disputes regarding intellectual property may be costly and time-consuming and may divert the attention of our management and
key personnel from our business operations. We also may be subject to significant damages or injunctions against development,
key personnel from our business operations. We also may be subject to significant damages or injunctions against development,
launch and sale of certain products. Any of these occurrences may harm our business and financial results.
launch and sale of certain products. Any of these occurrences may harm our business and financial results.
Our results may be adversely impacted if consumers do not maintain their favorable perception of our brands
Our results may be adversely impacted if consumers do not maintain their favorable perception of our brands
We have a number of iconic brands with significant value. Maintaining and continually enhancing the value of these brands
We have a number of iconic brands with significant value. Maintaining and continually enhancing the value of these brands
is critical to the success of our business. Brand value is primarily based on consumer perceptions. Success in promoting and
is critical to the success of our business. Brand value is primarily based on consumer perceptions. Success in promoting and
enhancing brand value depends in large part on our ability to provide high-quality products. Brand value could diminish
enhancing brand value depends in large part on our ability to provide high-quality products. Brand value could diminish
significantly due to a number of factors, including consumer perception that we have acted in an irresponsible manner, adverse
significantly due to a number of factors, including consumer perception that we have acted in an irresponsible manner, adverse
publicity about our products, packaging or ingredients (whether or not valid), our failure to maintain the quality of our products,
publicity about our products, packaging or ingredients (whether or not valid), our failure to maintain the quality of our products,
the failure of our products to deliver consistently positive consumer experiences, or the products becoming unavailable to
the failure of our products to deliver consistently positive consumer experiences, or the products becoming unavailable to
consumers. The growing use of social and digital media by consumers increases the speed and extent that information and
consumers. The growing use of social and digital media by consumers increases the speed and extent that information and
opinions can be shared. Negative posts or comments about us, our brands, products or packaging on social or digital media
opinions can be shared. Negative posts or comments about us, our brands, products or packaging on social or digital media
could seriously damage our brands and reputation. If we do not maintain the favorable perception of our brands, our results
could seriously damage our brands and reputation. If we do not maintain the favorable perception of our brands, our results
could be adversely impacted.
could be adversely impacted.
We may be adversely impacted by a disruption, failure or security breach of our information technology systems
We may be adversely impacted by a disruption, failure or security breach of our information technology systems
Our information technology systems are critically important to our operations. We rely on our information technology
Our information technology systems are critically important to our operations. We rely on our information technology
systems (some of which are outsourced to third parties) to manage our data, communications and business processes, including
systems (some of which are outsourced to third parties) to manage our data, communications and business processes, including
our marketing, sales, manufacturing, procurement, logistics, customer service, accounting and administrative functions and the
our marketing, sales, manufacturing, procurement, logistics, customer service, accounting and administrative functions and the
importance of such networks and systems has increased due to an increase in our employees working remotely. If we do not
importance of such networks and systems has increased due to an increase in our employees working remotely. If we do not
obtain and effectively manage the resources and materials necessary to build, sustain and protect appropriate information
obtain and effectively manage the resources and materials necessary to build, sustain and protect appropriate information
technology systems, our business or financial results could be adversely impacted. Furthermore, our information technology
technology systems, our business or financial results could be adversely impacted. Furthermore, our information technology
systems are subject to attack or other security breaches (including the access to or acquisition of customer, consumer, employee
systems are subject to attack or other security breaches (including the access to or acquisition of customer, consumer, employee
or other confidential information), service disruptions or other system failures. If we are unable to prevent or adequately
or other confidential information), service disruptions or other system failures. If we are unable to prevent or adequately
respond to and resolve these breaches, disruptions or failures, our operations may be impacted, and we may suffer other adverse
respond to and resolve these breaches, disruptions or failures, our operations may be impacted, and we may suffer other adverse
consequences such as reputational damage, litigation, remediation costs, ransomware payments and/or penalties under various
consequences such as reputational damage, litigation, remediation costs, ransomware payments and/or penalties under various
data protection laws and regulations.
data protection laws and regulations.
To address the risks to our information technology systems and the associated costs, we maintain an information security
To address the risks to our information technology systems and the associated costs, we maintain an information security
program that includes updating technology and security policies, cyber insurance, employee awareness training, and monitoring
program that includes updating technology and security policies, cyber insurance, employee awareness training, and monitoring
and routine testing of our information technology systems. We believe that these preventative actions provide adequate
and routine testing of our information technology systems. We believe that these preventative actions provide adequate
measures of protection against security breaches and generally reduce our cybersecurity risks, however, cyber threats are
measures of protection against security breaches and generally reduce our cybersecurity risks, however, cyber threats are
constantly evolving, are becoming more frequent and more sophisticated and are being made by groups of individuals with a
constantly evolving, are becoming more frequent and more sophisticated and are being made by groups of individuals with a
wide range of expertise and motives, which increases the difficulty of detecting and successfully defending against them.
wide range of expertise and motives, which increases the difficulty of detecting and successfully defending against them.
Additionally, continued geopolitical turmoil, including the ongoing conflict between Russia and Ukraine, has heightened the
Additionally, continued geopolitical turmoil, including the ongoing conflict between Russia and Ukraine, has heightened the
risk of cyberattacks. We have experienced threats to our data and systems and although we have not experienced a material
risk of cyberattacks. We have experienced threats to our data and systems and although we have not experienced a material
incident to date, there can be no assurance that these measures will prevent or limit the impact of a future incident. We may
incident to date, there can be no assurance that these measures will prevent or limit the impact of a future incident. We may
incur significant costs in protecting against or remediating cyberattacks or other cyber incidents.
incur significant costs in protecting against or remediating cyberattacks or other cyber incidents.
In addition, in the event our suppliers or customers experience a breach or system failure, their businesses could be
In addition, in the event our suppliers or customers experience a breach or system failure, their businesses could be
disrupted or otherwise negatively affected, which may result in a disruption in our supply chain or reduced customer orders,
disrupted or otherwise negatively affected, which may result in a disruption in our supply chain or reduced customer orders,
which would adversely affect our business and financial results. We have also outsourced several information technology
which would adversely affect our business and financial results. We have also outsourced several information technology
support services and administrative functions to third-party service providers, and may outsource other functions in the future to
support services and administrative functions to third-party service providers, and may outsource other functions in the future to
achieve cost savings and efficiencies. Our information security program includes capabilities designed to evaluate and mitigate
achieve cost savings and efficiencies. Our information security program includes capabilities designed to evaluate and mitigate
cyber risks arising from third-party service providers. We believe that these capabilities provide insights and visibility to the
cyber risks arising from third-party service providers. We believe that these capabilities provide insights and visibility to the
security posture of our third-party service providers, however, cyber threats to those organizations are beyond our control. If
security posture of our third-party service providers, however, cyber threats to those organizations are beyond our control. If
these service providers do not perform effectively due to breach or system failure, we may not be able to achieve the expected
these service providers do not perform effectively due to breach or system failure, we may not be able to achieve the expected
benefits and our business may be disrupted.
benefits and our business may be disrupted.
We may not be able to attract and retain the highly skilled people we need to support our business
We may not be able to attract and retain the highly skilled people we need to support our business
We depend on the skills and continued service of key personnel, including our experienced management team. In addition,
We depend on the skills and continued service of key personnel, including our experienced management team. In addition,
our ability to achieve our strategic and operating goals depends on our ability to identify, hire, train and retain qualified
our ability to achieve our strategic and operating goals depends on our ability to identify, hire, train and retain qualified
individuals. We also compete with other companies both within and outside of our industry for talented personnel, and we may
individuals. We also compete with other companies both within and outside of our industry for talented personnel, and we may
lose key personnel or fail to attract, train and retain other talented personnel. Any such loss or failure may adversely affect our
lose key personnel or fail to attract, train and retain other talented personnel. Any such loss or failure may adversely affect our
business or financial results. In addition, activities related to identifying, recruiting, hiring and integrating qualified individuals
business or financial results. In addition, activities related to identifying, recruiting, hiring and integrating qualified individuals
may require significant time and expense. We may not be able to locate suitable replacements for any key employees who
may require significant time and expense. We may not be able to locate suitable replacements for any key employees who
leave, or offer employment to potential replacements on reasonable terms, each of which may adversely affect our business and
leave, or offer employment to potential replacements on reasonable terms, each of which may adversely affect our business and
financial results.
financial results.
If we do not fully realize the expected cost savings and/or operating efficiencies associated with our strategic initiatives,
If we do not fully realize the expected cost savings and/or operating efficiencies associated with our strategic initiatives,
our profitability could suffer
our profitability could suffer
Our future success and earnings growth depend in part on our ability to achieve the appropriate cost structure and operate
Our future success and earnings growth depend in part on our ability to achieve the appropriate cost structure and operate
efficiently in the highly competitive food industry, particularly in an environment of volatile cost inputs. We continuously
efficiently in the highly competitive food industry, particularly in an environment of volatile cost inputs. We continuously
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pursue initiatives to reduce costs and increase effectiveness. See "Management's Discussion and Analysis of Financial
pursue initiatives to reduce costs and increase effectiveness. See "Management's Discussion and Analysis of Financial
Condition and Results of Operations - Restructuring Charges and Cost Savings Initiatives" for additional information on these
Condition and Results of Operations - Restructuring Charges and Cost Savings Initiatives" for additional information on these
initiatives. We also regularly pursue cost productivity initiatives in procurement, manufacturing and logistics. Any failure or
initiatives. We also regularly pursue cost productivity initiatives in procurement, manufacturing and logistics. Any failure or
delay in implementing our initiatives in accordance with our plans could adversely affect our ability to meet our long-term
delay in implementing our initiatives in accordance with our plans could adversely affect our ability to meet our long-term
growth and profitability expectations and could adversely affect our business. If we do not continue to effectively manage costs
growth and profitability expectations and could adversely affect our business. If we do not continue to effectively manage costs
and achieve additional efficiencies, our competitiveness and our profitability could decrease.
and achieve additional efficiencies, our competitiveness and our profitability could decrease.
Our results may be adversely affected by our inability to complete or realize the projected benefits of acquisitions,
Our results may be adversely affected by our inability to complete or realize the projected benefits of acquisitions,
divestitures and other strategic transactions
divestitures and other strategic transactions
We have historically made strategic acquisitions of brands and businesses and we may undertake additional acquisitions or
We have historically made strategic acquisitions of brands and businesses and we may undertake additional acquisitions or
other strategic transactions in the future. Our ability to meet our objectives with respect to acquisitions and other strategic
other strategic transactions in the future. Our ability to meet our objectives with respect to acquisitions and other strategic
transactions may depend in part on our ability to identify suitable counterparties, negotiate favorable financial and other
transactions may depend in part on our ability to identify suitable counterparties, negotiate favorable financial and other
contractual terms, obtain all necessary regulatory approvals on the terms expected and complete those transactions. Potential
contractual terms, obtain all necessary regulatory approvals on the terms expected and complete those transactions. Potential
risks also include:
risks also include:
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the inability to integrate acquired businesses into our existing operations in a timely and cost-efficient manner,
the inability to integrate acquired businesses into our existing operations in a timely and cost-efficient manner,
including implementation of enterprise-resource planning systems;
including implementation of enterprise-resource planning systems;
diversion of management's attention from other business concerns;
diversion of management's attention from other business concerns;
potential loss of key employees, suppliers and/or customers of acquired businesses;
potential loss of key employees, suppliers and/or customers of acquired businesses;
assumption of unknown risks and liabilities;
assumption of unknown risks and liabilities;
the inability to achieve anticipated benefits, including revenues or other operating results;
the inability to achieve anticipated benefits, including revenues or other operating results;
operating costs of acquired businesses may be greater than expected;
operating costs of acquired businesses may be greater than expected;
the inability to promptly implement an effective control environment; and
the inability to promptly implement an effective control environment; and
the risks inherent in entering markets or lines of business with which we have limited or no prior experience.
the risks inherent in entering markets or lines of business with which we have limited or no prior experience.
In addition, we have previously made strategic divestitures and may do so in the future. Any businesses we decide to divest
In addition, we have previously made strategic divestitures and may do so in the future. Any businesses we decide to divest
in the future may depend in part on our ability to identify suitable buyers, negotiate favorable financial and other contractual
in the future may depend in part on our ability to identify suitable buyers, negotiate favorable financial and other contractual
terms and obtain all necessary regulatory approvals on the terms expected. Potential risks of divestitures may also include:
terms and obtain all necessary regulatory approvals on the terms expected. Potential risks of divestitures may also include:
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diversion of management's attention from other business concerns;
diversion of management's attention from other business concerns;
loss of key suppliers and/or customers of divested businesses;
loss of key suppliers and/or customers of divested businesses;
the inability to separate divested businesses or business units effectively and efficiently from our existing business
the inability to separate divested businesses or business units effectively and efficiently from our existing business
operations; and
operations; and
the inability to reduce or eliminate associated overhead costs.
the inability to reduce or eliminate associated overhead costs.
If we are unable to complete or realize the projected benefits of future acquisitions, divestitures or other strategic
If we are unable to complete or realize the projected benefits of future acquisitions, divestitures or other strategic
transactions, our business or financial results may be adversely impacted.
transactions, our business or financial results may be adversely impacted.
Competitive and Industry Risks
Competitive and Industry Risks
We face significant competition in all our product categories, which may result in lower sales and margins
We face significant competition in all our product categories, which may result in lower sales and margins
We operate in the highly competitive food and beverage industry mainly in the North American market and experience
We operate in the highly competitive food and beverage industry mainly in the North American market and experience
competition in all of our categories. The principal areas of competition are brand recognition, taste, nutritional value, price,
competition in all of our categories. The principal areas of competition are brand recognition, taste, nutritional value, price,
promotion, innovation, shelf space and customer service. A number of our primary competitors are larger than us and have
promotion, innovation, shelf space and customer service. A number of our primary competitors are larger than us and have
substantial financial, marketing and other resources, and some of our competitors may spend more aggressively on advertising
substantial financial, marketing and other resources, and some of our competitors may spend more aggressively on advertising
and promotional activities than we do. In addition, reduced barriers to entry and easier access to funding are creating new
and promotional activities than we do. In addition, reduced barriers to entry and easier access to funding are creating new
competition. A strong competitive response from one or more of these competitors to our marketplace efforts, or a continued
competition. A strong competitive response from one or more of these competitors to our marketplace efforts, or a continued
shift towards private label offerings, particularly during periods of economic uncertainty or significant inflation, could result in
shift towards private label offerings, particularly during periods of economic uncertainty or significant inflation, could result in
us reducing prices, increasing marketing or other expenditures, and/or losing market share, each of which may result in lower
us reducing prices, increasing marketing or other expenditures, and/or losing market share, each of which may result in lower
sales and margins.
sales and margins.
Our ability to compete also depends upon our ability to predict, identify, and interpret the tastes and dietary habits of
Our ability to compete also depends upon our ability to predict, identify, and interpret the tastes and dietary habits of
consumers and to offer products that appeal to those preferences. There are inherent marketplace risks associated with new
consumers and to offer products that appeal to those preferences. There are inherent marketplace risks associated with new
product or packaging introductions, including uncertainties about trade and consumer acceptance. If we do not succeed in
product or packaging introductions, including uncertainties about trade and consumer acceptance. If we do not succeed in
offering products that consumers want to buy, our sales and market share will decrease, resulting in reduced profitability. If we
offering products that consumers want to buy, our sales and market share will decrease, resulting in reduced profitability. If we
are unable to accurately predict which shifts in consumer preferences will be long-lasting, or are unable to introduce new and
are unable to accurately predict which shifts in consumer preferences will be long-lasting, or are unable to introduce new and
improved products to satisfy those preferences, our sales will decline. Weak economic conditions, recessions, significant
improved products to satisfy those preferences, our sales will decline. Weak economic conditions, recessions, significant
inflation and other factors, such as pandemics, could effect consumer preferences and demand. In addition, given the variety of
inflation and other factors, such as pandemics, could effect consumer preferences and demand. In addition, given the variety of
backgrounds and identities of consumers in our consumer base, we must offer a sufficient array of products to satisfy the broad
backgrounds and identities of consumers in our consumer base, we must offer a sufficient array of products to satisfy the broad
spectrum of consumer preferences. As such, we must be successful in developing innovative products across a multitude of
spectrum of consumer preferences. As such, we must be successful in developing innovative products across a multitude of
product categories. In addition, the COVID-19 pandemic has altered, and in some cases, delayed product innovation efforts.
product categories. In addition, the COVID-19 pandemic has altered, and in some cases, delayed product innovation efforts.
Finally, if we fail to rapidly develop products in faster-growing and more profitable categories, we could experience reduced
Finally, if we fail to rapidly develop products in faster-growing and more profitable categories, we could experience reduced
demand for our products, or fail to expand margins.
demand for our products, or fail to expand margins.
We may be adversely impacted by a changing customer landscape and the increased significance of some of our
We may be adversely impacted by a changing customer landscape and the increased significance of some of our
customers
customers
Our businesses are largely concentrated in the traditional retail grocery trade, which has experienced slower growth than
Our businesses are largely concentrated in the traditional retail grocery trade, which has experienced slower growth than
other retail channels, such as dollar stores, drug stores, club stores and e-commerce retailers. We expect this trend away from
other retail channels, such as dollar stores, drug stores, club stores and e-commerce retailers. We expect this trend away from
traditional retail grocery to alternate channels to continue in the future. These alternative retail channels may also create
traditional retail grocery to alternate channels to continue in the future. These alternative retail channels may also create
consumer price deflation, affecting our retail customer relationships and presenting additional challenges to increasing prices in
consumer price deflation, affecting our retail customer relationships and presenting additional challenges to increasing prices in
response to commodity or other cost increases. In addition, retailers with increased buying power and negotiating strength are
response to commodity or other cost increases. In addition, retailers with increased buying power and negotiating strength are
seeking more favorable terms, including increased promotional programs and customized products funded by their suppliers.
seeking more favorable terms, including increased promotional programs and customized products funded by their suppliers.
These customers may also use more of their shelf space for their private label products, which are generally sold at lower prices
These customers may also use more of their shelf space for their private label products, which are generally sold at lower prices
than branded products. If we are unable to use our scale, marketing, product innovation and category leadership positions to
than branded products. If we are unable to use our scale, marketing, product innovation and category leadership positions to
respond to these customer dynamics, our business or financial results could be adversely impacted.
respond to these customer dynamics, our business or financial results could be adversely impacted.
In 2022, our five largest customers accounted for approximately 47% of our consolidated net sales from continuing
In 2022, our five largest customers accounted for approximately 47% of our consolidated net sales from continuing
operations, with the largest customer, Wal-Mart Stores, Inc. and its affiliates, accounting for approximately 22% of our
operations, with the largest customer, Wal-Mart Stores, Inc. and its affiliates, accounting for approximately 22% of our
consolidated net sales from continuing operations. There can be no assurance that our largest customers will continue to
consolidated net sales from continuing operations. There can be no assurance that our largest customers will continue to
purchase our products in the same mix or quantities, or on the same terms as in the past. Disruption of sales to any of these
purchase our products in the same mix or quantities, or on the same terms as in the past. Disruption of sales to any of these
customers, or to any of our other large customers, for an extended period of time could adversely affect our business or
customers, or to any of our other large customers, for an extended period of time could adversely affect our business or
financial results.
financial results.
Financial and Economic Risks
Financial and Economic Risks
An impairment of the carrying value of goodwill or other indefinite-lived intangible assets could adversely affect our
An impairment of the carrying value of goodwill or other indefinite-lived intangible assets could adversely affect our
financial results and net worth
financial results and net worth
As of July 31, 2022, we had goodwill of $3.979 billion and other indefinite-lived intangible assets of $2.549 billion.
As of July 31, 2022, we had goodwill of $3.979 billion and other indefinite-lived intangible assets of $2.549 billion.
Goodwill and indefinite-lived intangible assets are initially recorded at fair value and not amortized, but are tested for
Goodwill and indefinite-lived intangible assets are initially recorded at fair value and not amortized, but are tested for
impairment at least annually in the fourth quarter or more frequently if impairment indicators arise. We test goodwill at the
impairment at least annually in the fourth quarter or more frequently if impairment indicators arise. We test goodwill at the
reporting unit level by comparing the carrying value of the net assets of the reporting unit, including goodwill, to the unit's fair
reporting unit level by comparing the carrying value of the net assets of the reporting unit, including goodwill, to the unit's fair
value. Similarly, we test indefinite-lived intangible assets by comparing the fair value of the assets to their carrying values. Fair
value. Similarly, we test indefinite-lived intangible assets by comparing the fair value of the assets to their carrying values. Fair
value for both goodwill and other indefinite-lived intangible assets is determined based on a discounted cash flow analysis. If
value for both goodwill and other indefinite-lived intangible assets is determined based on a discounted cash flow analysis. If
the carrying values of the reporting unit or indefinite-lived intangible assets exceed their fair value, the goodwill or indefinite-
the carrying values of the reporting unit or indefinite-lived intangible assets exceed their fair value, the goodwill or indefinite-
lived intangible assets are considered impaired. Factors that could result in an impairment include a change in revenue growth
lived intangible assets are considered impaired. Factors that could result in an impairment include a change in revenue growth
rates, operating margins, weighted average cost of capital, future economic and market conditions or assumed royalty rates. If
rates, operating margins, weighted average cost of capital, future economic and market conditions or assumed royalty rates. If
current expectations for growth rates for sales and profits are not met, or other market factors and macroeconomic conditions
current expectations for growth rates for sales and profits are not met, or other market factors and macroeconomic conditions
that could be affected by the COVID-19 pandemic or otherwise were to change, we may be required in the future to record
that could be affected by the COVID-19 pandemic or otherwise were to change, we may be required in the future to record
impairment of the carrying value of goodwill or other indefinite-lived intangible assets, which could adversely affect our
impairment of the carrying value of goodwill or other indefinite-lived intangible assets, which could adversely affect our
financial results and net worth.
financial results and net worth.
We may be adversely impacted by increased liabilities and costs related to our defined benefit pension plans
We may be adversely impacted by increased liabilities and costs related to our defined benefit pension plans
We sponsor a number of defined benefit pension plans for certain employees in the U.S. and certain non-U.S. locations.
We sponsor a number of defined benefit pension plans for certain employees in the U.S. and certain non-U.S. locations.
The major defined benefit pension plans are funded with trust assets invested in a globally diversified portfolio of securities and
The major defined benefit pension plans are funded with trust assets invested in a globally diversified portfolio of securities and
other investments. Changes in regulatory requirements or the market value of plan assets, investment returns, interest rates and
other investments. Changes in regulatory requirements or the market value of plan assets, investment returns, interest rates and
mortality rates may affect the funded status of our defined benefit pension plans and cause volatility in the net periodic benefit
mortality rates may affect the funded status of our defined benefit pension plans and cause volatility in the net periodic benefit
cost, future funding requirements of the plans and the funded status as recorded on the balance sheet. A significant increase in
cost, future funding requirements of the plans and the funded status as recorded on the balance sheet. A significant increase in
our obligations, future funding requirements, or net periodic benefit costs could have a material adverse effect on our financial
our obligations, future funding requirements, or net periodic benefit costs could have a material adverse effect on our financial
results.
results.
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We face risks related to heightened inflation, recession, financial and credit market disruptions and other economic
We face risks related to heightened inflation, recession, financial and credit market disruptions and other economic
conditions
conditions
Customer and consumer demand for our products may be impacted by weak economic conditions, recession, equity market
Customer and consumer demand for our products may be impacted by weak economic conditions, recession, equity market
volatility or other negative economic factors in the U.S. or other nations. For instance in 2022, the U.S. experienced
volatility or other negative economic factors in the U.S. or other nations. For instance in 2022, the U.S. experienced
significantly heightened inflationary pressures which we expect to continue into 2023. We may not be able to fully mitigate the
significantly heightened inflationary pressures which we expect to continue into 2023. We may not be able to fully mitigate the
impact of inflation through price increases, productivity initiatives and cost savings, which could have a material adverse effect
impact of inflation through price increases, productivity initiatives and cost savings, which could have a material adverse effect
on our financial results. In addition, if the U.S. economy enters a recession in 2023, we may experience sales declines and may
on our financial results. In addition, if the U.S. economy enters a recession in 2023, we may experience sales declines and may
have to decrease prices, all of which could have a material adverse impact on our financial results.
have to decrease prices, all of which could have a material adverse impact on our financial results.
Similarly, disruptions in financial and/or credit markets may impact our ability to manage normal commercial relationships
Similarly, disruptions in financial and/or credit markets may impact our ability to manage normal commercial relationships
with our customers, suppliers and creditors and might cause us to not be able to continue to have access to preferred sources of
with our customers, suppliers and creditors and might cause us to not be able to continue to have access to preferred sources of
liquidity when needed or on terms we find acceptable, and our borrowing costs could increase. An economic or credit crisis
liquidity when needed or on terms we find acceptable, and our borrowing costs could increase. An economic or credit crisis
could occur and impair credit availability and our ability to raise capital when needed. A disruption in the financial markets may
could occur and impair credit availability and our ability to raise capital when needed. A disruption in the financial markets may
have a negative effect on our derivative counterparties and could impair our banking or other business partners, on whom we
have a negative effect on our derivative counterparties and could impair our banking or other business partners, on whom we
rely for access to capital and as counterparties to our derivative contracts. In addition, changes in tax or interest rates in the U.S.
rely for access to capital and as counterparties to our derivative contracts. In addition, changes in tax or interest rates in the U.S.
or other nations, whether due to recession, economic disruptions or other reasons, may adversely impact us.
or other nations, whether due to recession, economic disruptions or other reasons, may adversely impact us.
Legal and Regulatory Risks
Legal and Regulatory Risks
We may be adversely impacted by legal and regulatory proceedings or claims
We may be adversely impacted by legal and regulatory proceedings or claims
We are a party to a variety of legal and regulatory proceedings and claims arising out of the normal course of business. See
We are a party to a variety of legal and regulatory proceedings and claims arising out of the normal course of business. See
Note 18 to the Consolidated Financial Statements for information regarding reportable legal proceedings. Since these actions
Note 18 to the Consolidated Financial Statements for information regarding reportable legal proceedings. Since these actions
are inherently uncertain, there is no guarantee that we will be successful in defending ourselves against such proceedings or
are inherently uncertain, there is no guarantee that we will be successful in defending ourselves against such proceedings or
claims, or that our assessment of the materiality or immateriality of these matters, including any reserves taken in connection
claims, or that our assessment of the materiality or immateriality of these matters, including any reserves taken in connection
with such matters, will be consistent with the ultimate outcome of such proceedings or claims. In particular, the marketing of
with such matters, will be consistent with the ultimate outcome of such proceedings or claims. In particular, the marketing of
food products has come under increased scrutiny in recent years, and the food industry has been subject to an increasing
food products has come under increased scrutiny in recent years, and the food industry has been subject to an increasing
number of proceedings and claims relating to alleged false or deceptive marketing under federal, state and foreign laws or
number of proceedings and claims relating to alleged false or deceptive marketing under federal, state and foreign laws or
regulations, including claims relating to the presence of heavy metals in food products. Additionally, the independent contractor
regulations, including claims relating to the presence of heavy metals in food products. Additionally, the independent contractor
distribution model, which is used in our Snacks segment, has also come under increased regulatory scrutiny. Our independent
distribution model, which is used in our Snacks segment, has also come under increased regulatory scrutiny. Our independent
contractor distribution model has also been the subject of various class and individual lawsuits in recent years. In the event we
contractor distribution model has also been the subject of various class and individual lawsuits in recent years. In the event we
are unable to successfully defend ourselves against these proceedings or claims, or if our assessment of the materiality of these
are unable to successfully defend ourselves against these proceedings or claims, or if our assessment of the materiality of these
proceedings or claims proves inaccurate, our business or financial results may be adversely affected. In addition, our reputation
proceedings or claims proves inaccurate, our business or financial results may be adversely affected. In addition, our reputation
could be damaged by allegations made in proceedings or claims (even if untrue).
could be damaged by allegations made in proceedings or claims (even if untrue).
Increased regulation or changes in law could adversely affect our business or financial results
Increased regulation or changes in law could adversely affect our business or financial results
The manufacture and marketing of food products is extensively regulated. Various laws and regulations govern the
The manufacture and marketing of food products is extensively regulated. Various laws and regulations govern the
processing, packaging, storage, distribution, marketing, advertising, labeling, quality and safety of our food products, as well as
processing, packaging, storage, distribution, marketing, advertising, labeling, quality and safety of our food products, as well as
the health and safety of our employees and the protection of the environment. In the U.S., we are subject to regulation by
the health and safety of our employees and the protection of the environment. In the U.S., we are subject to regulation by
various federal government agencies, including but not limited to the Food and Drug Administration, the Department of
various federal government agencies, including but not limited to the Food and Drug Administration, the Department of
Agriculture, the Federal Trade Commission, the Department of Labor, the Department of Commerce, the Occupational Safety
Agriculture, the Federal Trade Commission, the Department of Labor, the Department of Commerce, the Occupational Safety
and Health Administration and the Environmental Protection Agency, as well as various state and local agencies. We are also
and Health Administration and the Environmental Protection Agency, as well as various state and local agencies. We are also
regulated by similar agencies outside the U.S.
regulated by similar agencies outside the U.S.
Governmental and administrative bodies within the U.S. are considering a variety of tax, trade and other regulatory
Governmental and administrative bodies within the U.S. are considering a variety of tax, trade and other regulatory
reforms. Trade reforms include tariffs on certain materials used in the manufacture of our products and tariffs on certain
reforms. Trade reforms include tariffs on certain materials used in the manufacture of our products and tariffs on certain
finished products. We regularly move data across national and state borders to conduct our operations and, consequently, are
finished products. We regularly move data across national and state borders to conduct our operations and, consequently, are
subject to a variety of laws and regulations in the U.S. and other jurisdictions regarding privacy, data protection, and data
subject to a variety of laws and regulations in the U.S. and other jurisdictions regarding privacy, data protection, and data
security, including those related to the collection, storage, handling, use, disclosure, transfer, and security of personal data.
security, including those related to the collection, storage, handling, use, disclosure, transfer, and security of personal data.
There is significant uncertainty with respect to compliance with such privacy and data protection laws and regulations because
There is significant uncertainty with respect to compliance with such privacy and data protection laws and regulations because
they are continuously evolving and developing and may be interpreted and applied differently from country to country and state
they are continuously evolving and developing and may be interpreted and applied differently from country to country and state
to state and may create inconsistent or conflicting requirements.
to state and may create inconsistent or conflicting requirements.
Changes in legal or regulatory requirements (such as new food safety requirements and revised regulatory requirements for
Changes in legal or regulatory requirements (such as new food safety requirements and revised regulatory requirements for
the labeling of nutrition facts, serving sizes and genetically modified ingredients), or evolving interpretations of existing legal or
the labeling of nutrition facts, serving sizes and genetically modified ingredients), or evolving interpretations of existing legal or
regulatory requirements, may result in increased compliance cost, capital expenditures and other financial obligations that could
regulatory requirements, may result in increased compliance cost, capital expenditures and other financial obligations that could
adversely affect our business and financial results.
adversely affect our business and financial results.
If our food products become adulterated or are mislabeled, we might need to recall those items, and we may experience
If our food products become adulterated or are mislabeled, we might need to recall those items, and we may experience
product liability claims and damage to our reputation
product liability claims and damage to our reputation
We have in the past and we may, in the future, need to recall some of our products if they become adulterated or if they are
We have in the past and we may, in the future, need to recall some of our products if they become adulterated or if they are
mislabeled, and we may also be liable if the consumption of any of our products causes sickness or injury to consumers. A
mislabeled, and we may also be liable if the consumption of any of our products causes sickness or injury to consumers. A
widespread product recall could result in significant losses due to the costs of a recall, the destruction of product inventory, and
widespread product recall could result in significant losses due to the costs of a recall, the destruction of product inventory, and
lost sales due to the unavailability of product for a period of time. We could also suffer losses from a significant adverse
lost sales due to the unavailability of product for a period of time. We could also suffer losses from a significant adverse
product liability judgment. A significant product recall or product liability claim could also result in adverse publicity, damage
product liability judgment. A significant product recall or product liability claim could also result in adverse publicity, damage
to our reputation, and a loss of consumer confidence in the safety and/or quality of our products, ingredients or packaging. In
to our reputation, and a loss of consumer confidence in the safety and/or quality of our products, ingredients or packaging. In
addition, if another company recalls or experiences negative publicity related to a product in a category in which we compete,
addition, if another company recalls or experiences negative publicity related to a product in a category in which we compete,
consumers might reduce their overall consumption of products in that category.
consumers might reduce their overall consumption of products in that category.
Climate change, or legal, regulatory or market measures to address climate change, may negatively affect our business
Climate change, or legal, regulatory or market measures to address climate change, may negatively affect our business
and operations
and operations
There is growing concern that carbon dioxide and other greenhouse gases in the atmosphere may have an adverse impact
There is growing concern that carbon dioxide and other greenhouse gases in the atmosphere may have an adverse impact
on global temperatures, weather patterns, and the frequency and severity of extreme weather and natural disasters. In the event
on global temperatures, weather patterns, and the frequency and severity of extreme weather and natural disasters. In the event
that such climate change has a negative effect on agricultural productivity, we may be subject to decreased availability or less
that such climate change has a negative effect on agricultural productivity, we may be subject to decreased availability or less
favorable pricing for certain commodities that are necessary for our products, such as wheat, tomatoes, potatoes, cashews and
favorable pricing for certain commodities that are necessary for our products, such as wheat, tomatoes, potatoes, cashews and
almonds. Adverse weather conditions and natural disasters can reduce crop size and crop quality, which in turn could reduce
almonds. Adverse weather conditions and natural disasters can reduce crop size and crop quality, which in turn could reduce
our supplies of raw materials, lower recoveries of usable raw materials, increase the prices of our raw materials, increase our
our supplies of raw materials, lower recoveries of usable raw materials, increase the prices of our raw materials, increase our
cost of storing and transporting our raw materials, or disrupt production schedules. We may also be subjected to decreased
cost of storing and transporting our raw materials, or disrupt production schedules. We may also be subjected to decreased
availability or less favorable pricing for water as a result of such change, which could impact our manufacturing and
availability or less favorable pricing for water as a result of such change, which could impact our manufacturing and
distribution operations. In addition, natural disasters and extreme weather conditions may disrupt the productivity of our
distribution operations. In addition, natural disasters and extreme weather conditions may disrupt the productivity of our
facilities or the operation of our supply chain.
facilities or the operation of our supply chain.
There is an increased focus by foreign, federal, state and local regulatory and legislative bodies regarding environmental
There is an increased focus by foreign, federal, state and local regulatory and legislative bodies regarding environmental
policies relating to climate change, regulating greenhouse gas emissions, energy policies, and sustainability. Increased
policies relating to climate change, regulating greenhouse gas emissions, energy policies, and sustainability. Increased
compliance costs and expenses due to the impacts of climate change and additional legal or regulatory requirements regarding
compliance costs and expenses due to the impacts of climate change and additional legal or regulatory requirements regarding
climate change or designed to reduce or mitigate the effects of carbon dioxide and other greenhouse gas emissions on the
climate change or designed to reduce or mitigate the effects of carbon dioxide and other greenhouse gas emissions on the
environment may cause disruptions in, or an increase in the costs associated with, the running of our manufacturing facilities
environment may cause disruptions in, or an increase in the costs associated with, the running of our manufacturing facilities
and our business, as well as increase distribution and supply chain costs. Moreover, compliance with any such legal or
and our business, as well as increase distribution and supply chain costs. Moreover, compliance with any such legal or
regulatory requirements may require us to make significant changes in our business operations and strategy, which will likely
regulatory requirements may require us to make significant changes in our business operations and strategy, which will likely
require us to devote substantial time and attention to these matters and cause us to incur additional costs. Even if we make
require us to devote substantial time and attention to these matters and cause us to incur additional costs. Even if we make
changes to align ourselves with such legal or regulatory requirements, we may still be subject to significant penalties or
changes to align ourselves with such legal or regulatory requirements, we may still be subject to significant penalties or
potential litigation if such laws and regulations are interpreted and applied in a manner inconsistent with our practices. The
potential litigation if such laws and regulations are interpreted and applied in a manner inconsistent with our practices. The
effects of climate change and legal or regulatory initiatives to address climate change could have a long-term adverse impact on
effects of climate change and legal or regulatory initiatives to address climate change could have a long-term adverse impact on
our business and results of operations.
our business and results of operations.
Additionally, we might fail to effectively address increased attention from the media, stockholders, activists and other
Additionally, we might fail to effectively address increased attention from the media, stockholders, activists and other
stakeholders on climate change and related environmental sustainability matters. Such failure, or the perception that we have
stakeholders on climate change and related environmental sustainability matters. Such failure, or the perception that we have
failed to act responsibly regarding climate change, whether or not valid, could result in adverse publicity and negatively affect
failed to act responsibly regarding climate change, whether or not valid, could result in adverse publicity and negatively affect
our business and reputation. Moreover, from time to time we establish and publicly announce goals and commitments,
our business and reputation. Moreover, from time to time we establish and publicly announce goals and commitments,
including to reduce our impact on the environment. For example, in 2022, we established science-based targets for Scope 1, 2
including to reduce our impact on the environment. For example, in 2022, we established science-based targets for Scope 1, 2
and 3 greenhouse gas emissions. Our ability to achieve any stated goal, target or objective is subject to numerous factors and
and 3 greenhouse gas emissions. Our ability to achieve any stated goal, target or objective is subject to numerous factors and
conditions, many of which are outside of our control. Examples of such factors include evolving regulatory requirements
conditions, many of which are outside of our control. Examples of such factors include evolving regulatory requirements
affecting sustainability standards or disclosures or imposing different requirements, the pace of changes in technology, the
affecting sustainability standards or disclosures or imposing different requirements, the pace of changes in technology, the
availability of requisite financing and the availability of suppliers that can meet our sustainability and other standards. If we fail
availability of requisite financing and the availability of suppliers that can meet our sustainability and other standards. If we fail
to achieve, or are perceived to have failed or been delayed in achieving, or improperly report our progress toward achieving
to achieve, or are perceived to have failed or been delayed in achieving, or improperly report our progress toward achieving
these goals and commitments, it could negatively affect consumer preference for our products or investor confidence in our
these goals and commitments, it could negatively affect consumer preference for our products or investor confidence in our
stock, as well as expose us to enforcement actions and litigation.
stock, as well as expose us to enforcement actions and litigation.
Actions of activist shareholders could cause us to incur substantial costs, divert management's attention and resources
Actions of activist shareholders could cause us to incur substantial costs, divert management's attention and resources
and have an adverse effect on our business
and have an adverse effect on our business
We were the target of activist shareholder activities in 2019. If a new activist investor purchased our stock, our business
We were the target of activist shareholder activities in 2019. If a new activist investor purchased our stock, our business
could be adversely affected because responding to proxy contests and reacting to other actions by activist shareholders can be
could be adversely affected because responding to proxy contests and reacting to other actions by activist shareholders can be
costly and time consuming, disruptive to our operations and divert the attention of management and our employees. In addition,
costly and time consuming, disruptive to our operations and divert the attention of management and our employees. In addition,
perceived uncertainties as to our future direction, strategy or leadership created as a consequence of activist shareholder
perceived uncertainties as to our future direction, strategy or leadership created as a consequence of activist shareholder
initiatives may result in the loss of potential business opportunities, harm our ability to attract new investors, customers,
initiatives may result in the loss of potential business opportunities, harm our ability to attract new investors, customers,
employees, suppliers and strategic partners, and cause our share price to experience periods of volatility or stagnation.
employees, suppliers and strategic partners, and cause our share price to experience periods of volatility or stagnation.
Our business, financial condition and results of operations could be adversely affected by disruptions in the global
Our business, financial condition and results of operations could be adversely affected by disruptions in the global
economy caused by the ongoing conflict between Russia and Ukraine.
economy caused by the ongoing conflict between Russia and Ukraine.
The global economy has been negatively impacted by the military conflict between Russia and Ukraine. Furthermore,
The global economy has been negatively impacted by the military conflict between Russia and Ukraine. Furthermore,
governments in the U.S., United Kingdom, and European Union have each imposed export controls on certain products and
governments in the U.S., United Kingdom, and European Union have each imposed export controls on certain products and
financial and economic sanctions on certain industry sectors and parties in Russia. Although we have no operations in Russia or
financial and economic sanctions on certain industry sectors and parties in Russia. Although we have no operations in Russia or
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Ukraine, we have experienced shortages in materials and increased costs for transportation, energy, and raw material due in part to the negative impact of the Russia-Ukraine military conflict on the global economy. The scope and duration of the military conflict in Ukraine is uncertain, rapidly changing and hard to predict. Further escalation of geopolitical tensions related to the military conflict, including increased trade barriers or restrictions on global trade, could result in, among other things, cyberattacks, supply disruptions, lower consumer demand, and changes to foreign exchange rates and financial markets, any of which may adversely affect our business and supply chain.Item 1B. Unresolved Staff CommentsNone.Item 2. PropertiesOur principal executive offices are company-owned and located in Camden, New Jersey. The following table sets forth our principal manufacturing facilities and the reportable segment that primarily uses each of the facilities:Inside the U.S.ArizonaMassachusettsPennsylvaniaGoodyear (S)Hyannis (S)Denver (S)CaliforniaNorth CarolinaDowningtown (S)Dixon (MB)Charlotte (S)Hanover (S)Stockton (MB)Maxton (MB)TexasConnecticutOhioParis (MB)Bloomfield (S)Ashland (S)UtahFloridaNapoleon (MB)Richmond (S)Lakeland (S)Willard (S)WisconsinIllinoisOregonBeloit (S)Downers Grove (S)Salem (S)Franklin (S)IndianaTualatin (MB)Milwaukee (MB)Jeffersonville (S)______________________________ MB - Meals & BeveragesS - SnacksEach of the foregoing manufacturing facilities is company-owned, except the Tualatin, Oregon facility, which is leased. We also maintain principal business unit offices in Charlotte, North Carolina; Doral, Florida; Hanover, Pennsylvania; Norwalk, Connecticut; Tualatin, Oregon; and Mississauga, Canada.We also own and lease distribution centers across the U.S. We believe that our manufacturing and processing plants and distribution centers are well maintained and, together with facilities operated by our contract manufacturers, are generally adequate to support the current operations of the businesses.Item 3. Legal ProceedingsInformation regarding reportable legal proceedings is contained in Note 18 to the Consolidated Financial Statements and incorporated herein by reference. Item 4. Mine Safety DisclosuresNot applicable.14 Information about our Executive Officers The section below provides information regarding our executive officers as of September 14, 2022:Name, Present Title & Business ExperienceAgeYear FirstAppointedExecutiveOfficerMick J. Beekhuizen, Executive Vice President and Chief Financial Officer. Executive Vice President and Chief Financial Officer, Chobani LLC (2016-2019). Executive Vice President and Chief Financial Officer, Education Management Corporation (2013-2016).462020Adam G. Ciongoli, Executive Vice President, General Counsel and Chief Sustainability, Corporate Responsibility and Governance Officer. Executive Vice President and General Counsel, Lincoln Financial Group (2012-2015).542015Mark A. Clouse, President and Chief Executive Officer. Chief Executive Officer, Pinnacle Foods, Inc. (2016-2018). Chief Commercial Officer (2016) and Executive Vice President and Chief Growth Officer (2014-2016), Mondelez International, Inc.542019Christopher D. Foley, Executive Vice President and President, Meals & Beverages. We have employed Mr. Foley in an executive or managerial capacity for at least five years.502019Diane Johnson May, Executive Vice President and Chief Human Resources Officer. Senior Vice President, People and Culture, Manpower Group (2020-2021). Executive Vice President, Chief Human Resources Officer, Brookdale Senior Living (2019-2020). Managing Vice President, The Deli Source, Inc. (2017-2019). 642022Valerie J. Oswalt, Executive Vice President and President, Snacks. Chief Executive Officer, Century Snacks (2018-2020). President, Mondelez North America Confections (2017-2018). President, Mondelez North America Sales (2015-2017).492020Daniel L. Poland, Executive Vice President and Chief Supply Chain Officer. Chief Operating Officer, KIND Snacks (2019-2021). Executive Vice President and Chief Supply Chain Officer, Pinnacle Foods, Inc. (2018-2019). Chief Supply Chain Officer - North American Operations, Danone (2016-2017). 592022Anthony J. Sanzio, Executive Vice President and Chief Communications Officer. We have employed Mr. Sanzio in an executive or managerial capacity for at least five years.552022Craig S. Slavtcheff, Executive Vice President, Chief R&D and Innovation Officer. We have employed Mr. Slavtcheff in an executive or managerial capacity for at least five years.55201915 Ukraine, we have experienced shortages in materials and increased costs for transportation, energy, and raw material due in part to the negative impact of the Russia-Ukraine military conflict on the global economy. The scope and duration of the military conflict in Ukraine is uncertain, rapidly changing and hard to predict. Further escalation of geopolitical tensions related to the military conflict, including increased trade barriers or restrictions on global trade, could result in, among other things, cyberattacks, supply disruptions, lower consumer demand, and changes to foreign exchange rates and financial markets, any of which may adversely affect our business and supply chain.Item 1B. Unresolved Staff CommentsNone.Item 2. PropertiesOur principal executive offices are company-owned and located in Camden, New Jersey. The following table sets forth our principal manufacturing facilities and the reportable segment that primarily uses each of the facilities:Inside the U.S.ArizonaMassachusettsPennsylvaniaGoodyear (S)Hyannis (S)Denver (S)CaliforniaNorth CarolinaDowningtown (S)Dixon (MB)Charlotte (S)Hanover (S)Stockton (MB)Maxton (MB)TexasConnecticutOhioParis (MB)Bloomfield (S)Ashland (S)UtahFloridaNapoleon (MB)Richmond (S)Lakeland (S)Willard (S)WisconsinIllinoisOregonBeloit (S)Downers Grove (S)Salem (S)Franklin (S)IndianaTualatin (MB)Milwaukee (MB)Jeffersonville (S)______________________________ MB - Meals & BeveragesS - SnacksEach of the foregoing manufacturing facilities is company-owned, except the Tualatin, Oregon facility, which is leased. We also maintain principal business unit offices in Charlotte, North Carolina; Doral, Florida; Hanover, Pennsylvania; Norwalk, Connecticut; Tualatin, Oregon; and Mississauga, Canada.We also own and lease distribution centers across the U.S. We believe that our manufacturing and processing plants and distribution centers are well maintained and, together with facilities operated by our contract manufacturers, are generally adequate to support the current operations of the businesses.Item 3. Legal ProceedingsInformation regarding reportable legal proceedings is contained in Note 18 to the Consolidated Financial Statements and incorporated herein by reference. Item 4. Mine Safety DisclosuresNot applicable.14 Information about our Executive Officers The section below provides information regarding our executive officers as of September 14, 2022:Name, Present Title & Business ExperienceAgeYear FirstAppointedExecutiveOfficerMick J. Beekhuizen, Executive Vice President and Chief Financial Officer. Executive Vice President and Chief Financial Officer, Chobani LLC (2016-2019). Executive Vice President and Chief Financial Officer, Education Management Corporation (2013-2016).462020Adam G. Ciongoli, Executive Vice President, General Counsel and Chief Sustainability, Corporate Responsibility and Governance Officer. Executive Vice President and General Counsel, Lincoln Financial Group (2012-2015).542015Mark A. Clouse, President and Chief Executive Officer. Chief Executive Officer, Pinnacle Foods, Inc. (2016-2018). Chief Commercial Officer (2016) and Executive Vice President and Chief Growth Officer (2014-2016), Mondelez International, Inc.542019Christopher D. Foley, Executive Vice President and President, Meals & Beverages. We have employed Mr. Foley in an executive or managerial capacity for at least five years.502019Diane Johnson May, Executive Vice President and Chief Human Resources Officer. Senior Vice President, People and Culture, Manpower Group (2020-2021). Executive Vice President, Chief Human Resources Officer, Brookdale Senior Living (2019-2020). Managing Vice President, The Deli Source, Inc. (2017-2019). 642022Valerie J. Oswalt, Executive Vice President and President, Snacks. Chief Executive Officer, Century Snacks (2018-2020). President, Mondelez North America Confections (2017-2018). President, Mondelez North America Sales (2015-2017).492020Daniel L. Poland, Executive Vice President and Chief Supply Chain Officer. Chief Operating Officer, KIND Snacks (2019-2021). Executive Vice President and Chief Supply Chain Officer, Pinnacle Foods, Inc. (2018-2019). Chief Supply Chain Officer - North American Operations, Danone (2016-2017). 592022Anthony J. Sanzio, Executive Vice President and Chief Communications Officer. We have employed Mr. Sanzio in an executive or managerial capacity for at least five years.552022Craig S. Slavtcheff, Executive Vice President, Chief R&D and Innovation Officer. We have employed Mr. Slavtcheff in an executive or managerial capacity for at least five years.55201915 PART IIItem 5. Market for Registrant’s Capital Stock, Related Shareholder Matters and Issuer Purchases of Equity Securities Market for Registrant’s Capital Stock Our capital stock is traded on the New York Stock Exchange under the symbol "CPB." On September 14, 2022, there were 299,364,411 holders of record of our capital stock. Return to Shareholders* Performance Graph The information contained in this Return to Shareholders Performance Graph section shall not be deemed to be "soliciting material" or "filed" or incorporated by reference in future filings with the Securities and Exchange Commission, or subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), except to the extent we specifically incorporate it by reference into a document filed under the Securities Exchange Act of 1933, as amended, or the Exchange Act. The following graph compares the cumulative total shareholder return (TSR) on our stock with the cumulative total return of the Standard & Poor’s 500 Stock Index (the S&P 500) and the Standard & Poor’s Packaged Foods Index (the S&P Packaged Foods Group). The graph assumes that $100 was invested on July 28, 2017, in each of our stock, the S&P 500 and the S&P Packaged Foods Group, and that all dividends were reinvested. The total cumulative dollar returns shown on the graph represent the value that such investments would have had on July 31, 2022. DOLLARSCampbellS&P 500S&P Packaged Foods Group2017201820192020202120220255075100125150175200225250* Stock appreciation plus dividend reinvestment. 201720182019202020212022Campbell100808310394110S&P 500100116127140192183S&P Packaged Foods Group1009310211111913516 Issuer Purchases of Equity Securities PeriodTotal Numberof SharesPurchased (1) AveragePrice PaidPer Share (2) Total Number ofShares Purchasedas Part of PubliclyAnnounced Plans orPrograms (3)ApproximateDollar Value ofShares that may yetbe PurchasedUnder the Plans orPrograms($ in Millions) (3)5/2/22 - 5/31/22 — $ — — $ 598 6/1/22 - 6/30/22 1,117,289 $ 46.05 1,117,289 $ 547 7/1/22 - 7/29/22 — $ — — $ 547 Total 1,117,289 $46.05 1,117,289 $ 547 ____________________________________ (1)Shares purchased are as of the trade date.(2)Average price paid per share is calculated on a settlement basis and excludes commission.(3)In June 2021, our Board of Directors authorized an anti-dilutive share repurchase program of up to $250 million (June 2021 program) to offset the impact of dilution from shares issued under our stock compensation programs. The June 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the June 2021 program may be made in open-market or privately negotiated transactions. In September 2021, the Board approved a strategic share repurchase program of up to $500 million (September 2021 program). The September 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the September 2021 program may be made in open-market or privately negotiated transactions.Item 6. ReservedItem 7. Management's Discussion and Analysis of Financial Condition and Results of OperationsOVERVIEW This Management’s Discussion and Analysis of Financial Condition and Results of Operations is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and the accompanying notes to the consolidated financial statements presented in "Financial Statements and Supplementary Data," as well as the information contained in "Risk Factors."Unless otherwise stated, the terms "we," "us," "our" and the "company" refer to Campbell Soup Company and its consolidated subsidiaries.Executive SummaryWe are a manufacturer and marketer of high-quality, branded food and beverage products. We operate in a highly competitive industry and experience competition in all of our categories.In 2022, we delivered solid full-year results while advancing our strategic plan in a volatile macroeconomic environment. During 2022, we navigated through a challenging environment marked by supply chain pressures, particularly around labor and high inflation. We enhanced and accelerated our recruiting efforts and hiring and onboarding processes, which improved our ability to meet sustained consumer demand. Our improved supply chain execution combined with inflation-driven pricing, continued supply chain productivity improvements and cost savings initiatives partially mitigated ongoing inflationary pressures experienced in 2022. We expect that inflation will continue to be a headwind in 2023. In addition, we expect a pre-tax headwind of approximately $35 million in 2023 related to lower net periodic pension and postretirement benefit income.StrategyOur strategy is to unlock our full growth potential by focusing on our core brands in two divisions within North America while delivering on the promise of our purpose - Connecting people through food they love. Our strategic plan is based on four pillars: build a winning team and culture; accelerate profitable growth; fuel investments and margins with targeted cost savings; and deliver on the promise of our purpose all as further discussed below.We plan to continue our focus on building a winning team and culture by investing in our employee experience and improving employee engagement, prioritizing our inclusion and diversity strategy and investing in strategic capabilities and digitization that support our core brands in North America. In addition, we plan to continue to deliver on the promise of our purpose with consumer transparency initiatives, progress on our sustainability goals and strengthening our connection to the communities in which we operate.We believe that we can accelerate our profitable growth model by growing market share and driving integrated business planning programming throughout the company. We expect to grow market share through the development of more consumer-17 PART IIItem 5. Market for Registrant’s Capital Stock, Related Shareholder Matters and Issuer Purchases of Equity Securities Market for Registrant’s Capital Stock Our capital stock is traded on the New York Stock Exchange under the symbol "CPB." On September 14, 2022, there were 299,364,411 holders of record of our capital stock. Return to Shareholders* Performance Graph The information contained in this Return to Shareholders Performance Graph section shall not be deemed to be "soliciting material" or "filed" or incorporated by reference in future filings with the Securities and Exchange Commission, or subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), except to the extent we specifically incorporate it by reference into a document filed under the Securities Exchange Act of 1933, as amended, or the Exchange Act. The following graph compares the cumulative total shareholder return (TSR) on our stock with the cumulative total return of the Standard & Poor’s 500 Stock Index (the S&P 500) and the Standard & Poor’s Packaged Foods Index (the S&P Packaged Foods Group). The graph assumes that $100 was invested on July 28, 2017, in each of our stock, the S&P 500 and the S&P Packaged Foods Group, and that all dividends were reinvested. The total cumulative dollar returns shown on the graph represent the value that such investments would have had on July 31, 2022. DOLLARSCampbellS&P 500S&P Packaged Foods Group2017201820192020202120220255075100125150175200225250* Stock appreciation plus dividend reinvestment. 201720182019202020212022Campbell100808310394110S&P 500100116127140192183S&P Packaged Foods Group1009310211111913516 Issuer Purchases of Equity Securities PeriodTotal Numberof SharesPurchased (1) AveragePrice PaidPer Share (2) Total Number ofShares Purchasedas Part of PubliclyAnnounced Plans orPrograms (3)ApproximateDollar Value ofShares that may yetbe PurchasedUnder the Plans orPrograms($ in Millions) (3)5/2/22 - 5/31/22 — $ — — $ 598 6/1/22 - 6/30/22 1,117,289 $ 46.05 1,117,289 $ 547 7/1/22 - 7/29/22 — $ — — $ 547 Total 1,117,289 $46.05 1,117,289 $ 547 ____________________________________ (1)Shares purchased are as of the trade date.(2)Average price paid per share is calculated on a settlement basis and excludes commission.(3)In June 2021, our Board of Directors authorized an anti-dilutive share repurchase program of up to $250 million (June 2021 program) to offset the impact of dilution from shares issued under our stock compensation programs. The June 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the June 2021 program may be made in open-market or privately negotiated transactions. In September 2021, the Board approved a strategic share repurchase program of up to $500 million (September 2021 program). The September 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the September 2021 program may be made in open-market or privately negotiated transactions.Item 6. ReservedItem 7. Management's Discussion and Analysis of Financial Condition and Results of OperationsOVERVIEW This Management’s Discussion and Analysis of Financial Condition and Results of Operations is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and the accompanying notes to the consolidated financial statements presented in "Financial Statements and Supplementary Data," as well as the information contained in "Risk Factors."Unless otherwise stated, the terms "we," "us," "our" and the "company" refer to Campbell Soup Company and its consolidated subsidiaries.Executive SummaryWe are a manufacturer and marketer of high-quality, branded food and beverage products. We operate in a highly competitive industry and experience competition in all of our categories.In 2022, we delivered solid full-year results while advancing our strategic plan in a volatile macroeconomic environment. During 2022, we navigated through a challenging environment marked by supply chain pressures, particularly around labor and high inflation. We enhanced and accelerated our recruiting efforts and hiring and onboarding processes, which improved our ability to meet sustained consumer demand. Our improved supply chain execution combined with inflation-driven pricing, continued supply chain productivity improvements and cost savings initiatives partially mitigated ongoing inflationary pressures experienced in 2022. We expect that inflation will continue to be a headwind in 2023. In addition, we expect a pre-tax headwind of approximately $35 million in 2023 related to lower net periodic pension and postretirement benefit income.StrategyOur strategy is to unlock our full growth potential by focusing on our core brands in two divisions within North America while delivering on the promise of our purpose - Connecting people through food they love. Our strategic plan is based on four pillars: build a winning team and culture; accelerate profitable growth; fuel investments and margins with targeted cost savings; and deliver on the promise of our purpose all as further discussed below.We plan to continue our focus on building a winning team and culture by investing in our employee experience and improving employee engagement, prioritizing our inclusion and diversity strategy and investing in strategic capabilities and digitization that support our core brands in North America. In addition, we plan to continue to deliver on the promise of our purpose with consumer transparency initiatives, progress on our sustainability goals and strengthening our connection to the communities in which we operate.We believe that we can accelerate our profitable growth model by growing market share and driving integrated business planning programming throughout the company. We expect to grow market share through the development of more consumer-17 oriented product quality, marketing and innovation plans and prioritizing growth channels and retailers within our defined portfolio roles. In addition, we expect to continue to focus on accelerating the growth of our Snacks brands while also sustaining the growth in U.S. soup and our other core brands. We expect that changes in consumer behavior driven by the COVID-19 pandemic will continue to support ongoing elevated consumer demand for food at home, relative to pre-pandemic levels. We plan to capitalize on this opportunity by addressing evolving consumer needs through our unique and differentiated portfolio.We also expect to fuel investments and margins by continuing to focus on mitigating the effects of inflation. We implemented price increases beginning in 2022 and continue to pursue our multi-year cost savings initiatives with targeted annualized cost savings of $1 billion for continuing operations by the end of 2025, with $850 million in synergies and run-rate cost savings achieved through 2022. See "Restructuring Charges and Cost Savings Initiatives" for additional information on these initiatives. Business TrendsOur businesses are being influenced by a variety of trends that we anticipate will continue in the future, including: cost inflation; changing consumer preferences; and a competitive and dynamic retail environment.Our strategy is designed, in part, to capture growing consumer preferences for snacking and convenience. For example, we believe that consumers are changing their eating habits by increasing the type and frequency of snacks they consume and are continuing in-home eating behaviors that were driven by the COVID-19 pandemic. Retailers continue to use their buying power and negotiating strength to seek increased promotional programs funded by their suppliers and more favorable terms, including customized products funded by their suppliers. Any consolidations among retailers would continue to create large and sophisticated customers that may further this trend. Retailers also continue to grow and promote store brands that compete with branded products, especially on price.Throughout 2022 we experienced elevated demand for our retail products versus pre-pandemic levels, but volumes were lower than fiscal 2021. In the first half of the year we experienced lower net sales due primarily to supply constraints based on materials availability and in the second half of the year, although supply significantly improved volumes declined due to inflation-driven pricing actions. We anticipate that demand related to at-home food consumption will remain elevated through 2023. We also anticipate that 2023 will continue to be a dynamic macroeconomic environment, and expect input cost inflation to continue. We will continue to take actions to mitigate a portion of this inflationary pressure, but we do not expect such benefits will fully offset the incremental costs in 2023. Based on benefit obligations and plan assets as of July 31, 2022, net periodic pension and postretirement benefit income excluding any actuarial losses or gains is estimated to be approximately $35 million lower in 2023, subject to the impact of interim remeasurements. The decrease in 2023 is due to increases in discount rates used to determine the benefit obligations and a decline in the market value of plan assets.Business DivestituresWe completed the sale of our Kelsen business on September 23, 2019. On December 23, 2019, we completed the sale of our Arnott’s business and certain other international operations, including the simple meals and shelf-stable beverages businesses in Australia and Asia Pacific (the Arnott's and other international operations). Beginning in the fourth quarter of 2019, we have reflected the results of operations of the Kelsen business and the Arnott’s and other international operations (collectively referred to as Campbell International) as discontinued operations in the Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks reportable segment. In addition, on October 11, 2019, we completed the sale of our European chips business. The results of the European chips business through the date of sale were reflected in continuing operations within the Snacks reportable segment. In the fourth quarter of 2021, we completed the sale of our Plum baby food and snacks business. The results of the Plum baby food and snacks business through the date of sale were reflected in continuing operations within the Meals & Beverages reportable segment. See Notes 3 and 6 to the Consolidated Financial Statements for additional information on these divestitures and reportable segments.Summary of Results This Summary of Results provides significant highlights from the discussion and analysis that follows. There were 52 weeks in 2022 and 2021. There were 53 weeks in 2020.•Net sales increased 1% in 2022 to $8.562 billion as inflation-driven pricing and sales allowances were partially offset by volume declines, the impact from the divestiture of the Plum baby food and snack business and increased 18 promotional spending. Volumes declined primarily due to supply constraints driven by labor and materials availability and price elasticities.•Gross profit, as a percent of sales, decreased to 30.7% in 2022 from 33.2% a year ago. The decrease was primarily due to higher cost inflation, mark-to-market adjustments on outstanding undesignated commodity hedges and unfavorable volume/mix, partially offset by inflation-driven pricing actions and supply chain productivity improvements. •Earnings per share from continuing operations were $2.51 in 2022, compared to $3.30 a year ago. The current year included expenses of $.34 and the prior year included gains of $.45 per share from items impacting comparability as discussed below. Net Earnings attributable to Campbell Soup Company - 2022 Compared with 2021The following items impacted the comparability of net earnings and net earnings per share:Continuing Operations•In 2022, we recognized actuarial losses on our pension and postretirement plans in Other expenses / (income) of $44 million ($33 million after tax, or $.11 per share). In 2021, we recognized actuarial gains in Other expenses / (income) of $203 million ($155 million after tax, or $.51 per share);•In 2022, we recognized losses in Cost of products sold of $59 million ($44 million after tax, or $.15 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges. In 2021, we recognized gains in Cost of products sold of $50 million ($38 million after tax, or $.12 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;•We implemented several cost savings initiatives in recent years. In 2022, we recorded Restructuring charges of $5 million and implementation costs and other related costs of $20 million in Administrative expenses, $5 million in Cost of products sold and $1 million in Marketing and selling expenses (aggregate impact of $24 million after tax, or $.08 per share) related to these initiatives. In 2021, we recorded Restructuring charges of $21 million and implementation costs and other related costs of $28 million in Administrative expenses, $3 million in Cost of products sold and $1 million in Marketing and selling expenses (aggregate impact of $40 million after tax, or $.13 per share) related to these initiatives. See Note 7 to the Consolidated Financial Statements and "Restructuring Charges and Cost Savings Initiatives" for additional information;•In 2022, we recorded a loss in Interest expense of $4 million ($3 million after tax, or $.01 per share) on the extinguishment of debt;•In 2021, we recorded a loss in Other expenses / (income) of $11 million (and a gain of $3 million after tax, or $.01 per share) on the sale of our Plum baby food and snacks business; and•In 2021, we recorded a $19 million ($.06 per share) deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance, Inc. (Snyder's-Lance).The items impacting comparability are summarized below:20222021(Millions, except per share amounts)EarningsImpactEPSImpactEarningsImpactEPSImpactEarnings from continuing operations attributable to Campbell Soup Company$ 757 $ 2.51 $ 1,008 $ 3.30 Loss from discontinued operations$ — $ — $ (6) $ (.02) Net earnings attributable to Campbell Soup Company(1)$ 757 $ 2.51 $ 1,002 $ 3.29 Continuing operations:Pension and postretirement actuarial gains (losses)$ (33) $ (.11) $ 155 $ .51 Commodity mark-to-market gains (losses) (44) (.15) 38 .12 Restructuring charges, implementation costs and other related costs (24) (.08) (40) (.13) Loss on debt extinguishment (3) (.01) — — Gain associated with divestiture — — 3 .01 Deferred tax charge — — (19) (.06) Impact of items on Earnings from continuing operations(1)$ (104) $ (.34) $ 137 $ .45 __________________________________________(1)Sum of the individual amounts may not add due to rounding.19 oriented product quality, marketing and innovation plans and prioritizing growth channels and retailers within our defined portfolio roles. In addition, we expect to continue to focus on accelerating the growth of our Snacks brands while also sustaining the growth in U.S. soup and our other core brands. We expect that changes in consumer behavior driven by the COVID-19 pandemic will continue to support ongoing elevated consumer demand for food at home, relative to pre-pandemic levels. We plan to capitalize on this opportunity by addressing evolving consumer needs through our unique and differentiated portfolio.We also expect to fuel investments and margins by continuing to focus on mitigating the effects of inflation. We implemented price increases beginning in 2022 and continue to pursue our multi-year cost savings initiatives with targeted annualized cost savings of $1 billion for continuing operations by the end of 2025, with $850 million in synergies and run-rate cost savings achieved through 2022. See "Restructuring Charges and Cost Savings Initiatives" for additional information on these initiatives. Business TrendsOur businesses are being influenced by a variety of trends that we anticipate will continue in the future, including: cost inflation; changing consumer preferences; and a competitive and dynamic retail environment.Our strategy is designed, in part, to capture growing consumer preferences for snacking and convenience. For example, we believe that consumers are changing their eating habits by increasing the type and frequency of snacks they consume and are continuing in-home eating behaviors that were driven by the COVID-19 pandemic. Retailers continue to use their buying power and negotiating strength to seek increased promotional programs funded by their suppliers and more favorable terms, including customized products funded by their suppliers. Any consolidations among retailers would continue to create large and sophisticated customers that may further this trend. Retailers also continue to grow and promote store brands that compete with branded products, especially on price.Throughout 2022 we experienced elevated demand for our retail products versus pre-pandemic levels, but volumes were lower than fiscal 2021. In the first half of the year we experienced lower net sales due primarily to supply constraints based on materials availability and in the second half of the year, although supply significantly improved volumes declined due to inflation-driven pricing actions. We anticipate that demand related to at-home food consumption will remain elevated through 2023. We also anticipate that 2023 will continue to be a dynamic macroeconomic environment, and expect input cost inflation to continue. We will continue to take actions to mitigate a portion of this inflationary pressure, but we do not expect such benefits will fully offset the incremental costs in 2023. Based on benefit obligations and plan assets as of July 31, 2022, net periodic pension and postretirement benefit income excluding any actuarial losses or gains is estimated to be approximately $35 million lower in 2023, subject to the impact of interim remeasurements. The decrease in 2023 is due to increases in discount rates used to determine the benefit obligations and a decline in the market value of plan assets.Business DivestituresWe completed the sale of our Kelsen business on September 23, 2019. On December 23, 2019, we completed the sale of our Arnott’s business and certain other international operations, including the simple meals and shelf-stable beverages businesses in Australia and Asia Pacific (the Arnott's and other international operations). Beginning in the fourth quarter of 2019, we have reflected the results of operations of the Kelsen business and the Arnott’s and other international operations (collectively referred to as Campbell International) as discontinued operations in the Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks reportable segment. In addition, on October 11, 2019, we completed the sale of our European chips business. The results of the European chips business through the date of sale were reflected in continuing operations within the Snacks reportable segment. In the fourth quarter of 2021, we completed the sale of our Plum baby food and snacks business. The results of the Plum baby food and snacks business through the date of sale were reflected in continuing operations within the Meals & Beverages reportable segment. See Notes 3 and 6 to the Consolidated Financial Statements for additional information on these divestitures and reportable segments.Summary of Results This Summary of Results provides significant highlights from the discussion and analysis that follows. There were 52 weeks in 2022 and 2021. There were 53 weeks in 2020.•Net sales increased 1% in 2022 to $8.562 billion as inflation-driven pricing and sales allowances were partially offset by volume declines, the impact from the divestiture of the Plum baby food and snack business and increased 18 promotional spending. Volumes declined primarily due to supply constraints driven by labor and materials availability and price elasticities.•Gross profit, as a percent of sales, decreased to 30.7% in 2022 from 33.2% a year ago. The decrease was primarily due to higher cost inflation, mark-to-market adjustments on outstanding undesignated commodity hedges and unfavorable volume/mix, partially offset by inflation-driven pricing actions and supply chain productivity improvements. •Earnings per share from continuing operations were $2.51 in 2022, compared to $3.30 a year ago. The current year included expenses of $.34 and the prior year included gains of $.45 per share from items impacting comparability as discussed below. Net Earnings attributable to Campbell Soup Company - 2022 Compared with 2021The following items impacted the comparability of net earnings and net earnings per share:Continuing Operations•In 2022, we recognized actuarial losses on our pension and postretirement plans in Other expenses / (income) of $44 million ($33 million after tax, or $.11 per share). In 2021, we recognized actuarial gains in Other expenses / (income) of $203 million ($155 million after tax, or $.51 per share);•In 2022, we recognized losses in Cost of products sold of $59 million ($44 million after tax, or $.15 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges. In 2021, we recognized gains in Cost of products sold of $50 million ($38 million after tax, or $.12 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;•We implemented several cost savings initiatives in recent years. In 2022, we recorded Restructuring charges of $5 million and implementation costs and other related costs of $20 million in Administrative expenses, $5 million in Cost of products sold and $1 million in Marketing and selling expenses (aggregate impact of $24 million after tax, or $.08 per share) related to these initiatives. In 2021, we recorded Restructuring charges of $21 million and implementation costs and other related costs of $28 million in Administrative expenses, $3 million in Cost of products sold and $1 million in Marketing and selling expenses (aggregate impact of $40 million after tax, or $.13 per share) related to these initiatives. See Note 7 to the Consolidated Financial Statements and "Restructuring Charges and Cost Savings Initiatives" for additional information;•In 2022, we recorded a loss in Interest expense of $4 million ($3 million after tax, or $.01 per share) on the extinguishment of debt;•In 2021, we recorded a loss in Other expenses / (income) of $11 million (and a gain of $3 million after tax, or $.01 per share) on the sale of our Plum baby food and snacks business; and•In 2021, we recorded a $19 million ($.06 per share) deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance, Inc. (Snyder's-Lance).The items impacting comparability are summarized below:20222021(Millions, except per share amounts)EarningsImpactEPSImpactEarningsImpactEPSImpactEarnings from continuing operations attributable to Campbell Soup Company$ 757 $ 2.51 $ 1,008 $ 3.30 Loss from discontinued operations$ — $ — $ (6) $ (.02) Net earnings attributable to Campbell Soup Company(1)$ 757 $ 2.51 $ 1,002 $ 3.29 Continuing operations:Pension and postretirement actuarial gains (losses)$ (33) $ (.11) $ 155 $ .51 Commodity mark-to-market gains (losses) (44) (.15) 38 .12 Restructuring charges, implementation costs and other related costs (24) (.08) (40) (.13) Loss on debt extinguishment (3) (.01) — — Gain associated with divestiture — — 3 .01 Deferred tax charge — — (19) (.06) Impact of items on Earnings from continuing operations(1)$ (104) $ (.34) $ 137 $ .45 __________________________________________(1)Sum of the individual amounts may not add due to rounding.19 Earnings from continuing operations were $757 million ($2.51 per share) in 2022, compared to $1.008 billion ($3.30 per share) in 2021. After adjusting for items impacting comparability, earnings from continuing operations decreased reflecting lower gross profit, lower other income and higher administrative expenses, mostly offset by lower marketing and selling expenses, lower interest expense and a lower effective tax rate. Earnings per share benefited from a reduction in the weighted average diluted shares outstanding.See "Discontinued Operations" for additional information.Net Earnings attributable to Campbell Soup Company - 2021 Compared with 2020 In addition to the 2021 items that impacted comparability of Net earnings discussed above, the following items impacted the comparability of net earnings and net earnings per share:Continuing Operations•In 2020, we recognized actuarial losses on our pension and postretirement plans in Other expenses / (income) of $164 million ($125 million after tax, or $.41 per share);•In 2020, we recognized gains in Cost of products sold of $2 million ($2 million after tax, or $.01 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;•In 2020, we recorded Restructuring charges of $9 million and implementation costs and other related costs of $48 million in Administrative expenses, $9 million in Cost of products sold, $2 million in Marketing and selling expenses and $1 million in Research and development expenses (aggregate impact of $52 million after tax, or $.17 per share) related to the cost savings initiatives discussed above. See Note 7 to the Consolidated Financial Statements and "Restructuring Charges and Cost Savings Initiatives" for additional information;•In 2020, we recorded a loss in Other expenses / (income) of $64 million ($37 million after tax, or $.12 per share) on the sale of our European chips business;•On April 26, 2020, we entered into an agreement to sell our limited partnership interest in Acre Venture Partners, L.P. (Acre). The transaction closed on May 8, 2020. In the third quarter of 2020, we recorded a loss in Other expenses / (income) of $45 million ($35 million after tax, or $.12 per share) as a result of the pending sale. See Note 14 to the Consolidated Financial Statements for additional information; and•In 2020, we recorded a loss in Interest expense of $75 million ($57 million after tax, or $.19 per share) on the extinguishment of debt.Discontinued Operations•In 2020, we recognized net gains of $1.039 billion ($1 billion after tax, or $3.29 per share) associated with the sale of Campbell International.20 The items impacting comparability are summarized below:20212020(Millions, except per share amounts)EarningsImpactEPSImpactEarningsImpactEPSImpactEarnings from continuing operations attributable to Campbell Soup Company$ 1,008 $ 3.30 $ 592 $ 1.95 Earnings (loss) from discontinued operations$ (6) $ (.02) $ 1,036 $ 3.41 Net earnings attributable to Campbell Soup Company(1)$ 1,002 $ 3.29 $ 1,628 $ 5.36 Continuing operations:Pension and postretirement actuarial gains (losses)$ 155 $ .51 $ (125) $ (.41) Commodity mark-to-market gains 38 .12 2 .01 Restructuring charges, implementation costs and other related costs (40) (.13) (52) (.17) Gains (charges) associated with divestitures 3 .01 (37) (.12) Deferred tax charge (19) (.06) — — Investment losses — — (35) (.12) Loss on debt extinguishment — — (57) (.19) Impact of items on Earnings from continuing operations$ 137 $ .45 $ (304) $ (1.00) Discontinued operations:Gains associated with divestitures$ — $ — $ 1,000 $ 3.29 Impact of items on Earnings (loss) from discontinued operations$ — $ — $ 1,000 $ 3.29 __________________________________________(1)Sum of the individual amounts may not add due to rounding.Earnings from continuing operations were $1.008 billion ($3.30 per share) in 2021, compared to $592 million ($1.95 per share) in 2020. After adjusting for items impacting comparability, earnings from continuing operations decreased reflecting a lower gross profit margin and sales volume declines, partially offset by lower marketing and selling expenses, lower interest expense and higher other income. The additional week contributed approximately $.04 per share to Earnings from continuing operations in 2020.See "Discontinued Operations" for additional information.DISCUSSION AND ANALYSISSalesAn analysis of net sales by reportable segment follows:% Change(Millions)2022202120202022/20212021/2020Meals & Beverages$ 4,607 $ 4,621 $ 4,747 —(3)Snacks 3,955 3,855 3,944 3(2)$ 8,562 $ 8,476 $ 8,691 1(2)21 Earnings from continuing operations were $757 million ($2.51 per share) in 2022, compared to $1.008 billion ($3.30 per share) in 2021. After adjusting for items impacting comparability, earnings from continuing operations decreased reflecting lower gross profit, lower other income and higher administrative expenses, mostly offset by lower marketing and selling expenses, lower interest expense and a lower effective tax rate. Earnings per share benefited from a reduction in the weighted average diluted shares outstanding.See "Discontinued Operations" for additional information.Net Earnings attributable to Campbell Soup Company - 2021 Compared with 2020 In addition to the 2021 items that impacted comparability of Net earnings discussed above, the following items impacted the comparability of net earnings and net earnings per share:Continuing Operations•In 2020, we recognized actuarial losses on our pension and postretirement plans in Other expenses / (income) of $164 million ($125 million after tax, or $.41 per share);•In 2020, we recognized gains in Cost of products sold of $2 million ($2 million after tax, or $.01 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;•In 2020, we recorded Restructuring charges of $9 million and implementation costs and other related costs of $48 million in Administrative expenses, $9 million in Cost of products sold, $2 million in Marketing and selling expenses and $1 million in Research and development expenses (aggregate impact of $52 million after tax, or $.17 per share) related to the cost savings initiatives discussed above. See Note 7 to the Consolidated Financial Statements and "Restructuring Charges and Cost Savings Initiatives" for additional information;•In 2020, we recorded a loss in Other expenses / (income) of $64 million ($37 million after tax, or $.12 per share) on the sale of our European chips business;•On April 26, 2020, we entered into an agreement to sell our limited partnership interest in Acre Venture Partners, L.P. (Acre). The transaction closed on May 8, 2020. In the third quarter of 2020, we recorded a loss in Other expenses / (income) of $45 million ($35 million after tax, or $.12 per share) as a result of the pending sale. See Note 14 to the Consolidated Financial Statements for additional information; and•In 2020, we recorded a loss in Interest expense of $75 million ($57 million after tax, or $.19 per share) on the extinguishment of debt.Discontinued Operations•In 2020, we recognized net gains of $1.039 billion ($1 billion after tax, or $3.29 per share) associated with the sale of Campbell International.20 The items impacting comparability are summarized below:20212020(Millions, except per share amounts)EarningsImpactEPSImpactEarningsImpactEPSImpactEarnings from continuing operations attributable to Campbell Soup Company$ 1,008 $ 3.30 $ 592 $ 1.95 Earnings (loss) from discontinued operations$ (6) $ (.02) $ 1,036 $ 3.41 Net earnings attributable to Campbell Soup Company(1)$ 1,002 $ 3.29 $ 1,628 $ 5.36 Continuing operations:Pension and postretirement actuarial gains (losses)$ 155 $ .51 $ (125) $ (.41) Commodity mark-to-market gains 38 .12 2 .01 Restructuring charges, implementation costs and other related costs (40) (.13) (52) (.17) Gains (charges) associated with divestitures 3 .01 (37) (.12) Deferred tax charge (19) (.06) — — Investment losses — — (35) (.12) Loss on debt extinguishment — — (57) (.19) Impact of items on Earnings from continuing operations$ 137 $ .45 $ (304) $ (1.00) Discontinued operations:Gains associated with divestitures$ — $ — $ 1,000 $ 3.29 Impact of items on Earnings (loss) from discontinued operations$ — $ — $ 1,000 $ 3.29 __________________________________________(1)Sum of the individual amounts may not add due to rounding.Earnings from continuing operations were $1.008 billion ($3.30 per share) in 2021, compared to $592 million ($1.95 per share) in 2020. After adjusting for items impacting comparability, earnings from continuing operations decreased reflecting a lower gross profit margin and sales volume declines, partially offset by lower marketing and selling expenses, lower interest expense and higher other income. The additional week contributed approximately $.04 per share to Earnings from continuing operations in 2020.See "Discontinued Operations" for additional information.DISCUSSION AND ANALYSISSalesAn analysis of net sales by reportable segment follows:% Change(Millions)2022202120202022/20212021/2020Meals & Beverages$ 4,607 $ 4,621 $ 4,747 —(3)Snacks 3,955 3,855 3,944 3(2)$ 8,562 $ 8,476 $ 8,691 1(2)21 An analysis of percent change of net sales by reportable segment follows:2022 versus 2021Meals & Beverages(2)Snacks(2)Total(2)Volume and mix(6)%(6)%(6)%Price and sales allowances888Decreased/(increased) promotional spending(1)(2)—(1)Divestiture(1)—(1)—%3%1%2021 versus 2020Meals & BeveragesSnacks(2)Total(2)Volume and mix(2)%(1)%(2)%Price and sales allowances———Decreased/(increased) promotional spending(1)111Divestiture—(1)—Estimated impact of 53rd week(2)(2)(2)(3)%(2)%(2)%__________________________________________(1)Represents revenue reductions from trade promotion and consumer coupon redemption programs.(2)Sum of the individual amounts does not add due to rounding.In 2022, Meals & Beverages sales were comparable with prior year. Excluding the impact from the divestiture of the Plum baby food and snacks business, sales increased primarily due to increases in U.S. soup and foodservice, partially offset by declines in V8 beverages. Inflation-driven pricing and sales allowances were partially offset by increased promotional spending. Volume decreased primarily due to supply constraints driven by labor and materials availability and price elasticities. Sales of U.S. soup increased 3%, due to increases in ready-to-serve soups, condensed soups and broth. In 2021, Meals & Beverages sales decreased 3%. Excluding the impact of the 53rd week, sales decreased primarily due to declines in foodservice, partially offset by gains in V8 beverages. Foodservice sales were negatively impacted by shifts in consumer behavior and continued COVID-19 related restrictions. Including a 1-point impact from the additional week, sales of U.S. soup decreased 1% due to declines in condensed soups and ready-to-serve soups, partially offset by gains in broth.In 2022, Snacks sales increased 3% driven by sales of our power brands which increased 7%. Sales increased due to increases in cookies and crackers, primarily Goldfish crackers, and in salty snacks, primarily Snyder’s of Hanover pretzels and Kettle Brand potato chips which more than offset declines in Late July snacks, partially offset by declines in non-core businesses. Inflation-driven pricing and sales allowances were partly offset by volume declines. Volumes declined driven by supply constraints due to labor and materials availability and price elasticities.In 2021, Snacks sales decreased 2%. Excluding the impact of the 53rd week and the divestiture of the European chips business, sales were comparable driven by volume declines mostly offset by lower levels of promotional spending. Declines in partner brands and Lance sandwich crackers were mostly offset by gains in salty snacks, including Late July snacks and Snyder's of Hanover pretzels, and in Goldfish crackers. Partner brands consist of third-party branded products that we sell. Gross ProfitGross profit, defined as Net sales less Cost of products sold, decreased by $184 million in 2022 from 2021 and decreased by $188 million in 2021 from 2020. As a percent of sales, gross profit was 30.7% in 2022, 33.2% in 2021 and 34.5% in 2020. 22 The 250 basis-point decrease and the 130 basis-point decrease in gross profit margin in 2022 and 2021, respectively, were due to the following factors:Margin Impact 20222021Cost inflation, supply chain costs and other factors(1)(810)(320)Volume/mix(2)(130)(40)Lower/(higher) level of promotional spending(50)80Productivity improvements130150Price and sales allowances610(10)Lower restructuring-related costs—10(250)(130)__________________________________________(1)2022 includes an estimated positive margin impact of 30 basis points from the benefit of cost savings initiatives, which was more than offset by cost inflation and other factors, including a 130 basis-point impact from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges. 2021 includes an estimated positive margin impact of a 60 basis-point benefit from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges and 50 basis points from the benefit of cost savings initiatives, which were more than offset by cost inflation and other factors. (2)Includes the impact of operating leverage. Marketing and Selling ExpensesMarketing and selling expenses as a percent of sales were 8.6% in 2022, 9.6% in 2021 and 10.9% in 2020. Marketing and selling expenses decreased 10% in 2022 from 2021. The decrease was primarily due to lower advertising and consumer promotion expense (approximately 10 points). The reduction in advertising and consumer promotion expense was primarily due to supply constraints.Marketing and selling expenses decreased 14% in 2021 from 2020. The decrease was primarily due to lower advertising and consumer promotion expense (approximately 7 points); increased benefits from cost savings initiatives (approximately 2 points); lower incentive compensation (approximately 2 points); lower selling expenses (approximately 1 point) and lower costs related to marketing overhead (approximately 1 point). The decrease in advertising and consumer promotion expense was primarily due to elevated levels in 2020. Administrative ExpensesAdministrative expenses as a percent of sales were 7.2% in 2022, 7.1% in 2021 and 7.2% in 2020. Administrative expenses increased 3% in 2022 from 2021. The increase was primarily due to expenses related to the settlement of certain legal claims (approximately 3 points) and higher general administrative costs (approximately 3 points), partially offset by increased benefits from cost savings initiatives (approximately 3 points).Administrative expenses decreased 4% in 2021 from 2020. The decrease was primarily due to lower incentive compensation (approximately 4 points); lower costs associated with cost savings initiatives (approximately 3 points); increased benefits from cost savings initiatives (approximately 2 points) and higher charitable contributions in 2020 (approximately 2 points), partially offset by higher information technology costs (approximately 4 points); higher inflation and other factors (approximately 2 points) and higher benefit-related costs (approximately 1 point). Other Expenses / (Income)Other expenses in 2022 included the following: •$41 million of amortization of intangible assets; and•$23 million of net periodic benefit income, including pension and postretirement actuarial losses of $44 million.Other income in 2021 included the following:•$285 million of net periodic benefit income, including pension and postretirement actuarial gains of $203 million;•$27 million of income from transition services fees; •$42 million of amortization of intangible assets; and•$11 million loss on the sale of the Plum baby food and snacks business.23 An analysis of percent change of net sales by reportable segment follows:2022 versus 2021Meals & Beverages(2)Snacks(2)Total(2)Volume and mix(6)%(6)%(6)%Price and sales allowances888Decreased/(increased) promotional spending(1)(2)—(1)Divestiture(1)—(1)—%3%1%2021 versus 2020Meals & BeveragesSnacks(2)Total(2)Volume and mix(2)%(1)%(2)%Price and sales allowances———Decreased/(increased) promotional spending(1)111Divestiture—(1)—Estimated impact of 53rd week(2)(2)(2)(3)%(2)%(2)%__________________________________________(1)Represents revenue reductions from trade promotion and consumer coupon redemption programs.(2)Sum of the individual amounts does not add due to rounding.In 2022, Meals & Beverages sales were comparable with prior year. Excluding the impact from the divestiture of the Plum baby food and snacks business, sales increased primarily due to increases in U.S. soup and foodservice, partially offset by declines in V8 beverages. Inflation-driven pricing and sales allowances were partially offset by increased promotional spending. Volume decreased primarily due to supply constraints driven by labor and materials availability and price elasticities. Sales of U.S. soup increased 3%, due to increases in ready-to-serve soups, condensed soups and broth. In 2021, Meals & Beverages sales decreased 3%. Excluding the impact of the 53rd week, sales decreased primarily due to declines in foodservice, partially offset by gains in V8 beverages. Foodservice sales were negatively impacted by shifts in consumer behavior and continued COVID-19 related restrictions. Including a 1-point impact from the additional week, sales of U.S. soup decreased 1% due to declines in condensed soups and ready-to-serve soups, partially offset by gains in broth.In 2022, Snacks sales increased 3% driven by sales of our power brands which increased 7%. Sales increased due to increases in cookies and crackers, primarily Goldfish crackers, and in salty snacks, primarily Snyder’s of Hanover pretzels and Kettle Brand potato chips which more than offset declines in Late July snacks, partially offset by declines in non-core businesses. Inflation-driven pricing and sales allowances were partly offset by volume declines. Volumes declined driven by supply constraints due to labor and materials availability and price elasticities.In 2021, Snacks sales decreased 2%. Excluding the impact of the 53rd week and the divestiture of the European chips business, sales were comparable driven by volume declines mostly offset by lower levels of promotional spending. Declines in partner brands and Lance sandwich crackers were mostly offset by gains in salty snacks, including Late July snacks and Snyder's of Hanover pretzels, and in Goldfish crackers. Partner brands consist of third-party branded products that we sell. Gross ProfitGross profit, defined as Net sales less Cost of products sold, decreased by $184 million in 2022 from 2021 and decreased by $188 million in 2021 from 2020. As a percent of sales, gross profit was 30.7% in 2022, 33.2% in 2021 and 34.5% in 2020. 22 The 250 basis-point decrease and the 130 basis-point decrease in gross profit margin in 2022 and 2021, respectively, were due to the following factors:Margin Impact 20222021Cost inflation, supply chain costs and other factors(1)(810)(320)Volume/mix(2)(130)(40)Lower/(higher) level of promotional spending(50)80Productivity improvements130150Price and sales allowances610(10)Lower restructuring-related costs—10(250)(130)__________________________________________(1)2022 includes an estimated positive margin impact of 30 basis points from the benefit of cost savings initiatives, which was more than offset by cost inflation and other factors, including a 130 basis-point impact from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges. 2021 includes an estimated positive margin impact of a 60 basis-point benefit from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges and 50 basis points from the benefit of cost savings initiatives, which were more than offset by cost inflation and other factors. (2)Includes the impact of operating leverage. Marketing and Selling ExpensesMarketing and selling expenses as a percent of sales were 8.6% in 2022, 9.6% in 2021 and 10.9% in 2020. Marketing and selling expenses decreased 10% in 2022 from 2021. The decrease was primarily due to lower advertising and consumer promotion expense (approximately 10 points). The reduction in advertising and consumer promotion expense was primarily due to supply constraints.Marketing and selling expenses decreased 14% in 2021 from 2020. The decrease was primarily due to lower advertising and consumer promotion expense (approximately 7 points); increased benefits from cost savings initiatives (approximately 2 points); lower incentive compensation (approximately 2 points); lower selling expenses (approximately 1 point) and lower costs related to marketing overhead (approximately 1 point). The decrease in advertising and consumer promotion expense was primarily due to elevated levels in 2020. Administrative ExpensesAdministrative expenses as a percent of sales were 7.2% in 2022, 7.1% in 2021 and 7.2% in 2020. Administrative expenses increased 3% in 2022 from 2021. The increase was primarily due to expenses related to the settlement of certain legal claims (approximately 3 points) and higher general administrative costs (approximately 3 points), partially offset by increased benefits from cost savings initiatives (approximately 3 points).Administrative expenses decreased 4% in 2021 from 2020. The decrease was primarily due to lower incentive compensation (approximately 4 points); lower costs associated with cost savings initiatives (approximately 3 points); increased benefits from cost savings initiatives (approximately 2 points) and higher charitable contributions in 2020 (approximately 2 points), partially offset by higher information technology costs (approximately 4 points); higher inflation and other factors (approximately 2 points) and higher benefit-related costs (approximately 1 point). Other Expenses / (Income)Other expenses in 2022 included the following: •$41 million of amortization of intangible assets; and•$23 million of net periodic benefit income, including pension and postretirement actuarial losses of $44 million.Other income in 2021 included the following:•$285 million of net periodic benefit income, including pension and postretirement actuarial gains of $203 million;•$27 million of income from transition services fees; •$42 million of amortization of intangible assets; and•$11 million loss on the sale of the Plum baby food and snacks business.23 Other expenses in 2020 included the following: •$73 million of net periodic benefit expense, including pension and postretirement actuarial losses of $164 million;•$64 million loss on the sale of the European chips business;•$45 million loss on Acre;•$43 million of amortization of intangible assets; and•$10 million of income from transition services fees.Operating EarningsSegment operating earnings decreased 3% in 2022 from 2021 and decreased 6% in 2021 from 2020. An analysis of operating earnings by segment follows:% Change(Millions)2022202120202022/20212021/2020Meals & Beverages$ 874 $ 922 $ 1,009 (5)(9)Snacks 517 514 525 1(2) 1,391 1,436 1,534 (3)(6)Corporate income (expense) (223) 130 (418) Restructuring charges(1) (5) (21) (9) Earnings before interest and taxes$ 1,163 $ 1,545 $ 1,107 __________________________________________(1)See Note 7 to the Consolidated Financial Statements for additional information on restructuring charges.Operating earnings from Meals & Beverages decreased 5% in 2022 versus 2021. The decrease was primarily due to lower gross profit and higher administrative expenses, partially offset by lower marketing and selling expenses. Gross profit margin declined driven by higher cost inflation and other supply chain costs as well as higher levels of promotional spending and unfavorable volume/mix, partially offset by the impact of pricing actions and supply chain productivity improvements.Operating earnings from Meals & Beverages decreased 9% in 2021 versus 2020. The decrease was primarily due to a lower gross profit margin and sales volume declines, partially offset by lower marketing and selling expenses and administrative expenses. Gross profit performance was impacted by higher cost inflation and other supply chain costs, as well as unfavorable volume/mix, partially offset by supply chain productivity improvements and lower levels of promotional activity.Operating earnings from Snacks increased 1% in 2022 versus 2021. The increase was primarily due to lower marketing and selling expenses and slightly higher gross profit, partially offset by higher administrative expenses due to the settlement of certain legal claims. Operating earnings from Snacks decreased 2% in 2021 versus 2020. The decrease primarily due to a lower gross profit margin and sales volume declines, partially offset by lower marketing and selling expenses. Gross profit performance was impacted by higher cost inflation and other supply chain costs, as well as unfavorable volume/mix, partially offset by supply chain productivity improvements and cost savings initiatives as well as lower levels of promotional spending. Corporate expense in 2022 included the following:•$59 million of unrealized mark-to-market losses on outstanding undesignated commodity hedges;•$44 million of pension and postretirement actuarial losses; and•costs of $26 million related to cost savings initiatives.Corporate income in 2021 included the following:•$203 million of pension and postretirement actuarial gains;•$50 million of unrealized mark-to-market gains on outstanding undesignated commodity hedges;•costs of $32 million related to the cost savings initiatives; and•a loss of $11 million from the sale of the Plum baby food and snacks business.Corporate expense in 2020 included the following:•$164 million of pension and postretirement actuarial losses;24 •a loss of $64 million from the sale of the European chips business;•costs of $60 million related to the cost savings initiatives;•a loss of $45 million on Acre; and•$2 million of unrealized mark-to-market gains on outstanding undesignated commodity hedges.Interest ExpenseInterest expense decreased to $189 million in 2022 from $210 million in 2021. The decrease in interest expense was primarily due to lower levels of debt, partially offset by a loss on extinguishment of debt of $4 million in 2022.Interest expense decreased to $210 million in 2021 from $345 million in 2020. The decrease in interest expense was due to a loss on extinguishment of debt of $75 million in 2020 and lower levels of debt.Taxes on EarningsThe effective tax rate was 22.4% in 2022, 24.6% in 2021 and 22.7% in 2020.The decrease in the effective tax rate in 2022 from 2021 was primarily due to a $19 million deferred tax charge recognized in the second quarter of 2021 in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance and state income tax law changes.The increase in the effective rate in 2021 from 2020 was primarily due to the $19 million deferred tax charge recognized in the second quarter of 2021 and a $27 million tax benefit on the $64 million loss on the sale of the European chips business in 2020.Restructuring Charges and Cost Savings InitiativesMulti-year Cost Savings Initiatives and Snyder's-Lance Cost Transformation Program and IntegrationBeginning in fiscal 2015, we implemented initiatives to reduce costs and to streamline our organizational structure.Over the years, we expanded these initiatives by continuing to optimize our supply chain and manufacturing networks, including closing our manufacturing facility in Toronto, Ontario, as well as our information technology infrastructure.On March 26, 2018, we completed the acquisition of Snyder's-Lance. Prior to the acquisition, Snyder's-Lance launched a cost transformation program following a comprehensive review of its operations with the goal of significantly improving its financial performance. We continued to implement this program and identified opportunities for additional cost synergies as we integrated Snyder's-Lance.In 2022, we expanded these initiatives as we continue to pursue cost savings by further optimizing our supply chain and manufacturing network and through effective cost management. Cost estimates for these expanded initiatives, as well as timing for certain activities, are continuing to be developed.A summary of charges recorded in Earnings from continuing operations related to these initiatives is as follows: (Millions, except per share amounts)202220212020Recognized as of July 31, 2022Restructuring charges$ 5 $ 21 $ 9 $ 264 Administrative expenses 20 28 48 359 Cost of products sold 5 3 9 84 Marketing and selling expenses 1 1 2 14 Research and development expenses — — 1 4 Total pre-tax charges$ 31 $ 53 $ 69 $ 725 Aggregate after-tax impact$ 24 $ 40 $ 52 Per share impact$ .08 $ .13 $ .17 25 Other expenses in 2020 included the following: •$73 million of net periodic benefit expense, including pension and postretirement actuarial losses of $164 million;•$64 million loss on the sale of the European chips business;•$45 million loss on Acre;•$43 million of amortization of intangible assets; and•$10 million of income from transition services fees.Operating EarningsSegment operating earnings decreased 3% in 2022 from 2021 and decreased 6% in 2021 from 2020. An analysis of operating earnings by segment follows:% Change(Millions)2022202120202022/20212021/2020Meals & Beverages$ 874 $ 922 $ 1,009 (5)(9)Snacks 517 514 525 1(2) 1,391 1,436 1,534 (3)(6)Corporate income (expense) (223) 130 (418) Restructuring charges(1) (5) (21) (9) Earnings before interest and taxes$ 1,163 $ 1,545 $ 1,107 __________________________________________(1)See Note 7 to the Consolidated Financial Statements for additional information on restructuring charges.Operating earnings from Meals & Beverages decreased 5% in 2022 versus 2021. The decrease was primarily due to lower gross profit and higher administrative expenses, partially offset by lower marketing and selling expenses. Gross profit margin declined driven by higher cost inflation and other supply chain costs as well as higher levels of promotional spending and unfavorable volume/mix, partially offset by the impact of pricing actions and supply chain productivity improvements.Operating earnings from Meals & Beverages decreased 9% in 2021 versus 2020. The decrease was primarily due to a lower gross profit margin and sales volume declines, partially offset by lower marketing and selling expenses and administrative expenses. Gross profit performance was impacted by higher cost inflation and other supply chain costs, as well as unfavorable volume/mix, partially offset by supply chain productivity improvements and lower levels of promotional activity.Operating earnings from Snacks increased 1% in 2022 versus 2021. The increase was primarily due to lower marketing and selling expenses and slightly higher gross profit, partially offset by higher administrative expenses due to the settlement of certain legal claims. Operating earnings from Snacks decreased 2% in 2021 versus 2020. The decrease primarily due to a lower gross profit margin and sales volume declines, partially offset by lower marketing and selling expenses. Gross profit performance was impacted by higher cost inflation and other supply chain costs, as well as unfavorable volume/mix, partially offset by supply chain productivity improvements and cost savings initiatives as well as lower levels of promotional spending. Corporate expense in 2022 included the following:•$59 million of unrealized mark-to-market losses on outstanding undesignated commodity hedges;•$44 million of pension and postretirement actuarial losses; and•costs of $26 million related to cost savings initiatives.Corporate income in 2021 included the following:•$203 million of pension and postretirement actuarial gains;•$50 million of unrealized mark-to-market gains on outstanding undesignated commodity hedges;•costs of $32 million related to the cost savings initiatives; and•a loss of $11 million from the sale of the Plum baby food and snacks business.Corporate expense in 2020 included the following:•$164 million of pension and postretirement actuarial losses;24 •a loss of $64 million from the sale of the European chips business;•costs of $60 million related to the cost savings initiatives;•a loss of $45 million on Acre; and•$2 million of unrealized mark-to-market gains on outstanding undesignated commodity hedges.Interest ExpenseInterest expense decreased to $189 million in 2022 from $210 million in 2021. The decrease in interest expense was primarily due to lower levels of debt, partially offset by a loss on extinguishment of debt of $4 million in 2022.Interest expense decreased to $210 million in 2021 from $345 million in 2020. The decrease in interest expense was due to a loss on extinguishment of debt of $75 million in 2020 and lower levels of debt.Taxes on EarningsThe effective tax rate was 22.4% in 2022, 24.6% in 2021 and 22.7% in 2020.The decrease in the effective tax rate in 2022 from 2021 was primarily due to a $19 million deferred tax charge recognized in the second quarter of 2021 in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance and state income tax law changes.The increase in the effective rate in 2021 from 2020 was primarily due to the $19 million deferred tax charge recognized in the second quarter of 2021 and a $27 million tax benefit on the $64 million loss on the sale of the European chips business in 2020.Restructuring Charges and Cost Savings InitiativesMulti-year Cost Savings Initiatives and Snyder's-Lance Cost Transformation Program and IntegrationBeginning in fiscal 2015, we implemented initiatives to reduce costs and to streamline our organizational structure.Over the years, we expanded these initiatives by continuing to optimize our supply chain and manufacturing networks, including closing our manufacturing facility in Toronto, Ontario, as well as our information technology infrastructure.On March 26, 2018, we completed the acquisition of Snyder's-Lance. Prior to the acquisition, Snyder's-Lance launched a cost transformation program following a comprehensive review of its operations with the goal of significantly improving its financial performance. We continued to implement this program and identified opportunities for additional cost synergies as we integrated Snyder's-Lance.In 2022, we expanded these initiatives as we continue to pursue cost savings by further optimizing our supply chain and manufacturing network and through effective cost management. Cost estimates for these expanded initiatives, as well as timing for certain activities, are continuing to be developed.A summary of charges recorded in Earnings from continuing operations related to these initiatives is as follows: (Millions, except per share amounts)202220212020Recognized as of July 31, 2022Restructuring charges$ 5 $ 21 $ 9 $ 264 Administrative expenses 20 28 48 359 Cost of products sold 5 3 9 84 Marketing and selling expenses 1 1 2 14 Research and development expenses — — 1 4 Total pre-tax charges$ 31 $ 53 $ 69 $ 725 Aggregate after-tax impact$ 24 $ 40 $ 52 Per share impact$ .08 $ .13 $ .17 25 A summary of the pre-tax costs in Earnings from continuing operations associated with the initiatives is as follows:(Millions)Recognized as of July 31, 2022Severance pay and benefits$ 227 Asset impairment/accelerated depreciation 82 Implementation costs and other related costs 416 Total$ 725 The total estimated pre-tax costs for actions associated with continuing operations that have been identified to date are approximately $735 million to $740 million and we expect to incur the costs through 2023. These estimates will be updated as the expanded initiatives are developed.We expect the costs for actions associated with continuing operations that have been identified to date to consist of the following: approximately $230 million in severance pay and benefits; approximately $85 million in asset impairment and accelerated depreciation; and approximately $420 million to $425 million in implementation costs and other related costs. We expect these pre-tax costs to be associated with our segments as follows: Meals & Beverages - approximately 31%; Snacks - approximately 44%; and Corporate - approximately 25%.Of the aggregate $735 million to $740 million of pre-tax costs associated with continuing operations identified to date, we expect approximately $635 million to $640 million will be cash expenditures. In addition, we expect to invest approximately $445 million in capital expenditures through 2023, of which we invested $440 million as of July 31, 2022. The capital expenditures primarily relate to a U.S. warehouse optimization project, improvement of quality, safety and cost structure across the Snyder’s-Lance manufacturing network, implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, transition of production of the Toronto manufacturing facility to our U.S. thermal plants, optimization of information technology infrastructure and applications and optimization of the Snyder’s-Lance warehouse and distribution network.We expect to fund the costs through cash flows from operations and short-term borrowings.We expect the initiatives for actions associated with continuing operations, once all phases are implemented, to generate annual ongoing savings of approximately $1 billion by the end of 2025. As of July 31, 2022, we have generated total program-to-date pre-tax savings of $850 million. Segment operating results do not include restructuring charges, implementation costs and other related costs because we evaluate segment performance excluding such charges. A summary of the pre-tax costs in Earnings from continuing operations associated with segments is as follows:(Millions)2022Costs Incurred to DateMeals & Beverages$ 2 $ 225 Snacks 22 321 Corporate 7 179 Total$ 31 $ 725 See Note 7 to the Consolidated Financial Statements for additional information.Discontinued OperationsWe completed the sale of our Kelsen business on September 23, 2019, for $322 million. We also completed the sale of the Arnott’s and other international operations on December 23, 2019, for $2.286 billion. The purchase price was subject to certain post-closing adjustments, which resulted in $4 million of additional proceeds in the third quarter of 2020. Beginning in the fourth quarter of 2019, we have reflected the results of operations of the Kelsen business and the Arnott’s and other international operations, or Campbell International, as discontinued operations in the Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks reportable segment. 26 Results of discontinued operations were as follows:(Millions)2020Net sales$ 359 Earnings before taxes from operations$ 53 Taxes on earnings from operations 17 Gain on sales of businesses / costs associated with selling the businesses 1,039 Tax expense on sales / costs associated with selling the businesses 39 Earnings from discontinued operations$ 1,036 In addition, in the third quarter of 2021, we recognized a $6 million loss due to tax expense from return-to-provision adjustments related to the sale of Campbell International.The sale of the Arnott's and other international operations resulted in a substantial capital gain for tax purposes. We were able to utilize capital losses in 2020, which were offset with valuation allowances as of July 28, 2019, to offset the capital gain.LIQUIDITY AND CAPITAL RESOURCESWe expect foreseeable liquidity and capital resource requirements to be met through anticipated cash flows from operations; long-term borrowings; short-term borrowings, which may include commercial paper; credit facilities; and cash and cash equivalents. We believe that our sources of financing will be adequate to meet our future requirements. We generated cash flows from operations of $1.181 billion in 2022, compared to $1.035 billion in 2021. The increase in 2022 was primarily due to changes in working capital, partially offset by lower cash earnings.We generated cash flows from operations of $1.035 billion in 2021, compared to $1.396 billion in 2020. The decline in 2021 was primarily due changes in working capital, mostly from a significant increase in accounts payable in the prior year and lower accrued liabilities in the current year.Current assets are less than current liabilities as a result of our level of current maturities of long-term debt and short-term borrowings and our focus to lower core working capital requirements. We had negative working capital of $923 million as of July 31, 2022, and $119 million as of August 1, 2021. Total debt maturing within one year was $814 million as of July 31, 2022, and $48 million as of August 1, 2021.Capital expenditures were $242 million in 2022, $275 million in 2021 and $299 million in 2020. Capital expenditures are expected to total approximately $325 million in 2023. Capital expenditures in 2022 included improvement of the quality and cost structure of the Snyder's-Lance manufacturing network, the continued implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance and cookie and cracker capacity expansion for our Snacks business. Capital expenditures in 2021 included the continued implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, chip capacity expansion projects, a Milano cookie capacity expansion project and a Goldfish cracker capacity expansion project. Capital expenditures in 2020 included implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, a Milano cookie capacity expansion project, chip capacity expansion projects and a Goldfish cracker capacity expansion project.In Snacks, we have a direct-store-delivery distribution model that uses independent contractor distributors. In order to maintain and expand this model, we routinely purchase and sell routes. The purchase and sale proceeds of the routes are reflected in investing activities. We completed the sale of our Kelsen business on September 23, 2019, for $322 million. On September 30, 2019, we repaid $399 million of our senior unsecured term loan facility using net proceeds from the Kelsen sale and the issuance of commercial paper. In addition, on October 11, 2019, we completed the sale of our European chips business for £63 million, or $77 million.We completed the sale of the Arnott’s and other international operations on December 23, 2019, for $2.286 billion. The purchase price was subject to certain post-closing adjustments, which resulted in $4 million of additional proceeds in the third quarter of 2020. We used the net proceeds from the sale to reduce our debt through a series of actions. On December 31, 2019, we repaid the $100 million outstanding balance on our senior unsecured term loan facility. On January 22, 2020, we completed the redemption of all $500 million outstanding aggregate principal amount of our 4.25% Senior Notes due 2021. On January 24, 2020, we settled tender offers to purchase $1.2 billion in aggregate principal amount of certain unsecured debt, comprising $329 million of 3.30% Senior Notes due 2021, $634 million of 3.65% Senior Notes due 2023, and $237 million of 3.80% Senior Notes due 2043. Except for the $237 million of 3.80% Senior Notes due 2043, the Senior Notes settled under the tender offer were issued in connection with our acquisition of Snyder’s-Lance. The consideration for the redemption and the tender offers was $1.765 billion, including $65 million of premium. We recognized a loss of $75 million (including $65 million 27 A summary of the pre-tax costs in Earnings from continuing operations associated with the initiatives is as follows:(Millions)Recognized as of July 31, 2022Severance pay and benefits$ 227 Asset impairment/accelerated depreciation 82 Implementation costs and other related costs 416 Total$ 725 The total estimated pre-tax costs for actions associated with continuing operations that have been identified to date are approximately $735 million to $740 million and we expect to incur the costs through 2023. These estimates will be updated as the expanded initiatives are developed.We expect the costs for actions associated with continuing operations that have been identified to date to consist of the following: approximately $230 million in severance pay and benefits; approximately $85 million in asset impairment and accelerated depreciation; and approximately $420 million to $425 million in implementation costs and other related costs. We expect these pre-tax costs to be associated with our segments as follows: Meals & Beverages - approximately 31%; Snacks - approximately 44%; and Corporate - approximately 25%.Of the aggregate $735 million to $740 million of pre-tax costs associated with continuing operations identified to date, we expect approximately $635 million to $640 million will be cash expenditures. In addition, we expect to invest approximately $445 million in capital expenditures through 2023, of which we invested $440 million as of July 31, 2022. The capital expenditures primarily relate to a U.S. warehouse optimization project, improvement of quality, safety and cost structure across the Snyder’s-Lance manufacturing network, implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, transition of production of the Toronto manufacturing facility to our U.S. thermal plants, optimization of information technology infrastructure and applications and optimization of the Snyder’s-Lance warehouse and distribution network.We expect to fund the costs through cash flows from operations and short-term borrowings.We expect the initiatives for actions associated with continuing operations, once all phases are implemented, to generate annual ongoing savings of approximately $1 billion by the end of 2025. As of July 31, 2022, we have generated total program-to-date pre-tax savings of $850 million. Segment operating results do not include restructuring charges, implementation costs and other related costs because we evaluate segment performance excluding such charges. A summary of the pre-tax costs in Earnings from continuing operations associated with segments is as follows:(Millions)2022Costs Incurred to DateMeals & Beverages$ 2 $ 225 Snacks 22 321 Corporate 7 179 Total$ 31 $ 725 See Note 7 to the Consolidated Financial Statements for additional information.Discontinued OperationsWe completed the sale of our Kelsen business on September 23, 2019, for $322 million. We also completed the sale of the Arnott’s and other international operations on December 23, 2019, for $2.286 billion. The purchase price was subject to certain post-closing adjustments, which resulted in $4 million of additional proceeds in the third quarter of 2020. Beginning in the fourth quarter of 2019, we have reflected the results of operations of the Kelsen business and the Arnott’s and other international operations, or Campbell International, as discontinued operations in the Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks reportable segment. 26 Results of discontinued operations were as follows:(Millions)2020Net sales$ 359 Earnings before taxes from operations$ 53 Taxes on earnings from operations 17 Gain on sales of businesses / costs associated with selling the businesses 1,039 Tax expense on sales / costs associated with selling the businesses 39 Earnings from discontinued operations$ 1,036 In addition, in the third quarter of 2021, we recognized a $6 million loss due to tax expense from return-to-provision adjustments related to the sale of Campbell International.The sale of the Arnott's and other international operations resulted in a substantial capital gain for tax purposes. We were able to utilize capital losses in 2020, which were offset with valuation allowances as of July 28, 2019, to offset the capital gain.LIQUIDITY AND CAPITAL RESOURCESWe expect foreseeable liquidity and capital resource requirements to be met through anticipated cash flows from operations; long-term borrowings; short-term borrowings, which may include commercial paper; credit facilities; and cash and cash equivalents. We believe that our sources of financing will be adequate to meet our future requirements. We generated cash flows from operations of $1.181 billion in 2022, compared to $1.035 billion in 2021. The increase in 2022 was primarily due to changes in working capital, partially offset by lower cash earnings.We generated cash flows from operations of $1.035 billion in 2021, compared to $1.396 billion in 2020. The decline in 2021 was primarily due changes in working capital, mostly from a significant increase in accounts payable in the prior year and lower accrued liabilities in the current year.Current assets are less than current liabilities as a result of our level of current maturities of long-term debt and short-term borrowings and our focus to lower core working capital requirements. We had negative working capital of $923 million as of July 31, 2022, and $119 million as of August 1, 2021. Total debt maturing within one year was $814 million as of July 31, 2022, and $48 million as of August 1, 2021.Capital expenditures were $242 million in 2022, $275 million in 2021 and $299 million in 2020. Capital expenditures are expected to total approximately $325 million in 2023. Capital expenditures in 2022 included improvement of the quality and cost structure of the Snyder's-Lance manufacturing network, the continued implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance and cookie and cracker capacity expansion for our Snacks business. Capital expenditures in 2021 included the continued implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, chip capacity expansion projects, a Milano cookie capacity expansion project and a Goldfish cracker capacity expansion project. Capital expenditures in 2020 included implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, a Milano cookie capacity expansion project, chip capacity expansion projects and a Goldfish cracker capacity expansion project.In Snacks, we have a direct-store-delivery distribution model that uses independent contractor distributors. In order to maintain and expand this model, we routinely purchase and sell routes. The purchase and sale proceeds of the routes are reflected in investing activities. We completed the sale of our Kelsen business on September 23, 2019, for $322 million. On September 30, 2019, we repaid $399 million of our senior unsecured term loan facility using net proceeds from the Kelsen sale and the issuance of commercial paper. In addition, on October 11, 2019, we completed the sale of our European chips business for £63 million, or $77 million.We completed the sale of the Arnott’s and other international operations on December 23, 2019, for $2.286 billion. The purchase price was subject to certain post-closing adjustments, which resulted in $4 million of additional proceeds in the third quarter of 2020. We used the net proceeds from the sale to reduce our debt through a series of actions. On December 31, 2019, we repaid the $100 million outstanding balance on our senior unsecured term loan facility. On January 22, 2020, we completed the redemption of all $500 million outstanding aggregate principal amount of our 4.25% Senior Notes due 2021. On January 24, 2020, we settled tender offers to purchase $1.2 billion in aggregate principal amount of certain unsecured debt, comprising $329 million of 3.30% Senior Notes due 2021, $634 million of 3.65% Senior Notes due 2023, and $237 million of 3.80% Senior Notes due 2043. Except for the $237 million of 3.80% Senior Notes due 2043, the Senior Notes settled under the tender offer were issued in connection with our acquisition of Snyder’s-Lance. The consideration for the redemption and the tender offers was $1.765 billion, including $65 million of premium. We recognized a loss of $75 million (including $65 million 27 of premium, fees and other costs paid with the tender offers and unamortized debt issuance costs), which was recorded in
of premium, fees and other costs paid with the tender offers and unamortized debt issuance costs), which was recorded in
Interest expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the purchased
Interest expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the purchased
notes through the dates of settlement. The net divestiture proceeds remaining after these debt reduction activities were used to
notes through the dates of settlement. The net divestiture proceeds remaining after these debt reduction activities were used to
reduce commercial paper borrowings.
reduce commercial paper borrowings.
On May 3, 2021, we completed the sale of our Plum baby food and snacks business for $101 million.
On May 3, 2021, we completed the sale of our Plum baby food and snacks business for $101 million.
Dividend payments were $451 million in 2022, $439 million in 2021 and $426 million in 2020. Annual dividends declared
Dividend payments were $451 million in 2022, $439 million in 2021 and $426 million in 2020. Annual dividends declared
were $1.48 per share in 2022, $1.46 per share in 2021 and $1.40 per share in 2020. The 2022 fourth quarter dividend was $.37
were $1.48 per share in 2022, $1.46 per share in 2021 and $1.40 per share in 2020. The 2022 fourth quarter dividend was $.37
per share. The declaration of dividends is subject to the discretion of our Board and depends on various factors, including our
per share. The declaration of dividends is subject to the discretion of our Board and depends on various factors, including our
net earnings, financial condition, cash requirements, future prospects and other factors that our Board deems relevant to its
net earnings, financial condition, cash requirements, future prospects and other factors that our Board deems relevant to its
analysis and decision making.
analysis and decision making.
In June 2021, the Board authorized an anti-dilutive share repurchase program of up to $250 million (June 2021 program) to
In June 2021, the Board authorized an anti-dilutive share repurchase program of up to $250 million (June 2021 program) to
offset the impact of dilution from shares issued under our stock compensation programs. The June 2021 program has no
offset the impact of dilution from shares issued under our stock compensation programs. The June 2021 program has no
expiration date, but it may be suspended or discontinued at any time. Repurchases under the anti-dilutive program may be made
expiration date, but it may be suspended or discontinued at any time. Repurchases under the anti-dilutive program may be made
in open-market or privately negotiated transactions. In September 2021, the Board approved a strategic share repurchase
in open-market or privately negotiated transactions. In September 2021, the Board approved a strategic share repurchase
program of up to $500 million (September 2021 program). The September 2021 program has no expiration date, but it may be
program of up to $500 million (September 2021 program). The September 2021 program has no expiration date, but it may be
suspended or discontinued at any time. Repurchases under the September 2021 program may be made in open-market or
suspended or discontinued at any time. Repurchases under the September 2021 program may be made in open-market or
privately negotiated transactions. In 2022, we repurchased 3.8 million shares at a cost of $167 million. Of this amount, $42
privately negotiated transactions. In 2022, we repurchased 3.8 million shares at a cost of $167 million. Of this amount, $42
million was used to repurchase shares pursuant to our June 2021 program and $125 million was used to repurchase share
million was used to repurchase shares pursuant to our June 2021 program and $125 million was used to repurchase share
pursuant to our September 2021 program. As of July 31, 2022, approximately $172 million remained available under the June
pursuant to our September 2021 program. As of July 31, 2022, approximately $172 million remained available under the June
2021 program and approximately $375 million remained under the September 2021 program. In 2021, we repurchased
2021 program and approximately $375 million remained under the September 2021 program. In 2021, we repurchased
approximately 1 million shares at a cost of $36 million. See Note 16 to the Consolidated Financial Statements and "Market for
approximately 1 million shares at a cost of $36 million. See Note 16 to the Consolidated Financial Statements and "Market for
Registrant's Capital Stock, Related Shareholder Matters and Issuer Purchases of Equity Securities" for additional information.
Registrant's Capital Stock, Related Shareholder Matters and Issuer Purchases of Equity Securities" for additional information.
On March 4, 2022, we completed the redemption of all $450 million outstanding aggregate principal amount of our 2.50%
On March 4, 2022, we completed the redemption of all $450 million outstanding aggregate principal amount of our 2.50%
Senior Notes due August 2, 2022. The consideration for the redemption was $453 million, including $3 million of premium.
Senior Notes due August 2, 2022. The consideration for the redemption was $453 million, including $3 million of premium.
We recognized a loss of $4 million (including the $3 million of premium and other costs), which was recorded in Interest
We recognized a loss of $4 million (including the $3 million of premium and other costs), which was recorded in Interest
expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the redeemed notes
expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the redeemed notes
through the date of settlement. We used a combination of cash on hand and short-term debt to fund the redemption.
through the date of settlement. We used a combination of cash on hand and short-term debt to fund the redemption.
In March 2021, we repaid our 3.30% $321 million notes and floating rate $400 million notes, and in May 2021, we repaid
In March 2021, we repaid our 3.30% $321 million notes and floating rate $400 million notes, and in May 2021, we repaid
our 8.875% $200 million notes. The repayments were funded with available cash and commercial paper issuances.
our 8.875% $200 million notes. The repayments were funded with available cash and commercial paper issuances.
On April 24, 2020, we issued senior unsecured notes in an aggregate principal amount of $1 billion, consisting of $500
On April 24, 2020, we issued senior unsecured notes in an aggregate principal amount of $1 billion, consisting of $500
million aggregate principal amount of notes bearing interest at a fixed rate of 2.375% per annum, due April 24, 2030, and $500
million aggregate principal amount of notes bearing interest at a fixed rate of 2.375% per annum, due April 24, 2030, and $500
million aggregate principal amount of notes bearing interest at a fixed rate of 3.125% per annum, due April 24, 2050. On
million aggregate principal amount of notes bearing interest at a fixed rate of 3.125% per annum, due April 24, 2050. On
May 1, 2020, we used $300 million of the net proceeds to repay $300 million of borrowings outstanding under a revolving
May 1, 2020, we used $300 million of the net proceeds to repay $300 million of borrowings outstanding under a revolving
credit facility.
credit facility.
As of July 31, 2022, we had $814 million of short-term borrowings due within one year, of which $235 million was
As of July 31, 2022, we had $814 million of short-term borrowings due within one year, of which $235 million was
comprised of commercial paper borrowings. As of July 31, 2022, we issued $32 million of standby letters of credit. On
comprised of commercial paper borrowings. As of July 31, 2022, we issued $32 million of standby letters of credit. On
November 2, 2020, we entered into a committed revolving credit facility totaling $1.85 billion scheduled to mature on
November 2, 2020, we entered into a committed revolving credit facility totaling $1.85 billion scheduled to mature on
November 2, 2023. On September 27, 2021, we replaced the facility with a new $1.85 billion committed revolving facility that
November 2, 2023. On September 27, 2021, we replaced the facility with a new $1.85 billion committed revolving facility that
matures on September 27, 2026. This facility remained unused at July 31, 2022, except for $1 million of standby letters of
matures on September 27, 2026. This facility remained unused at July 31, 2022, except for $1 million of standby letters of
credit that we issued under it. The facility contains customary covenants, including a financial covenant with respect to a
credit that we issued under it. The facility contains customary covenants, including a financial covenant with respect to a
minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense (as each is
minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense (as each is
defined in the credit facility) of not less than 3.25:1.00, measured quarterly, and customary events of default for credit facilities
defined in the credit facility) of not less than 3.25:1.00, measured quarterly, and customary events of default for credit facilities
of this type. Loans under this facility will bear interest at the rates specified in the facility, which vary based on the type of loan
of this type. Loans under this facility will bear interest at the rates specified in the facility, which vary based on the type of loan
and certain other customary conditions. The facility supports our commercial paper program and other general corporate
and certain other customary conditions. The facility supports our commercial paper program and other general corporate
purposes. We expect to continue to access the commercial paper markets, bank credit lines and utilize cash flows from
purposes. We expect to continue to access the commercial paper markets, bank credit lines and utilize cash flows from
operations to support our short-term liquidity requirements.
operations to support our short-term liquidity requirements.
We are in compliance with the covenants contained in our credit facilities and debt securities.
We are in compliance with the covenants contained in our credit facilities and debt securities.
In September 2020, we filed a registration statement with the Securities and Exchange Commission that registered an
In September 2020, we filed a registration statement with the Securities and Exchange Commission that registered an
indeterminate amount of debt securities. Under the registration statement we may issue debt securities from time to time,
indeterminate amount of debt securities. Under the registration statement we may issue debt securities from time to time,
depending on market conditions.
depending on market conditions.
CONTRACTUAL OBLIGATIONS AND OTHER COMMITMENTS
CONTRACTUAL OBLIGATIONS AND OTHER COMMITMENTS
Contractual Obligations
Contractual Obligations
We have short- and long-term material cash requirements related to our contractual obligations that arise in the normal
We have short- and long-term material cash requirements related to our contractual obligations that arise in the normal
course of business. In addition to principal and interest payments on our outstanding debt obligations, our contractual
course of business. In addition to principal and interest payments on our outstanding debt obligations, our contractual
obligations primarily consist of purchase commitments, lease payments and pension and postretirement benefits.
obligations primarily consist of purchase commitments, lease payments and pension and postretirement benefits.
See Note 12 to the Consolidated Financial Statements for a summary of our principal payments for short-term borrowings
See Note 12 to the Consolidated Financial Statements for a summary of our principal payments for short-term borrowings
and long-term debt obligations as of July 31, 2022. Interest payments for short-term borrowings and long-term debt as of
and long-term debt obligations as of July 31, 2022. Interest payments for short-term borrowings and long-term debt as of
July 31, 2022 are approximately as follows: $165 million in 2023; $290 million in 2024 through 2025; $220 million in 2026
July 31, 2022 are approximately as follows: $165 million in 2023; $290 million in 2024 through 2025; $220 million in 2026
through 2027; and $1.2 billion from 2028 through maturity.
through 2027; and $1.2 billion from 2028 through maturity.
Purchase commitments represent purchase orders and long-term purchase arrangements related to the procurement of
Purchase commitments represent purchase orders and long-term purchase arrangements related to the procurement of
ingredients, supplies, machinery, equipment and services. As of July 31, 2022, purchase commitments totaled approximately
ingredients, supplies, machinery, equipment and services. As of July 31, 2022, purchase commitments totaled approximately
$1.535 billion. Approximately $1.27 billion of these purchase commitments will be settled in the ordinary course of business in
$1.535 billion. Approximately $1.27 billion of these purchase commitments will be settled in the ordinary course of business in
the next 12 months and the balance of $265 million from 2024 through 2027.
the next 12 months and the balance of $265 million from 2024 through 2027.
See Note 10 to the Consolidated Financial Statements for a summary of our lease obligations as of July 31, 2022.
See Note 10 to the Consolidated Financial Statements for a summary of our lease obligations as of July 31, 2022.
As of July 31, 2022, we recognized a pension liability of $120 million and a postretirement benefit obligation of $172
As of July 31, 2022, we recognized a pension liability of $120 million and a postretirement benefit obligation of $172
million. As of July 31, 2022, we also recognized a pension asset of $146 million based on the funded status of certain plans. See
million. As of July 31, 2022, we also recognized a pension asset of $146 million based on the funded status of certain plans. See
Note 9 to the Consolidated Financial Statements and "Significant Accounting Estimates" for further discussion of our pension
Note 9 to the Consolidated Financial Statements and "Significant Accounting Estimates" for further discussion of our pension
and postretirement benefit obligations.
and postretirement benefit obligations.
Off-Balance Sheet Arrangements and Other Commitments
Off-Balance Sheet Arrangements and Other Commitments
We guarantee approximately 4,800 bank loans made to independent contractor distributors by third-party financial
We guarantee approximately 4,800 bank loans made to independent contractor distributors by third-party financial
institutions for the purchase of distribution routes. The maximum potential amount of the future payments under existing
institutions for the purchase of distribution routes. The maximum potential amount of the future payments under existing
guarantees we could be required to make is $500 million as of July 31, 2022. Our guarantees are indirectly secured by the
guarantees we could be required to make is $500 million as of July 31, 2022. Our guarantees are indirectly secured by the
distribution routes. We do not expect that we will be required to make material guarantee payments as a result of defaults on the
distribution routes. We do not expect that we will be required to make material guarantee payments as a result of defaults on the
bank loans guaranteed.
bank loans guaranteed.
These obligations and commitments impact our liquidity and capital resource needs. We expect foreseeable liquidity and
These obligations and commitments impact our liquidity and capital resource needs. We expect foreseeable liquidity and
capital resource requirements to be met through anticipated cash flows from operations; long-term borrowings; short-term
capital resource requirements to be met through anticipated cash flows from operations; long-term borrowings; short-term
borrowings, which may include commercial paper; credit facilities; and cash and cash equivalents. We believe that our sources
borrowings, which may include commercial paper; credit facilities; and cash and cash equivalents. We believe that our sources
of financing will be adequate to meet our future requirements.
of financing will be adequate to meet our future requirements.
MARKET RISK SENSITIVITY
MARKET RISK SENSITIVITY
The principal market risks to which we are exposed are changes in foreign currency exchange rates, interest rates and
The principal market risks to which we are exposed are changes in foreign currency exchange rates, interest rates and
commodity prices. In addition, we are exposed to equity price changes related to certain deferred compensation obligations. We
commodity prices. In addition, we are exposed to equity price changes related to certain deferred compensation obligations. We
manage our foreign currency exposures by utilizing foreign exchange forward contracts. We enter into foreign exchange
manage our foreign currency exposures by utilizing foreign exchange forward contracts. We enter into foreign exchange
forward contracts for periods consistent with related underlying exposures, and the contracts do not constitute positions
forward contracts for periods consistent with related underlying exposures, and the contracts do not constitute positions
independent of those exposures. We manage our exposure to changes in interest rates by optimizing the use of variable-rate and
independent of those exposures. We manage our exposure to changes in interest rates by optimizing the use of variable-rate and
fixed-rate debt and we may utilize interest rate swaps in order to maintain our variable-to-total debt ratio within targeted
fixed-rate debt and we may utilize interest rate swaps in order to maintain our variable-to-total debt ratio within targeted
guidelines. We principally use a combination of purchase orders and various short- and long-term supply arrangements in
guidelines. We principally use a combination of purchase orders and various short- and long-term supply arrangements in
connection with the purchase of raw materials, including certain commodities and agricultural products. We also enter into
connection with the purchase of raw materials, including certain commodities and agricultural products. We also enter into
commodity futures, options and swap contracts to reduce the volatility of price fluctuations of wheat, diesel fuel, natural gas,
commodity futures, options and swap contracts to reduce the volatility of price fluctuations of wheat, diesel fuel, natural gas,
soybean oil, aluminum, cocoa, corn, soybean meal and butter. We do not enter into derivative contracts for speculative purposes
soybean oil, aluminum, cocoa, corn, soybean meal and butter. We do not enter into derivative contracts for speculative purposes
and do not use leveraged instruments.
and do not use leveraged instruments.
The information below summarizes our market risks associated with significant financial instruments as of July 31, 2022.
The information below summarizes our market risks associated with significant financial instruments as of July 31, 2022.
Fair values included herein have been determined based on quoted market prices or pricing models using current market rates.
Fair values included herein have been determined based on quoted market prices or pricing models using current market rates.
The information presented below should be read in conjunction with Notes 12, 13 and 15 to the Consolidated Financial
The information presented below should be read in conjunction with Notes 12, 13 and 15 to the Consolidated Financial
Statements.
Statements.
We are exposed to foreign currency exchange risk, primarily the Canadian dollar, related to third-party transactions and
We are exposed to foreign currency exchange risk, primarily the Canadian dollar, related to third-party transactions and
intercompany transactions. We utilize foreign exchange forward purchase and sale contracts to hedge these exposures. The
intercompany transactions. We utilize foreign exchange forward purchase and sale contracts to hedge these exposures. The
notional amounts of the contracts as of July 31, 2022, and August 1, 2021, were $153 million and $147 million, respectively.
notional amounts of the contracts as of July 31, 2022, and August 1, 2021, were $153 million and $147 million, respectively.
The aggregate fair value of all contracts was a gain of $2 million as of July 31, 2022, and a loss of $2 million as of
The aggregate fair value of all contracts was a gain of $2 million as of July 31, 2022, and a loss of $2 million as of
August 1, 2021. A hypothetical 10% fluctuation in exchange rates would impact the fair value of our outstanding foreign
August 1, 2021. A hypothetical 10% fluctuation in exchange rates would impact the fair value of our outstanding foreign
exchange contracts by $17 million as of July 31, 2022, and as of August 1, 2021, which would generally be offset by inverse
exchange contracts by $17 million as of July 31, 2022, and as of August 1, 2021, which would generally be offset by inverse
changes on the underlying hedged items.
changes on the underlying hedged items.
As of July 31, 2022, we had outstanding variable-rate debt of $235 million with an average interest rate of 2.63%. As of
As of July 31, 2022, we had outstanding variable-rate debt of $235 million with an average interest rate of 2.63%. As of
August 1, 2021, we had outstanding variable-rate debt of $37 million with an average interest rate of 0.22%. A hypothetical
August 1, 2021, we had outstanding variable-rate debt of $37 million with an average interest rate of 0.22%. A hypothetical
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100-basis-point increase in average interest rates applied to our variable-rate debt balances throughout 2022 and 2021 would have increased annual interest expense in those years by approximately $1 million and $3 million, respectively.As of July 31, 2022, we had outstanding fixed-rate debt of $4.609 billion with a weighted average interest rate of 3.76%. As of August 1, 2021, we had outstanding fixed-rate debt of $5.059 billion with an average interest rate of 3.65%. The fair value of fixed-rate debt was $4.402 billion as of July 31, 2022 and $5.576 billion as of August 1, 2021. As of July 31, 2022, and August 1, 2021, a hypothetical 100-basis-point increase in interest rates would decrease the fair value of our fixed rate debt by approximately $274 million and $399 million, respectively, while a hypothetical 100-basis-point decrease in interest rates would increase the fair value of our fixed rate debt by approximately $318 million and $463 million, respectively. The impact of market interest rate fluctuations on our long-term debt does not affect our results of operations or financial position.We enter into commodity futures, options and swap contracts, and a supply contract under which prices for certain raw materials are established based on anticipated volume requirements to reduce the volatility of price fluctuations for commodities. As of July 31, 2022, the total notional amount of the contracts was $296 million, and the aggregate fair value of these contracts was a loss of $7 million. As of August 1, 2021, the total notional amount of these contracts was $246 million, and the aggregate fair value of these contracts was a gain of $53 million. A hypothetical 10% fluctuation in commodity prices would impact the fair value of our outstanding commodity contracts by approximately $30 million as of July 31, 2022, and as of August 1, 2021, which would generally be offset by inverse changes on the underlying hedged items.We enter into swap contracts which hedge a portion of exposures relating to certain deferred compensation obligations linked to the total return of the Vanguard Extended Market Index Plus Fund, the Vanguard Institutional Index Institutional Plus Fund, the Vanguard Short-Term Bond Index Fund and the Vanguard Total International Stock Index Fund. Prior to 2022, we had entered into swap contracts which hedged a portion of exposures linked to the total return of our capital stock. As of July 31, 2022, and August 1, 2021, we no longer hedge our exposure linked to the total return of our capital stock. The notional amount of the contracts was $50 million as of July 31, 2022, and $29 million as of August 1, 2021. The fair value of these contracts was a loss of $4 million as of July 31, 2022, and a gain of $3 million as of August 1, 2021. A hypothetical 10% fluctuation in equity price changes would impact the fair value of our outstanding swap contracts by $5 million as of July 31, 2022, and $3 million as of August 1, 2021, which would generally be offset by inverse changes on the underlying hedged items.SIGNIFICANT ACCOUNTING ESTIMATESWe prepare our consolidated financial statements in conformity with accounting principles generally accepted in the United States. The preparation of these financial statements requires the use of estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the periods presented. Actual results could differ from those estimates and assumptions. See Note 1 to the Consolidated Financial Statements for a discussion of significant accounting policies. The following areas all require the use of subjective or complex judgments, estimates and assumptions: Trade and consumer promotion programs — We offer various sales incentive programs to customers and consumers, such as feature price discounts, in-store display incentives, cooperative advertising programs, new product introduction fees and coupons. The mix between these forms of variable consideration, which are classified as reductions in revenue and recognized upon sale, and advertising or other marketing activities, which are classified as marketing and selling expenses, fluctuates between periods based on our overall marketing plans. The measurement and recognition of the costs for trade and consumer promotion programs involves the use of judgment related to performance and redemption estimates. Estimates are made based on historical experience and other factors, including expected volume. Typically, programs that are offered have a very short duration. Historically, the difference between actual experience compared to estimated redemptions and performance has not been significant to the quarterly or annual financial statements. Differences between estimates and actual costs are recognized as a change in estimate in a subsequent period. However, actual expenses may differ if the level of redemption rates and performance were to vary from estimates. Accrued trade and consumer promotion liabilities as of July 31, 2022 and August 1, 2021 were $141 million and $121 million, respectively.Valuation of long-lived assets — Fixed assets and amortizable intangible assets are reviewed for impairment as events or changes in circumstances occur indicating that the carrying value of the asset may not be recoverable. Undiscounted cash flow analyses are used to determine if impairment exists. If impairment is determined to exist, the loss is calculated based on estimated fair value. Goodwill and intangible assets deemed to have indefinite lives are not amortized but rather are tested at least annually in the fourth quarter for impairment, or more often if events or changes in circumstances indicate that more likely than not the carrying amount of the asset may not be recoverable. Goodwill is tested for impairment at the reporting unit level. A reporting unit represents an operating segment or a component of an operating segment. Goodwill is tested for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation is an assessment of factors to determine whether it is more likely than not that the 30 fair value of a reporting unit is less than its carrying amount, including goodwill. We may elect not to perform the qualitative assessment for some or all reporting units and perform a quantitative impairment test. Fair value is determined based on discounted cash flow analyses. The discounted estimates of future cash flows include significant management assumptions such as revenue growth rates, operating margins, weighted average costs of capital and future economic and market conditions. If the carrying value of the reporting unit exceeds fair value, goodwill is considered impaired. An impairment charge is recognized for the amount by which the carrying value of the reporting unit exceeds fair value, limited to the amount of goodwill in the reporting unit. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Fair value is determined using a relief from royalty valuation method based on discounted cash flow analyses that include significant management assumptions such as revenue growth rates, weighted average costs of capital and assumed royalty rates. If the carrying value exceeds fair value, an impairment charge will be recorded to reduce the asset to fair value.As of July 31, 2022, the carrying value of goodwill was $3.979 billion. Based on our assessments, all of our reporting units had fair values that significantly exceeded carrying values. As of July 31, 2022, the carrying value of indefinite-lived trademarks was $2.549 billion as detailed below:(Millions)Snyder's of Hanover$ 620 Lance 350 Kettle Brand 318 Pace 292 Pacific Foods 280 Various other Snacks(1) 689 Total$ 2,549 _____________________________________(1)Associated with the acquisition of Snyder's-Lance.As of the 2022 impairment testing, indefinite-lived trademarks with 10% or less of excess coverage of fair value over carrying value had an aggregate carrying value of $434 million and included Pacific Foods and certain other Snacks trademarks. Although assumptions are generally interdependent and do not change in isolation, sensitivities to changes are provided below. Holding all other assumptions in our 2022 impairment testing constant, changes in the assumptions below would reduce fair value of trademarks and result in impairment charges of approximately:(Millions)Snyder's of HanoverLanceKettle BrandPacePacific FoodsVarious Other Snacks1% increase in the weighted-average cost of capital$ — $ — $ (15) $ — $ (30) $ (25) 1% reduction in revenue growth$ — $ — $ — $ — $ (5) $ (15) 1% decrease in royalty rate$ — $ — $ (5) $ — $ (30) $ (60) While the 1% changes in assumptions would not result in impairment charges on certain trademarks as indicated above, some changes would reduce the excess coverage of fair value over carrying value to less than 10% for the Lance and Pace trademarks. The estimates of future cash flows used in impairment testing are made at a point in time, involve considerable management judgment, and are based upon assumptions about expected future operating performance, assumed royalty rates, economic conditions, market conditions and cost of capital. Inherent in estimating the future cash flows are uncertainties beyond our control, such as changes in capital markets. The actual cash flows could differ materially from management’s estimates due to changes in business conditions, operating performance and economic conditions. If assumptions are not achieved or market conditions decline, potential impairment charges could result. We will continue to monitor the valuation of our long-lived assets.See also Note 5 to the Consolidated Financial Statements for additional information on goodwill and intangible assets. Pension and postretirement benefits — We provide certain pension and postretirement benefits to employees and retirees. Determining the cost associated with such benefits is dependent on various actuarial assumptions, including discount rates, expected return on plan assets, compensation increases, turnover rates and health care trend rates. Independent actuaries, in accordance with accounting principles generally accepted in the United States, perform the required calculations to determine expense. Actuarial gains and losses are recognized immediately in Other expenses / (income) in the Consolidated Statements of 31 100-basis-point increase in average interest rates applied to our variable-rate debt balances throughout 2022 and 2021 would have increased annual interest expense in those years by approximately $1 million and $3 million, respectively.As of July 31, 2022, we had outstanding fixed-rate debt of $4.609 billion with a weighted average interest rate of 3.76%. As of August 1, 2021, we had outstanding fixed-rate debt of $5.059 billion with an average interest rate of 3.65%. The fair value of fixed-rate debt was $4.402 billion as of July 31, 2022 and $5.576 billion as of August 1, 2021. As of July 31, 2022, and August 1, 2021, a hypothetical 100-basis-point increase in interest rates would decrease the fair value of our fixed rate debt by approximately $274 million and $399 million, respectively, while a hypothetical 100-basis-point decrease in interest rates would increase the fair value of our fixed rate debt by approximately $318 million and $463 million, respectively. The impact of market interest rate fluctuations on our long-term debt does not affect our results of operations or financial position.We enter into commodity futures, options and swap contracts, and a supply contract under which prices for certain raw materials are established based on anticipated volume requirements to reduce the volatility of price fluctuations for commodities. As of July 31, 2022, the total notional amount of the contracts was $296 million, and the aggregate fair value of these contracts was a loss of $7 million. As of August 1, 2021, the total notional amount of these contracts was $246 million, and the aggregate fair value of these contracts was a gain of $53 million. A hypothetical 10% fluctuation in commodity prices would impact the fair value of our outstanding commodity contracts by approximately $30 million as of July 31, 2022, and as of August 1, 2021, which would generally be offset by inverse changes on the underlying hedged items.We enter into swap contracts which hedge a portion of exposures relating to certain deferred compensation obligations linked to the total return of the Vanguard Extended Market Index Plus Fund, the Vanguard Institutional Index Institutional Plus Fund, the Vanguard Short-Term Bond Index Fund and the Vanguard Total International Stock Index Fund. Prior to 2022, we had entered into swap contracts which hedged a portion of exposures linked to the total return of our capital stock. As of July 31, 2022, and August 1, 2021, we no longer hedge our exposure linked to the total return of our capital stock. The notional amount of the contracts was $50 million as of July 31, 2022, and $29 million as of August 1, 2021. The fair value of these contracts was a loss of $4 million as of July 31, 2022, and a gain of $3 million as of August 1, 2021. A hypothetical 10% fluctuation in equity price changes would impact the fair value of our outstanding swap contracts by $5 million as of July 31, 2022, and $3 million as of August 1, 2021, which would generally be offset by inverse changes on the underlying hedged items.SIGNIFICANT ACCOUNTING ESTIMATESWe prepare our consolidated financial statements in conformity with accounting principles generally accepted in the United States. The preparation of these financial statements requires the use of estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the periods presented. Actual results could differ from those estimates and assumptions. See Note 1 to the Consolidated Financial Statements for a discussion of significant accounting policies. The following areas all require the use of subjective or complex judgments, estimates and assumptions: Trade and consumer promotion programs — We offer various sales incentive programs to customers and consumers, such as feature price discounts, in-store display incentives, cooperative advertising programs, new product introduction fees and coupons. The mix between these forms of variable consideration, which are classified as reductions in revenue and recognized upon sale, and advertising or other marketing activities, which are classified as marketing and selling expenses, fluctuates between periods based on our overall marketing plans. The measurement and recognition of the costs for trade and consumer promotion programs involves the use of judgment related to performance and redemption estimates. Estimates are made based on historical experience and other factors, including expected volume. Typically, programs that are offered have a very short duration. Historically, the difference between actual experience compared to estimated redemptions and performance has not been significant to the quarterly or annual financial statements. Differences between estimates and actual costs are recognized as a change in estimate in a subsequent period. However, actual expenses may differ if the level of redemption rates and performance were to vary from estimates. Accrued trade and consumer promotion liabilities as of July 31, 2022 and August 1, 2021 were $141 million and $121 million, respectively.Valuation of long-lived assets — Fixed assets and amortizable intangible assets are reviewed for impairment as events or changes in circumstances occur indicating that the carrying value of the asset may not be recoverable. Undiscounted cash flow analyses are used to determine if impairment exists. If impairment is determined to exist, the loss is calculated based on estimated fair value. Goodwill and intangible assets deemed to have indefinite lives are not amortized but rather are tested at least annually in the fourth quarter for impairment, or more often if events or changes in circumstances indicate that more likely than not the carrying amount of the asset may not be recoverable. Goodwill is tested for impairment at the reporting unit level. A reporting unit represents an operating segment or a component of an operating segment. Goodwill is tested for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation is an assessment of factors to determine whether it is more likely than not that the 30 fair value of a reporting unit is less than its carrying amount, including goodwill. We may elect not to perform the qualitative assessment for some or all reporting units and perform a quantitative impairment test. Fair value is determined based on discounted cash flow analyses. The discounted estimates of future cash flows include significant management assumptions such as revenue growth rates, operating margins, weighted average costs of capital and future economic and market conditions. If the carrying value of the reporting unit exceeds fair value, goodwill is considered impaired. An impairment charge is recognized for the amount by which the carrying value of the reporting unit exceeds fair value, limited to the amount of goodwill in the reporting unit. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Fair value is determined using a relief from royalty valuation method based on discounted cash flow analyses that include significant management assumptions such as revenue growth rates, weighted average costs of capital and assumed royalty rates. If the carrying value exceeds fair value, an impairment charge will be recorded to reduce the asset to fair value.As of July 31, 2022, the carrying value of goodwill was $3.979 billion. Based on our assessments, all of our reporting units had fair values that significantly exceeded carrying values. As of July 31, 2022, the carrying value of indefinite-lived trademarks was $2.549 billion as detailed below:(Millions)Snyder's of Hanover$ 620 Lance 350 Kettle Brand 318 Pace 292 Pacific Foods 280 Various other Snacks(1) 689 Total$ 2,549 _____________________________________(1)Associated with the acquisition of Snyder's-Lance.As of the 2022 impairment testing, indefinite-lived trademarks with 10% or less of excess coverage of fair value over carrying value had an aggregate carrying value of $434 million and included Pacific Foods and certain other Snacks trademarks. Although assumptions are generally interdependent and do not change in isolation, sensitivities to changes are provided below. Holding all other assumptions in our 2022 impairment testing constant, changes in the assumptions below would reduce fair value of trademarks and result in impairment charges of approximately:(Millions)Snyder's of HanoverLanceKettle BrandPacePacific FoodsVarious Other Snacks1% increase in the weighted-average cost of capital$ — $ — $ (15) $ — $ (30) $ (25) 1% reduction in revenue growth$ — $ — $ — $ — $ (5) $ (15) 1% decrease in royalty rate$ — $ — $ (5) $ — $ (30) $ (60) While the 1% changes in assumptions would not result in impairment charges on certain trademarks as indicated above, some changes would reduce the excess coverage of fair value over carrying value to less than 10% for the Lance and Pace trademarks. The estimates of future cash flows used in impairment testing are made at a point in time, involve considerable management judgment, and are based upon assumptions about expected future operating performance, assumed royalty rates, economic conditions, market conditions and cost of capital. Inherent in estimating the future cash flows are uncertainties beyond our control, such as changes in capital markets. The actual cash flows could differ materially from management’s estimates due to changes in business conditions, operating performance and economic conditions. If assumptions are not achieved or market conditions decline, potential impairment charges could result. We will continue to monitor the valuation of our long-lived assets.See also Note 5 to the Consolidated Financial Statements for additional information on goodwill and intangible assets. Pension and postretirement benefits — We provide certain pension and postretirement benefits to employees and retirees. Determining the cost associated with such benefits is dependent on various actuarial assumptions, including discount rates, expected return on plan assets, compensation increases, turnover rates and health care trend rates. Independent actuaries, in accordance with accounting principles generally accepted in the United States, perform the required calculations to determine expense. Actuarial gains and losses are recognized immediately in Other expenses / (income) in the Consolidated Statements of 31 Earnings as of the measurement date, which is our fiscal year end, or more frequently if an interim remeasurement is required. We use the fair value of plan assets to calculate the expected return on plan assets.In establishing the discount rate, we review published market indices of high-quality debt securities, adjusted as appropriate for duration. In addition, independent actuaries apply high-quality bond yield curves to the expected benefit payments of the plans. We use a full yield curve approach to estimate service cost and interest cost by applying the specific spot rates along the yield curve used to determine the benefit obligation of the relevant projected cash flows.The expected return on plan assets is a long-term assumption based upon historical experience and expected future performance, considering our current and projected investment mix. This estimate is based on an estimate of future inflation, long-term projected real returns for each asset class and a premium for active management. Within any given fiscal period, significant differences may arise between the actual return and the expected return on plan assets. Gains and losses resulting from differences between actual experience and the assumptions are determined at each measurement date. As of July 31, 2022, we recognized a pension liability of $120 million and a postretirement benefit obligation of $172 million. As of July 31, 2022, we also recognized a pension asset of $146 million based on the funded status of certain plans.Net periodic pension and postretirement benefit expense (income) and actuarial losses (gains) included within net periodic pension and benefit expense (income) were as follows:(Millions)202220212020Total net periodic pension and postretirement benefit expense (income)$ (7) $ (267) $ 93 Actuarial losses (gains)$ 44 $ (203) $ 164 The actuarial losses recognized in 2022 were primarily due to losses on plan assets, partially offset by increases in discount rates used to determine the benefit obligation. The actuarial gains recognized in 2021 were primarily due to higher than anticipated investment gains on plan assets and increases in discount rates used to determine the benefit obligation. The actuarial losses recognized in 2020 were primarily due to decreases in discount rates used to determine the benefit obligation, partially offset by higher than anticipated investment gains on plan assets.Based on benefit obligations and plan assets as of July 31, 2022, net periodic pension and postretirement benefit income excluding any actuarial losses or gains is estimated to be approximately $35 million lower in 2023, subject to the impact of interim remeasurements. The decrease in 2023 is due to increases in discount rates used to determine the benefit obligations and a decline in the market value of plan assets.Significant weighted-average assumptions as of the end of the year were as follows:202220212020PensionDiscount rate for benefit obligations4.58%2.69%2.47%Expected return on plan assets6.40%5.82%6.01%PostretirementDiscount rate for obligations4.48%2.37%2.15%Based on benefit obligations and plan assets as of July 31, 2022, estimated sensitivities to 2023 annual net periodic pension and postretirement cost are as follows: •a 50-basis-point increase in the discount rate would result in expense of approximately $6 million and would result in an immediate actuarial gain recognition of approximately $69 million; •a 50-basis-point decline in the discount rate would result in income of approximately $6 million and would result in an immediate actuarial loss recognition of approximately $76 million; and •a 50-basis-point reduction in the estimated return on assets assumption would result in expense of approximately $8 million.There were no contributions to pension plans in 2022, and $2 million in 2021 and 2020. Contributions to pension plans are not expected to be material in 2023.See also Note 9 to the Consolidated Financial Statements for additional information on pension and postretirement benefits.Income taxes — The effective tax rate reflects statutory tax rates, tax planning opportunities available in the various jurisdictions in which we operate and management’s estimate of the ultimate outcome of various tax audits and issues. Significant judgment is required in determining the effective tax rate and in evaluating tax positions. Income taxes are recorded based on amounts refundable or payable in the current year and include the effect of deferred taxes. Deferred tax assets and liabilities are recognized for the future impact of differences between the financial statement carrying amounts of assets and 32 liabilities and their respective tax bases, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are expected to be recovered or settled. Valuation allowances are established for deferred tax assets when it is more likely than not that a tax benefit will not be realized.See also Notes 1 and 11 to the Consolidated Financial Statements for further discussion on income taxes. RECENT ACCOUNTING PRONOUNCEMENTSSee Note 2 to the Consolidated Financial Statements for information on recent accounting pronouncements.CAUTIONARY FACTORS THAT MAY AFFECT FUTURE RESULTSThis Report contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current expectations regarding our future results of operations, economic performance, financial condition and achievements. These forward-looking statements can be identified by words such as "anticipate," "believe," "estimate," "expect," "intend," "plan," "pursue," "strategy," "target," "will" and similar expressions. One can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts, and may reflect anticipated cost savings or implementation of our strategic plan. These statements reflect our current plans and expectations and are based on information currently available to us. They rely on several assumptions regarding future events and estimates which could be inaccurate and which are inherently subject to risks and uncertainties.We wish to caution the reader that the following important factors and those important factors described in Part 1, Item 1A and elsewhere in this Report, or in our other Securities and Exchange Commission filings, could affect our actual results and could cause such results to vary materially from those expressed in any forward-looking statements made by, or on behalf of, us:•impacts of, and associated responses to the COVID-19 pandemic on our business, suppliers, customers, consumers and employees;•our ability to execute on and realize the expected benefits from our strategy, including growing sales in snacks and growing/maintaining our market share position in soup;•the impact of strong competitive responses to our efforts to leverage brand power with product innovation, promotional programs and new advertising;•the risks associated with trade and consumer acceptance of product improvements, shelving initiatives, new products and pricing and promotional strategies;•our ability to realize projected cost savings and benefits from cost savings initiatives and the integration of recent acquisitions;•disruptions in or inefficiencies to our supply chain and/or operations including the impacts of the COVID-19 pandemic; •the risks related to the availability of, and cost inflation in, supply chain inputs, including labor, raw materials, commodities, packaging and transportation;•risks related to the effectiveness of our hedging activities and our ability to respond to volatility in commodity prices;•our ability to manage changes to our organizational structure and/or business processes, including selling, distribution, manufacturing and information management systems or processes;•changes in consumer demand for our products and favorable perception of our brands;•changing inventory management practices by certain of our key customers; •a changing customer landscape, with value and e-commerce retailers expanding their market presence, while certain of our key customers maintain significance to our business;•product quality and safety issues, including recalls and product liabilities; •the possible disruption to the independent contractor distribution models used by certain of our businesses, including as a result of litigation or regulatory actions affecting their independent contractor classification;•the uncertainties of litigation and regulatory actions against us;•the costs, disruption and diversion of management's attention associated with activist investors;•a disruption, failure or security breach of our or our vendors' information technology systems, including ransomware attacks; •impairment to goodwill or other intangible assets; 33 Earnings as of the measurement date, which is our fiscal year end, or more frequently if an interim remeasurement is required. We use the fair value of plan assets to calculate the expected return on plan assets.In establishing the discount rate, we review published market indices of high-quality debt securities, adjusted as appropriate for duration. In addition, independent actuaries apply high-quality bond yield curves to the expected benefit payments of the plans. We use a full yield curve approach to estimate service cost and interest cost by applying the specific spot rates along the yield curve used to determine the benefit obligation of the relevant projected cash flows.The expected return on plan assets is a long-term assumption based upon historical experience and expected future performance, considering our current and projected investment mix. This estimate is based on an estimate of future inflation, long-term projected real returns for each asset class and a premium for active management. Within any given fiscal period, significant differences may arise between the actual return and the expected return on plan assets. Gains and losses resulting from differences between actual experience and the assumptions are determined at each measurement date. As of July 31, 2022, we recognized a pension liability of $120 million and a postretirement benefit obligation of $172 million. As of July 31, 2022, we also recognized a pension asset of $146 million based on the funded status of certain plans.Net periodic pension and postretirement benefit expense (income) and actuarial losses (gains) included within net periodic pension and benefit expense (income) were as follows:(Millions)202220212020Total net periodic pension and postretirement benefit expense (income)$ (7) $ (267) $ 93 Actuarial losses (gains)$ 44 $ (203) $ 164 The actuarial losses recognized in 2022 were primarily due to losses on plan assets, partially offset by increases in discount rates used to determine the benefit obligation. The actuarial gains recognized in 2021 were primarily due to higher than anticipated investment gains on plan assets and increases in discount rates used to determine the benefit obligation. The actuarial losses recognized in 2020 were primarily due to decreases in discount rates used to determine the benefit obligation, partially offset by higher than anticipated investment gains on plan assets.Based on benefit obligations and plan assets as of July 31, 2022, net periodic pension and postretirement benefit income excluding any actuarial losses or gains is estimated to be approximately $35 million lower in 2023, subject to the impact of interim remeasurements. The decrease in 2023 is due to increases in discount rates used to determine the benefit obligations and a decline in the market value of plan assets.Significant weighted-average assumptions as of the end of the year were as follows:202220212020PensionDiscount rate for benefit obligations4.58%2.69%2.47%Expected return on plan assets6.40%5.82%6.01%PostretirementDiscount rate for obligations4.48%2.37%2.15%Based on benefit obligations and plan assets as of July 31, 2022, estimated sensitivities to 2023 annual net periodic pension and postretirement cost are as follows: •a 50-basis-point increase in the discount rate would result in expense of approximately $6 million and would result in an immediate actuarial gain recognition of approximately $69 million; •a 50-basis-point decline in the discount rate would result in income of approximately $6 million and would result in an immediate actuarial loss recognition of approximately $76 million; and •a 50-basis-point reduction in the estimated return on assets assumption would result in expense of approximately $8 million.There were no contributions to pension plans in 2022, and $2 million in 2021 and 2020. Contributions to pension plans are not expected to be material in 2023.See also Note 9 to the Consolidated Financial Statements for additional information on pension and postretirement benefits.Income taxes — The effective tax rate reflects statutory tax rates, tax planning opportunities available in the various jurisdictions in which we operate and management’s estimate of the ultimate outcome of various tax audits and issues. Significant judgment is required in determining the effective tax rate and in evaluating tax positions. Income taxes are recorded based on amounts refundable or payable in the current year and include the effect of deferred taxes. Deferred tax assets and liabilities are recognized for the future impact of differences between the financial statement carrying amounts of assets and 32 liabilities and their respective tax bases, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are expected to be recovered or settled. Valuation allowances are established for deferred tax assets when it is more likely than not that a tax benefit will not be realized.See also Notes 1 and 11 to the Consolidated Financial Statements for further discussion on income taxes. RECENT ACCOUNTING PRONOUNCEMENTSSee Note 2 to the Consolidated Financial Statements for information on recent accounting pronouncements.CAUTIONARY FACTORS THAT MAY AFFECT FUTURE RESULTSThis Report contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current expectations regarding our future results of operations, economic performance, financial condition and achievements. These forward-looking statements can be identified by words such as "anticipate," "believe," "estimate," "expect," "intend," "plan," "pursue," "strategy," "target," "will" and similar expressions. One can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts, and may reflect anticipated cost savings or implementation of our strategic plan. These statements reflect our current plans and expectations and are based on information currently available to us. They rely on several assumptions regarding future events and estimates which could be inaccurate and which are inherently subject to risks and uncertainties.We wish to caution the reader that the following important factors and those important factors described in Part 1, Item 1A and elsewhere in this Report, or in our other Securities and Exchange Commission filings, could affect our actual results and could cause such results to vary materially from those expressed in any forward-looking statements made by, or on behalf of, us:•impacts of, and associated responses to the COVID-19 pandemic on our business, suppliers, customers, consumers and employees;•our ability to execute on and realize the expected benefits from our strategy, including growing sales in snacks and growing/maintaining our market share position in soup;•the impact of strong competitive responses to our efforts to leverage brand power with product innovation, promotional programs and new advertising;•the risks associated with trade and consumer acceptance of product improvements, shelving initiatives, new products and pricing and promotional strategies;•our ability to realize projected cost savings and benefits from cost savings initiatives and the integration of recent acquisitions;•disruptions in or inefficiencies to our supply chain and/or operations including the impacts of the COVID-19 pandemic; •the risks related to the availability of, and cost inflation in, supply chain inputs, including labor, raw materials, commodities, packaging and transportation;•risks related to the effectiveness of our hedging activities and our ability to respond to volatility in commodity prices;•our ability to manage changes to our organizational structure and/or business processes, including selling, distribution, manufacturing and information management systems or processes;•changes in consumer demand for our products and favorable perception of our brands;•changing inventory management practices by certain of our key customers; •a changing customer landscape, with value and e-commerce retailers expanding their market presence, while certain of our key customers maintain significance to our business;•product quality and safety issues, including recalls and product liabilities; •the possible disruption to the independent contractor distribution models used by certain of our businesses, including as a result of litigation or regulatory actions affecting their independent contractor classification;•the uncertainties of litigation and regulatory actions against us;•the costs, disruption and diversion of management's attention associated with activist investors;•a disruption, failure or security breach of our or our vendors' information technology systems, including ransomware attacks; •impairment to goodwill or other intangible assets; 33 •
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our ability to protect our intellectual property rights;
our ability to protect our intellectual property rights;
increased liabilities and costs related to our defined benefit pension plans;
increased liabilities and costs related to our defined benefit pension plans;
our ability to attract and retain key talent;
our ability to attract and retain key talent;
goals and initiatives related to, and the impacts of, climate change, including from weather-related events;
goals and initiatives related to, and the impacts of, climate change, including from weather-related events;
negative changes and volatility in financial and credit markets, deteriorating economic conditions and other external
negative changes and volatility in financial and credit markets, deteriorating economic conditions and other external
factors, including changes in laws and regulations; and
factors, including changes in laws and regulations; and
unforeseen business disruptions or other impacts due to political instability, civil disobedience, terrorism, armed
unforeseen business disruptions or other impacts due to political instability, civil disobedience, terrorism, armed
hostilities (including the ongoing conflict between Russia and Ukraine), extreme weather conditions, natural disasters,
hostilities (including the ongoing conflict between Russia and Ukraine), extreme weather conditions, natural disasters,
other pandemics or other calamities.
other pandemics or other calamities.
This discussion of uncertainties is by no means exhaustive but is designed to highlight important factors that may impact
This discussion of uncertainties is by no means exhaustive but is designed to highlight important factors that may impact
our outlook. We disclaim any obligation or intent to update forward-looking statements made by us in order to reflect new
our outlook. We disclaim any obligation or intent to update forward-looking statements made by us in order to reflect new
information, events or circumstances after the date they are made.
information, events or circumstances after the date they are made.
Item 7A. Quantitative and Qualitative Disclosure About Market Risk
Item 7A. Quantitative and Qualitative Disclosure About Market Risk
The information presented in the section entitled "Management’s Discussion and Analysis of Financial Condition and
The information presented in the section entitled "Management’s Discussion and Analysis of Financial Condition and
Results of Operations — Market Risk Sensitivity" is incorporated herein by reference.
Results of Operations — Market Risk Sensitivity" is incorporated herein by reference.
Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statements of Earnings
Consolidated Statements of Earnings
Consolidated Statements of Comprehensive Income
Consolidated Statements of Comprehensive Income
Consolidated Balance Sheets
Consolidated Balance Sheets
Consolidated Statements of Cash Flows
Consolidated Statements of Cash Flows
Consolidated Statements of Equity
Consolidated Statements of Equity
Notes to Consolidated Financial Statements
Notes to Consolidated Financial Statements
Note 1. Summary of Significant Accounting Policies
Note 1. Summary of Significant Accounting Policies
Note 2. Recent Accounting Pronouncements
Note 2. Recent Accounting Pronouncements
Note 3. Divestitures
Note 3. Divestitures
Note 4. Accumulated Other Comprehensive Income (Loss)
Note 4. Accumulated Other Comprehensive Income (Loss)
Note 5. Goodwill and Intangible Assets
Note 5. Goodwill and Intangible Assets
Note 6. Segment Information
Note 6. Segment Information
Note 7. Restructuring Charges and Cost Savings Initiatives
Note 7. Restructuring Charges and Cost Savings Initiatives
Note 8. Earnings per Share
Note 8. Earnings per Share
Note 9. Pension and Postretirement Benefits
Note 9. Pension and Postretirement Benefits
Note 10. Leases
Note 10. Leases
Note 11. Taxes on Earnings
Note 11. Taxes on Earnings
Note 12. Short-term Borrowings and Long-term Debt
Note 12. Short-term Borrowings and Long-term Debt
Note 13. Financial Instruments
Note 13. Financial Instruments
Note 14. Variable Interest Entity
Note 14. Variable Interest Entity
Note 15. Fair Value Measurements
Note 15. Fair Value Measurements
Note 16. Shareholders' Equity
Note 16. Shareholders' Equity
Note 17. Stock-based Compensation
Note 17. Stock-based Compensation
Note 18. Commitments and Contingencies
Note 18. Commitments and Contingencies
Note 19. Supplemental Financial Statement Data
Note 19. Supplemental Financial Statement Data
Management’s Report on Internal Control Over Financial Reporting
Management’s Report on Internal Control Over Financial Reporting
Report of Independent Registered Public Accounting Firm
Report of Independent Registered Public Accounting Firm
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CAMPBELL SOUP COMPANYConsolidated Statements of Earnings(millions, except per share amounts) 20222021202052 weeks52 weeks53 weeksNet sales$ 8,562 $ 8,476 $ 8,691 Costs and expensesCost of products sold 5,935 5,665 5,692 Marketing and selling expenses 734 817 947 Administrative expenses 617 598 622 Research and development expenses 87 84 93 Other expenses / (income) 21 (254) 221 Restructuring charges 5 21 9 Total costs and expenses 7,399 6,931 7,584 Earnings before interest and taxes 1,163 1,545 1,107 Interest expense 189 210 345 Interest income 1 1 4 Earnings before taxes 975 1,336 766 Taxes on earnings 218 328 174 Earnings from continuing operations 757 1,008 592 Earnings (loss) from discontinued operations — (6) 1,036 Net earnings 757 1,002 1,628 Less: Net earnings (loss) attributable to noncontrolling interests — — — Net earnings attributable to Campbell Soup Company$ 757 $ 1,002 $ 1,628 Per Share — BasicEarnings from continuing operations attributable to Campbell Soup Company$ 2.51 $ 3.33 $ 1.96 Earnings (loss) from discontinued operations — (.02) 3.43 Net earnings attributable to Campbell Soup Company$ 2.51 $ 3.31 $ 5.39 Weighted average shares outstanding — basic 301 303 302 Per Share — Assuming DilutionEarnings from continuing operations attributable to Campbell Soup Company$ 2.51 $ 3.30 $ 1.95 Earnings (loss) from discontinued operations — (.02) 3.41 Net earnings attributable to Campbell Soup Company(1)$ 2.51 $ 3.29 $ 5.36 Weighted average shares outstanding — assuming dilution 302 305 304 (1) Sum of the individual amounts may not add due to rounding.See accompanying Notes to Consolidated Financial Statements.36 CAMPBELL SOUP COMPANYConsolidated Statements of Comprehensive Income(millions)20222021202052 weeks52 weeks53 weeksPre-tax amountTax benefit (expense)After-tax amountPre-tax amountTax benefit (expense)After-tax amountPre-tax amountTax benefit (expense)After-tax amountNet earnings$ 757 $ 1,002 $ 1,628 Other comprehensive income (loss):Foreign currency translation:Foreign currency translation adjustments$ (6) $ — (6) $ 12 $ — 12 $ (1) $ — (1) Reclassification of currency translation adjustments realized upon disposal of business — — — — — — 206 4 210 Cash-flow hedges:Unrealized gains (losses) arising during period 17 (3) 14 (5) 1 (4) 3 (1) 2 Reclassification adjustment for losses (gains) included in net earnings (12) 2 (10) 8 (1) 7 — — — Pension and other postretirement benefits:Reclassification of prior service credit included in net earnings (1) — (1) (5) 1 (4) (28) 6 (22) Other comprehensive income (loss) $ (2) $ (1) (3) $ 10 $ 1 11 $ 180 $ 9 189 Total comprehensive income (loss)$ 754 $ 1,013 $ 1,817 Total comprehensive income (loss) attributable to noncontrolling interests — (4) 1 Total comprehensive income (loss) attributable to Campbell Soup Company$ 754 $ 1,017 $ 1,816 See accompanying Notes to Consolidated Financial Statements.37 CAMPBELL SOUP COMPANYConsolidated Statements of Earnings(millions, except per share amounts) 20222021202052 weeks52 weeks53 weeksNet sales$ 8,562 $ 8,476 $ 8,691 Costs and expensesCost of products sold 5,935 5,665 5,692 Marketing and selling expenses 734 817 947 Administrative expenses 617 598 622 Research and development expenses 87 84 93 Other expenses / (income) 21 (254) 221 Restructuring charges 5 21 9 Total costs and expenses 7,399 6,931 7,584 Earnings before interest and taxes 1,163 1,545 1,107 Interest expense 189 210 345 Interest income 1 1 4 Earnings before taxes 975 1,336 766 Taxes on earnings 218 328 174 Earnings from continuing operations 757 1,008 592 Earnings (loss) from discontinued operations — (6) 1,036 Net earnings 757 1,002 1,628 Less: Net earnings (loss) attributable to noncontrolling interests — — — Net earnings attributable to Campbell Soup Company$ 757 $ 1,002 $ 1,628 Per Share — BasicEarnings from continuing operations attributable to Campbell Soup Company$ 2.51 $ 3.33 $ 1.96 Earnings (loss) from discontinued operations — (.02) 3.43 Net earnings attributable to Campbell Soup Company$ 2.51 $ 3.31 $ 5.39 Weighted average shares outstanding — basic 301 303 302 Per Share — Assuming DilutionEarnings from continuing operations attributable to Campbell Soup Company$ 2.51 $ 3.30 $ 1.95 Earnings (loss) from discontinued operations — (.02) 3.41 Net earnings attributable to Campbell Soup Company(1)$ 2.51 $ 3.29 $ 5.36 Weighted average shares outstanding — assuming dilution 302 305 304 (1) Sum of the individual amounts may not add due to rounding.See accompanying Notes to Consolidated Financial Statements.36 CAMPBELL SOUP COMPANYConsolidated Statements of Comprehensive Income(millions)20222021202052 weeks52 weeks53 weeksPre-tax amountTax benefit (expense)After-tax amountPre-tax amountTax benefit (expense)After-tax amountPre-tax amountTax benefit (expense)After-tax amountNet earnings$ 757 $ 1,002 $ 1,628 Other comprehensive income (loss):Foreign currency translation:Foreign currency translation adjustments$ (6) $ — (6) $ 12 $ — 12 $ (1) $ — (1) Reclassification of currency translation adjustments realized upon disposal of business — — — — — — 206 4 210 Cash-flow hedges:Unrealized gains (losses) arising during period 17 (3) 14 (5) 1 (4) 3 (1) 2 Reclassification adjustment for losses (gains) included in net earnings (12) 2 (10) 8 (1) 7 — — — Pension and other postretirement benefits:Reclassification of prior service credit included in net earnings (1) — (1) (5) 1 (4) (28) 6 (22) Other comprehensive income (loss) $ (2) $ (1) (3) $ 10 $ 1 11 $ 180 $ 9 189 Total comprehensive income (loss)$ 754 $ 1,013 $ 1,817 Total comprehensive income (loss) attributable to noncontrolling interests — (4) 1 Total comprehensive income (loss) attributable to Campbell Soup Company$ 754 $ 1,017 $ 1,816 See accompanying Notes to Consolidated Financial Statements.37 CAMPBELL SOUP COMPANYConsolidated Balance Sheets(millions, except per share amounts)July 31,2022August 1,2021Current assetsCash and cash equivalents$ 109 $ 69 Accounts receivable, net 541 595 Inventories 1,246 933 Other current assets 67 98 Total current assets 1,963 1,695 Plant assets, net of depreciation 2,343 2,370 Goodwill 3,979 3,981 Other intangible assets, net of amortization 3,198 3,239 Other assets 409 449 Total assets$ 11,892 $ 11,734 Current liabilitiesShort-term borrowings$ 814 $ 48 Payable to suppliers and others 1,334 1,070 Accrued liabilities 621 576 Dividends payable 114 115 Accrued income taxes 3 5 Total current liabilities 2,886 1,814 Long-term debt 3,996 5,010 Deferred taxes 1,074 1,051 Other liabilities 603 705 Total liabilities 8,559 8,580 Commitments and contingenciesCampbell Soup Company shareholders' equityPreferred stock; authorized 40 shares; none issued — — Capital stock, $.0375 par value; authorized 560 shares; issued 323 shares 12 12 Additional paid-in capital 415 414 Earnings retained in the business 4,040 3,742 Capital stock in treasury, at cost (1,138) (1,021) Accumulated other comprehensive income (loss) 2 5 Total Campbell Soup Company shareholders' equity 3,331 3,152 Noncontrolling interests 2 2 Total equity 3,333 3,154 Total liabilities and equity$ 11,892 $ 11,734 See accompanying Notes to Consolidated Financial Statements.38 CAMPBELL SOUP COMPANYConsolidated Statements of Cash Flows(millions) 20222021202052 weeks52 weeks53 weeksCash flows from operating activities:Net earnings$ 757 $ 1,002 $ 1,628 Adjustments to reconcile net earnings to operating cash flowRestructuring charges 5 21 9 Stock-based compensation 59 64 61 Pension and postretirement benefit expense (income) (7) (267) 93 Depreciation and amortization 337 317 328 Deferred income taxes 21 137 (6) Net loss (gain) on sales of businesses — 11 (975) Loss on extinguishment of debt 4 — 75 Investment losses — — 49 Other 88 86 101 Changes in working capital, net of divestituresAccounts receivable 48 (20) (30) Inventories (314) (77) (20) Other current assets 25 (28) (3) Accounts payable and accrued liabilities 200 (164) 145 Other (42) (47) (59) Net cash provided by operating activities 1,181 1,035 1,396 Cash flows from investing activities:Purchases of plant assets (242) (275) (299) Purchases of route businesses (1) (2) (11) Sales of route businesses 2 10 11 Sales of businesses, net of cash divested — 101 2,537 Proceeds from sale of investment — — 30 Other 11 8 4 Net cash provided by (used in) investing activities (230) (158) 2,272 Cash flows from financing activities:Short-term borrowings, including commercial paper and revolving line of credit 1,173 320 5,617 Short-term repayments, including commercial paper and revolving line of credit (997) (580) (6,909) Long-term borrowings — — 1,000 Long-term repayments — (921) (499) Dividends paid (451) (439) (426) Treasury stock purchases (167) (36) — Treasury stock issuances 3 2 23 Payments related to tax withholding for stock-based compensation (18) (15) (12) Payments related to extinguishment of debt (453) — (1,769) Payments of debt issuance costs — — (12) Net cash used in financing activities (910) (1,669) (2,987) Effect of exchange rate changes on cash (1) 2 (1) Net change in cash and cash equivalents 40 (790) 680 Cash and cash equivalents — beginning of period (including discontinued operations) 69 859 179 Less cash and cash equivalents discontinued operations - end of period — — — Cash and cash equivalents — end of period$ 109 $ 69 $ 859 See accompanying Notes to Consolidated Financial Statements.39 CAMPBELL SOUP COMPANYConsolidated Balance Sheets(millions, except per share amounts)July 31,2022August 1,2021Current assetsCash and cash equivalents$ 109 $ 69 Accounts receivable, net 541 595 Inventories 1,246 933 Other current assets 67 98 Total current assets 1,963 1,695 Plant assets, net of depreciation 2,343 2,370 Goodwill 3,979 3,981 Other intangible assets, net of amortization 3,198 3,239 Other assets 409 449 Total assets$ 11,892 $ 11,734 Current liabilitiesShort-term borrowings$ 814 $ 48 Payable to suppliers and others 1,334 1,070 Accrued liabilities 621 576 Dividends payable 114 115 Accrued income taxes 3 5 Total current liabilities 2,886 1,814 Long-term debt 3,996 5,010 Deferred taxes 1,074 1,051 Other liabilities 603 705 Total liabilities 8,559 8,580 Commitments and contingenciesCampbell Soup Company shareholders' equityPreferred stock; authorized 40 shares; none issued — — Capital stock, $.0375 par value; authorized 560 shares; issued 323 shares 12 12 Additional paid-in capital 415 414 Earnings retained in the business 4,040 3,742 Capital stock in treasury, at cost (1,138) (1,021) Accumulated other comprehensive income (loss) 2 5 Total Campbell Soup Company shareholders' equity 3,331 3,152 Noncontrolling interests 2 2 Total equity 3,333 3,154 Total liabilities and equity$ 11,892 $ 11,734 See accompanying Notes to Consolidated Financial Statements.38 CAMPBELL SOUP COMPANYConsolidated Statements of Cash Flows(millions) 20222021202052 weeks52 weeks53 weeksCash flows from operating activities:Net earnings$ 757 $ 1,002 $ 1,628 Adjustments to reconcile net earnings to operating cash flowRestructuring charges 5 21 9 Stock-based compensation 59 64 61 Pension and postretirement benefit expense (income) (7) (267) 93 Depreciation and amortization 337 317 328 Deferred income taxes 21 137 (6) Net loss (gain) on sales of businesses — 11 (975) Loss on extinguishment of debt 4 — 75 Investment losses — — 49 Other 88 86 101 Changes in working capital, net of divestituresAccounts receivable 48 (20) (30) Inventories (314) (77) (20) Other current assets 25 (28) (3) Accounts payable and accrued liabilities 200 (164) 145 Other (42) (47) (59) Net cash provided by operating activities 1,181 1,035 1,396 Cash flows from investing activities:Purchases of plant assets (242) (275) (299) Purchases of route businesses (1) (2) (11) Sales of route businesses 2 10 11 Sales of businesses, net of cash divested — 101 2,537 Proceeds from sale of investment — — 30 Other 11 8 4 Net cash provided by (used in) investing activities (230) (158) 2,272 Cash flows from financing activities:Short-term borrowings, including commercial paper and revolving line of credit 1,173 320 5,617 Short-term repayments, including commercial paper and revolving line of credit (997) (580) (6,909) Long-term borrowings — — 1,000 Long-term repayments — (921) (499) Dividends paid (451) (439) (426) Treasury stock purchases (167) (36) — Treasury stock issuances 3 2 23 Payments related to tax withholding for stock-based compensation (18) (15) (12) Payments related to extinguishment of debt (453) — (1,769) Payments of debt issuance costs — — (12) Net cash used in financing activities (910) (1,669) (2,987) Effect of exchange rate changes on cash (1) 2 (1) Net change in cash and cash equivalents 40 (790) 680 Cash and cash equivalents — beginning of period (including discontinued operations) 69 859 179 Less cash and cash equivalents discontinued operations - end of period — — — Cash and cash equivalents — end of period$ 109 $ 69 $ 859 See accompanying Notes to Consolidated Financial Statements.39 CAMPBELL SOUP COMPANYConsolidated Statements of Equity(millions, except per share amounts) Campbell Soup Company Shareholders’ Equity Capital StockAdditional Paid-inCapitalEarnings Retained in theBusinessAccumulated Other ComprehensiveIncome (Loss)NoncontrollingInterests IssuedIn TreasuryTotalEquity SharesAmountSharesAmountBalance at July 28, 2019 323 $ 12 (22) $ (1,076) $ 372 $ 1,993 $ (198) $ 9 $ 1,112 Net earnings (loss) 1,628 — 1,628 Divestiture (4) (4) Other comprehensive income (loss) 188 1 189 Dividends ($1.40 per share) (428) (428) Treasury stock purchased — — — Treasury stock issued under management incentive and stock option plans 1 53 22 (3) 72 Balance at August 2, 2020 323 12 (21) (1,023) 394 3,190 (10) 6 2,569 Net earnings (loss) 1,002 — 1,002 Other comprehensive income (loss) 15 (4) 11 Dividends ($1.46 per share) (444) (444) Treasury stock purchased (1) (36) (36) Treasury stock issued under management incentive and stock option plans 1 38 20 (6) 52 Balance at August 1, 2021 323 12 (21) (1,021) 414 3,742 5 2 3,154 Net earnings (loss) 757 — 757 Other comprehensive income (loss) (3) — (3) Dividends ($1.48 per share) (451) (451) Treasury stock purchased (4) (167) (167) Treasury stock issued under management incentive and stock option plans 1 50 1 (8) 43 Balance at July 31, 2022 323 $ 12 (24) $ (1,138) $ 415 $ 4,040 $ 2 $ 2 $ 3,333 See accompanying Notes to Consolidated Financial Statements.40 Notes to Consolidated Financial Statements1.Summary of Significant Accounting PoliciesIn this Report, unless otherwise stated, the terms "we," "us," "our" and the "company" refer to Campbell Soup Company and its consolidated subsidiaries. We are a manufacturer and marketer of high-quality, branded food and beverage products.Basis of Presentation — The consolidated financial statements include our accounts and entities in which we maintain a controlling financial interest and a variable interest entity (VIE) for which we were the primary beneficiary. Intercompany transactions are eliminated in consolidation. Our fiscal year ends on the Sunday nearest July 31. There were 52 weeks in 2022 and 2021, and 53 weeks in 2020.Discontinued Operations — We present discontinued operations when there is a disposal of a component or a group of components that in our judgment represents a strategic shift that will have a major effect on our operations and financial results. We aggregate the results of operations for discontinued operations into a single line item in the Consolidated Statements of Earnings for all periods presented. General corporate overhead is not allocated to discontinued operations. See Note 3 for additional information.Use of Estimates — Generally accepted accounting principles require management to make estimates and assumptions that affect assets, liabilities, revenues and expenses. Actual results could differ from those estimates.Revenue Recognition — Our revenues primarily consist of the sale of food and beverage products through our own sales force and/or third-party brokers and distribution partners. Revenues are recognized when our performance obligation has been satisfied and control of the product passes to our customers, which typically occurs when products are delivered or accepted by customers in accordance with terms of agreements. Shipping and handling costs incurred to deliver the product are recorded within Cost of products sold. Amounts billed and due from our customers are classified as Accounts receivable in the Consolidated Balance Sheets and require payment on a short-term basis. Revenues are recognized net of provisions for returns, discounts and certain sales promotion expenses, such as feature price discounts, in-store display incentives, cooperative advertising programs, new product introduction fees and coupon redemption costs. These forms of variable consideration are recognized upon sale. The recognition of costs for promotion programs involves the use of judgment related to performance and redemption estimates. Estimates are made based on historical experience and other factors, including expected volume. Historically, the difference between actual experience compared to estimated redemptions and performance has not been significant to the quarterly or annual financial statements. Differences between estimates and actual costs are recognized as a change in estimate in a subsequent period. Revenues are presented on a net basis for arrangements under which suppliers perform certain additional services. See Note 6 for additional information on disaggregation of revenue.Cash and Cash Equivalents — All highly liquid debt instruments purchased with a maturity of three months or less are classified as cash equivalents.Inventories — All inventories are valued at the lower of average cost or net realizable value.Property, Plant and Equipment — Property, plant and equipment are recorded at historical cost and are depreciated over estimated useful lives using the straight-line method. Buildings and machinery and equipment are depreciated over periods not exceeding 45 years and 20 years, respectively. Assets are evaluated for impairment when conditions indicate that the carrying value may not be recoverable. Such conditions include significant adverse changes in business climate or a plan of disposal. Repairs and maintenance are charged to expense as incurred.Goodwill and Intangible Assets — Goodwill and intangible assets deemed to have indefinite lives are not amortized but rather are tested at least annually in the fourth quarter for impairment, or more often if events or changes in circumstances indicate that more likely than not the carrying amount of the asset may not be recoverable. Goodwill is tested for impairment at the reporting unit level. A reporting unit represents an operating segment or a component of an operating segment. Goodwill is tested for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation is an assessment of factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. We may elect not to perform the qualitative assessment for some or all reporting units and perform a quantitative impairment test. Fair value is determined based on discounted cash flow analyses. The discounted estimates of future cash flows include significant management assumptions such as revenue growth rates, operating margins, weighted average costs of capital and future economic and market conditions. If the carrying value of the reporting unit exceeds fair value, goodwill is considered impaired. An impairment charge is recognized for the amount by which the carrying value of the reporting unit exceeds fair value, limited to the amount of goodwill in the reporting unit. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Fair value is determined using a relief from royalty valuation method based on discounted cash flow analyses that include 41 CAMPBELL SOUP COMPANYConsolidated Statements of Equity(millions, except per share amounts) Campbell Soup Company Shareholders’ Equity Capital StockAdditional Paid-inCapitalEarnings Retained in theBusinessAccumulated Other ComprehensiveIncome (Loss)NoncontrollingInterests IssuedIn TreasuryTotalEquity SharesAmountSharesAmountBalance at July 28, 2019 323 $ 12 (22) $ (1,076) $ 372 $ 1,993 $ (198) $ 9 $ 1,112 Net earnings (loss) 1,628 — 1,628 Divestiture (4) (4) Other comprehensive income (loss) 188 1 189 Dividends ($1.40 per share) (428) (428) Treasury stock purchased — — — Treasury stock issued under management incentive and stock option plans 1 53 22 (3) 72 Balance at August 2, 2020 323 12 (21) (1,023) 394 3,190 (10) 6 2,569 Net earnings (loss) 1,002 — 1,002 Other comprehensive income (loss) 15 (4) 11 Dividends ($1.46 per share) (444) (444) Treasury stock purchased (1) (36) (36) Treasury stock issued under management incentive and stock option plans 1 38 20 (6) 52 Balance at August 1, 2021 323 12 (21) (1,021) 414 3,742 5 2 3,154 Net earnings (loss) 757 — 757 Other comprehensive income (loss) (3) — (3) Dividends ($1.48 per share) (451) (451) Treasury stock purchased (4) (167) (167) Treasury stock issued under management incentive and stock option plans 1 50 1 (8) 43 Balance at July 31, 2022 323 $ 12 (24) $ (1,138) $ 415 $ 4,040 $ 2 $ 2 $ 3,333 See accompanying Notes to Consolidated Financial Statements.40 Notes to Consolidated Financial Statements1.Summary of Significant Accounting PoliciesIn this Report, unless otherwise stated, the terms "we," "us," "our" and the "company" refer to Campbell Soup Company and its consolidated subsidiaries. We are a manufacturer and marketer of high-quality, branded food and beverage products.Basis of Presentation — The consolidated financial statements include our accounts and entities in which we maintain a controlling financial interest and a variable interest entity (VIE) for which we were the primary beneficiary. Intercompany transactions are eliminated in consolidation. Our fiscal year ends on the Sunday nearest July 31. There were 52 weeks in 2022 and 2021, and 53 weeks in 2020.Discontinued Operations — We present discontinued operations when there is a disposal of a component or a group of components that in our judgment represents a strategic shift that will have a major effect on our operations and financial results. We aggregate the results of operations for discontinued operations into a single line item in the Consolidated Statements of Earnings for all periods presented. General corporate overhead is not allocated to discontinued operations. See Note 3 for additional information.Use of Estimates — Generally accepted accounting principles require management to make estimates and assumptions that affect assets, liabilities, revenues and expenses. Actual results could differ from those estimates.Revenue Recognition — Our revenues primarily consist of the sale of food and beverage products through our own sales force and/or third-party brokers and distribution partners. Revenues are recognized when our performance obligation has been satisfied and control of the product passes to our customers, which typically occurs when products are delivered or accepted by customers in accordance with terms of agreements. Shipping and handling costs incurred to deliver the product are recorded within Cost of products sold. Amounts billed and due from our customers are classified as Accounts receivable in the Consolidated Balance Sheets and require payment on a short-term basis. Revenues are recognized net of provisions for returns, discounts and certain sales promotion expenses, such as feature price discounts, in-store display incentives, cooperative advertising programs, new product introduction fees and coupon redemption costs. These forms of variable consideration are recognized upon sale. The recognition of costs for promotion programs involves the use of judgment related to performance and redemption estimates. Estimates are made based on historical experience and other factors, including expected volume. Historically, the difference between actual experience compared to estimated redemptions and performance has not been significant to the quarterly or annual financial statements. Differences between estimates and actual costs are recognized as a change in estimate in a subsequent period. Revenues are presented on a net basis for arrangements under which suppliers perform certain additional services. See Note 6 for additional information on disaggregation of revenue.Cash and Cash Equivalents — All highly liquid debt instruments purchased with a maturity of three months or less are classified as cash equivalents.Inventories — All inventories are valued at the lower of average cost or net realizable value.Property, Plant and Equipment — Property, plant and equipment are recorded at historical cost and are depreciated over estimated useful lives using the straight-line method. Buildings and machinery and equipment are depreciated over periods not exceeding 45 years and 20 years, respectively. Assets are evaluated for impairment when conditions indicate that the carrying value may not be recoverable. Such conditions include significant adverse changes in business climate or a plan of disposal. Repairs and maintenance are charged to expense as incurred.Goodwill and Intangible Assets — Goodwill and intangible assets deemed to have indefinite lives are not amortized but rather are tested at least annually in the fourth quarter for impairment, or more often if events or changes in circumstances indicate that more likely than not the carrying amount of the asset may not be recoverable. Goodwill is tested for impairment at the reporting unit level. A reporting unit represents an operating segment or a component of an operating segment. Goodwill is tested for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation is an assessment of factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. We may elect not to perform the qualitative assessment for some or all reporting units and perform a quantitative impairment test. Fair value is determined based on discounted cash flow analyses. The discounted estimates of future cash flows include significant management assumptions such as revenue growth rates, operating margins, weighted average costs of capital and future economic and market conditions. If the carrying value of the reporting unit exceeds fair value, goodwill is considered impaired. An impairment charge is recognized for the amount by which the carrying value of the reporting unit exceeds fair value, limited to the amount of goodwill in the reporting unit. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Fair value is determined using a relief from royalty valuation method based on discounted cash flow analyses that include 41 significant management assumptions such as revenue growth rates, weighted average costs of capital and assumed royalty rates.
significant management assumptions such as revenue growth rates, weighted average costs of capital and assumed royalty rates.
If the carrying value exceeds fair value, an impairment charge will be recorded to reduce the asset to fair value.
If the carrying value exceeds fair value, an impairment charge will be recorded to reduce the asset to fair value.
See Note 5 for more information.
See Note 5 for more information.
Leases — We determine if an agreement is or contains a lease at inception by evaluating if an identified asset exists that we
Leases — We determine if an agreement is or contains a lease at inception by evaluating if an identified asset exists that we
control for a period of time. When a lease exists, we record a right-of-use (ROU) asset and a corresponding lease liability on
control for a period of time. When a lease exists, we record a right-of-use (ROU) asset and a corresponding lease liability on
our Consolidated Balance Sheet. ROU assets represent our right to use an underlying asset for the lease term and the
our Consolidated Balance Sheet. ROU assets represent our right to use an underlying asset for the lease term and the
corresponding liabilities represent an obligation to make lease payments during the term. We have elected not to record leases
corresponding liabilities represent an obligation to make lease payments during the term. We have elected not to record leases
with a term of 12 months or less on our Consolidated Balance Sheet.
with a term of 12 months or less on our Consolidated Balance Sheet.
ROU assets are recorded on our Consolidated Balance Sheet at lease commencement based on the present value of the
ROU assets are recorded on our Consolidated Balance Sheet at lease commencement based on the present value of the
corresponding liabilities and are adjusted for any prepayments, lease incentives received, or initial direct costs incurred. To
corresponding liabilities and are adjusted for any prepayments, lease incentives received, or initial direct costs incurred. To
calculate the present value of our lease liabilities, we use a country-specific collateralized incremental borrowing rate based on
calculate the present value of our lease liabilities, we use a country-specific collateralized incremental borrowing rate based on
the lease term at commencement. The measurement of our ROU assets and liabilities includes all fixed payments and any
the lease term at commencement. The measurement of our ROU assets and liabilities includes all fixed payments and any
variable payments based on an index or rate.
variable payments based on an index or rate.
Our leases generally include options to extend or terminate use of the underlying assets. These options are included in the
Our leases generally include options to extend or terminate use of the underlying assets. These options are included in the
lease term used to determine ROU assets and corresponding liabilities when we are reasonably certain we will exercise.
lease term used to determine ROU assets and corresponding liabilities when we are reasonably certain we will exercise.
Our lease arrangements typically include non-lease components, such as common area maintenance and labor. We account
Our lease arrangements typically include non-lease components, such as common area maintenance and labor. We account
for each lease and any non-lease components associated with that lease as a single lease component for all underlying asset
for each lease and any non-lease components associated with that lease as a single lease component for all underlying asset
classes with the exception of certain production assets. Accordingly, all costs associated with a lease contract are disclosed as
classes with the exception of certain production assets. Accordingly, all costs associated with a lease contract are disclosed as
lease costs. This includes any variable payments that are not dependent on an index or a rate and which are expensed as
lease costs. This includes any variable payments that are not dependent on an index or a rate and which are expensed as
incurred.
incurred.
Operating leases expense is recognized on a straight-line basis over the lease term with the expense recorded in Cost of
Operating leases expense is recognized on a straight-line basis over the lease term with the expense recorded in Cost of
products sold, Marketing and selling expenses, or Administrative expenses depending on the nature of the leased item.
products sold, Marketing and selling expenses, or Administrative expenses depending on the nature of the leased item.
For finance leases, the amortization of ROU lease assets is recognized on a straight-line basis over the shorter of the
For finance leases, the amortization of ROU lease assets is recognized on a straight-line basis over the shorter of the
estimated useful life of the underlying asset or the lease term in Cost of products sold, Marketing and selling expenses, or
estimated useful life of the underlying asset or the lease term in Cost of products sold, Marketing and selling expenses, or
Administrative expenses depending on the nature of the leased item. Interest expense on finance lease obligations is recorded
Administrative expenses depending on the nature of the leased item. Interest expense on finance lease obligations is recorded
using the effective interest method over the lease term and is recorded in Interest expense.
using the effective interest method over the lease term and is recorded in Interest expense.
All operating lease cash payments and interest on finance leases are recorded within Net cash provided by operating
All operating lease cash payments and interest on finance leases are recorded within Net cash provided by operating
activities and all finance lease principal payments are recorded within Net cash used in financing activities in our Consolidated
activities and all finance lease principal payments are recorded within Net cash used in financing activities in our Consolidated
Statements of Cash Flows.
Statements of Cash Flows.
See Note 10 for more information.
See Note 10 for more information.
Derivative Financial Instruments — We use derivative financial instruments primarily for purposes of hedging exposures
Derivative Financial Instruments — We use derivative financial instruments primarily for purposes of hedging exposures
to fluctuations in foreign currency exchange rates, interest rates, commodities and equity-linked employee benefit obligations.
to fluctuations in foreign currency exchange rates, interest rates, commodities and equity-linked employee benefit obligations.
We enter into these derivative contracts for periods consistent with the related underlying exposures, and the contracts do not
We enter into these derivative contracts for periods consistent with the related underlying exposures, and the contracts do not
constitute positions independent of those exposures. We do not enter into derivative contracts for speculative purposes and do
constitute positions independent of those exposures. We do not enter into derivative contracts for speculative purposes and do
not use leveraged instruments. Our derivative programs include strategies that qualify and strategies that do not qualify for
not use leveraged instruments. Our derivative programs include strategies that qualify and strategies that do not qualify for
hedge accounting treatment. To qualify for hedge accounting, the hedging relationship, both at inception of the hedge and on an
hedge accounting treatment. To qualify for hedge accounting, the hedging relationship, both at inception of the hedge and on an
ongoing basis, is expected to be highly effective in achieving offsetting changes in the fair value of the hedged risk during the
ongoing basis, is expected to be highly effective in achieving offsetting changes in the fair value of the hedged risk during the
period that the hedge is designated.
period that the hedge is designated.
All derivatives are recognized on the balance sheet at fair value. For derivatives that qualify for hedge accounting, we
All derivatives are recognized on the balance sheet at fair value. For derivatives that qualify for hedge accounting, we
designate the derivative as a hedge of the fair value of a recognized asset or liability or a firm commitment (fair-value hedge) or
designate the derivative as a hedge of the fair value of a recognized asset or liability or a firm commitment (fair-value hedge) or
a hedge of a forecasted transaction or of the variability of cash flows to be received or paid related to a recognized asset or
a hedge of a forecasted transaction or of the variability of cash flows to be received or paid related to a recognized asset or
liability (cash-flow hedge). Some derivatives may also be considered natural hedging instruments (changes in fair value act as
liability (cash-flow hedge). Some derivatives may also be considered natural hedging instruments (changes in fair value act as
economic offsets to changes in fair value of the underlying hedged item) and are not designated for hedge accounting.
economic offsets to changes in fair value of the underlying hedged item) and are not designated for hedge accounting.
Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of a fair-value
Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of a fair-value
hedge, along with the gain or loss on the underlying hedged asset or liability (including losses or gains on firm commitments),
hedge, along with the gain or loss on the underlying hedged asset or liability (including losses or gains on firm commitments),
are recorded in current-period earnings. Changes in the fair value on the portion of the derivative included in the assessment of
are recorded in current-period earnings. Changes in the fair value on the portion of the derivative included in the assessment of
hedge effectiveness of cash-flow hedges are recorded in other comprehensive income (loss), until earnings are affected by the
hedge effectiveness of cash-flow hedges are recorded in other comprehensive income (loss), until earnings are affected by the
variability of cash flows. For derivatives that are designated and qualify as hedging instruments, the initial fair value of hedge
variability of cash flows. For derivatives that are designated and qualify as hedging instruments, the initial fair value of hedge
components excluded from the assessment of effectiveness is recognized in earnings under a systematic and rational method
components excluded from the assessment of effectiveness is recognized in earnings under a systematic and rational method
over the life of the hedging instrument and is presented in the same statement of earnings line item as the earnings effect of the
over the life of the hedging instrument and is presented in the same statement of earnings line item as the earnings effect of the
hedged item. Any difference between the change in the fair value of the hedge components excluded from the assessment of
hedged item. Any difference between the change in the fair value of the hedge components excluded from the assessment of
effectiveness and the amounts recognized in earnings is recorded as a component of other comprehensive income (loss).
effectiveness and the amounts recognized in earnings is recorded as a component of other comprehensive income (loss).
Changes in the fair value of derivatives that are not designated for hedge accounting are recognized in current-period earnings.
Changes in the fair value of derivatives that are not designated for hedge accounting are recognized in current-period earnings.
Cash flows from derivative contracts are included in Net cash provided by operating activities.
Cash flows from derivative contracts are included in Net cash provided by operating activities.
Advertising Production Costs — Advertising production costs are expensed in the period that the advertisement first takes
Advertising Production Costs — Advertising production costs are expensed in the period that the advertisement first takes
place or when a decision is made not to use an advertisement.
place or when a decision is made not to use an advertisement.
Research and Development Costs — The costs of research and development are expensed as incurred. Costs include
Research and Development Costs — The costs of research and development are expensed as incurred. Costs include
expenditures for new product and manufacturing process innovation, and improvements to existing products and processes.
expenditures for new product and manufacturing process innovation, and improvements to existing products and processes.
Costs primarily consist of salaries, wages, consulting, and depreciation and maintenance of research facilities and equipment.
Costs primarily consist of salaries, wages, consulting, and depreciation and maintenance of research facilities and equipment.
Income Taxes — Deferred tax assets and liabilities are recognized for the future impact of differences between the financial
Income Taxes — Deferred tax assets and liabilities are recognized for the future impact of differences between the financial
statement carrying amounts of assets and liabilities and their respective tax bases, as well as for operating loss and tax credit
statement carrying amounts of assets and liabilities and their respective tax bases, as well as for operating loss and tax credit
carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in
carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in
the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and
the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances
liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances
are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.
are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.
2. Recent Accounting Pronouncements
2. Recent Accounting Pronouncements
Recently Adopted
Recently Adopted
In August 2018, the Financial Accounting Standards Board (FASB) issued guidance that eliminates, adds and modifies
In August 2018, the Financial Accounting Standards Board (FASB) issued guidance that eliminates, adds and modifies
certain disclosure requirements for fair value measurements. The guidance is effective for fiscal years beginning after
certain disclosure requirements for fair value measurements. The guidance is effective for fiscal years beginning after
December 15, 2019, and interim periods within those years. We adopted the guidance in the first quarter of 2021. The adoption
December 15, 2019, and interim periods within those years. We adopted the guidance in the first quarter of 2021. The adoption
did not have a material impact on our consolidated financial statements.
did not have a material impact on our consolidated financial statements.
In August 2018, the FASB issued guidance on accounting for implementation costs incurred in a cloud computing
In August 2018, the FASB issued guidance on accounting for implementation costs incurred in a cloud computing
arrangement that is a service contract. The guidance aligns the requirements for capitalizing implementation costs incurred in a
arrangement that is a service contract. The guidance 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
hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or
obtain internal-use software. The guidance is effective for fiscal years beginning after December 15, 2019. Entities have the
obtain internal-use software. The guidance is effective for fiscal years beginning after December 15, 2019. Entities have the
option to apply the guidance prospectively to all implementation costs incurred after the date of adoption or retrospectively.
option to apply the guidance prospectively to all implementation costs incurred after the date of adoption or retrospectively.
Early adoption is permitted. We adopted the guidance on a prospective basis in the first quarter of 2021. The adoption did not
Early adoption is permitted. We adopted the guidance on a prospective basis in the first quarter of 2021. The adoption did not
have a material impact on our consolidated financial statements.
have a material impact on our consolidated financial statements.
In August 2018, the FASB issued guidance that changes the disclosure requirements related to defined benefit pension and
In August 2018, the FASB issued guidance that changes the disclosure requirements related to defined benefit pension and
postretirement plans. The guidance is effective for fiscal years ending after December 15, 2020. The guidance is to be applied
postretirement plans. The guidance is effective for fiscal years ending after December 15, 2020. The guidance is to be applied
on a retrospective basis. We adopted the guidance in 2021. The adoption did not have a material impact on our consolidated
on a retrospective basis. We adopted the guidance in 2021. The adoption did not have a material impact on our consolidated
financial statements.
financial statements.
In December 2019, the FASB issued guidance on simplifying the accounting for income taxes. The guidance removes
In December 2019, the FASB issued guidance on simplifying the accounting for income taxes. The guidance removes
certain exceptions to the general principles of accounting for income taxes and also improves consistent application of
certain exceptions to the general principles of accounting for income taxes and also improves consistent application of
accounting by clarifying or amending existing guidance. We adopted the guidance in the first quarter of 2022. The adoption did
accounting by clarifying or amending existing guidance. We adopted the guidance in the first quarter of 2022. The adoption did
not have an impact on our consolidated financial statements.
not have an impact on our consolidated financial statements.
Accounting Pronouncements Not Yet Adopted
Accounting Pronouncements Not Yet Adopted
In March 2020, the FASB issued guidance that provides optional expedients and exceptions for a limited period of time for
In March 2020, the FASB issued guidance that provides optional expedients and exceptions for a limited period of time for
accounting for contracts, hedging relationships and other transactions affected by the London Interbank Offered Rate (LIBOR)
accounting for contracts, hedging relationships and other transactions affected by the London Interbank Offered Rate (LIBOR)
or another reference rate expected to be discontinued. Optional expedients can be applied from March 12, 2020, through
or another reference rate expected to be discontinued. Optional expedients can be applied from March 12, 2020, through
December 31, 2022. The adoption is not expected to have a material impact on our consolidated financial statements.
December 31, 2022. The adoption is not expected to have a material impact on our consolidated financial statements.
3. Divestitures
3. Divestitures
Discontinued Operations
Discontinued Operations
We completed the sale of our Kelsen business on September 23, 2019, for $322 million. We also completed the sale of our
We completed the sale of our Kelsen business on September 23, 2019, for $322 million. We also completed the sale of our
Arnott’s business and certain other international operations, including the simple meals and shelf-stable beverages businesses in
Arnott’s business and certain other international operations, including the simple meals and shelf-stable beverages businesses in
Australia and Asia Pacific (the Arnott's and other international operations), on December 23, 2019, for $2.286 billion. The
Australia and Asia Pacific (the Arnott's and other international operations), on December 23, 2019, for $2.286 billion. The
purchase price was subject to certain post-closing adjustments, which resulted in $4 million of additional proceeds in the third
purchase price was subject to certain post-closing adjustments, which resulted in $4 million of additional proceeds in the third
quarter of 2020. Beginning in the fourth quarter of 2019, we have reflected the results of operations of the Kelsen business and
quarter of 2020. Beginning in the fourth quarter of 2019, we have reflected the results of operations of the Kelsen business and
the Arnott’s and other international operations (collectively referred to as Campbell International) as discontinued operations in
the Arnott’s and other international operations (collectively referred to as Campbell International) as discontinued operations in
the Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks
the Consolidated Statements of Earnings for all periods presented. These businesses were historically included in the Snacks
reportable segment.
reportable segment.
42
42
43
43
Results of discontinued operations were as follows:(Millions)2020Net sales$ 359 Earnings before taxes from operations$ 53 Taxes on earnings from operations 17 Gain on sales of businesses / costs associated with selling the businesses 1,039 Tax expense on sales / costs associated with selling the businesses 39 Earnings from discontinued operations$ 1,036 In addition, in the third quarter of 2021, we recognized a $6 million loss due to tax expense from return-to-provision adjustments related to the sale of Campbell International.The sale of the Arnott's and other international operations resulted in a substantial capital gain for tax purposes. We were able to utilize capital losses in 2020, which were offset with valuation allowances as of July 28, 2019, to offset the capital gain.Under the terms of the sale of the Arnott's and other international operations, we entered into a long-term licensing arrangement for the exclusive rights to certain Campbell brands in certain non-U.S. markets. We provided certain transition services to support the divested businesses.The significant operating non-cash items, capital expenditures and sale proceeds of discontinued operations were as follows:(Millions)2020Cash flows from discontinued operating activities:Net gain on sales of discontinued operations businesses$ (1,039) Cash flows from discontinued investing activities:Capital expenditures$ 30 Sales of discontinued operations businesses, net of cash divested 2,466 Other DivestituresOn October 11, 2019, we completed the sale of our European chips business for £63 million, or $77 million. The pre-tax loss recognized in the first quarter of 2020 on the sale was $64 million, which included the impact of allocated goodwill and foreign currency translation adjustments. For tax purposes, we were able to use the capital loss on this sale to offset a portion of the capital gain from the sale of the Arnott's and other international operations. The after-tax loss was $37 million. The European chips business had net sales of $25 million in 2020. Earnings from the business were not material. The results of the European chips business through the date of sale were reflected in continuing operations within the Snacks reportable segment.On May 3, 2021, we completed the sale of our Plum baby food and snacks business for $101 million. The purchase agreement contained customary representations, warranties, indemnifications and other obligations between us and the buyer. In addition, we have agreed to indemnify the buyer for certain claims against the Plum baby food and snacks business alleging the presence of heavy metals in the products manufactured or sold on or prior to May 2, 2021, that were pending at the time of closing of the transaction or are asserted within two years thereafter. We recognized a pre-tax loss of $11 million and an after-tax gain on the sale of $3 million. The business had net sales of $68 million in 2021 and $104 million in 2020. Earnings were not material in the periods. The results of the business through the date of sale were reflected in continuing operations within the Meals & Beverages reportable segment.44 4. Accumulated Other Comprehensive Income (Loss)The components of Accumulated other comprehensive income (loss) consisted of the following:(Millions)Foreign Currency Translation Adjustments(1)Cash-Flow Hedges(2)Pension and Postretirement Benefit Plan Adjustments(3)Total Accumulated Comprehensive Income (Loss)Balance at July 28, 2019$ (218) $ (9) $ 29 $ (198) Other comprehensive income (loss) before reclassifications (2) 2 — — Losses (gains) reclassified from accumulated other comprehensive income (loss)(4) 210 — (22) 188 Net current-period other comprehensive income (loss) 208 2 (22) 188 Balance at August 2, 2020$ (10) $ (7) $ 7 $ (10) Other comprehensive income (loss) before reclassifications 16 (4) — 12 Losses (gains) reclassified from accumulated other comprehensive income (loss) — 7 (4) 3 Net current-period other comprehensive income (loss) 16 3 (4) 15 Balance at August 1, 2021$ 6 $ (4) $ 3 $ 5 Other comprehensive income (loss) before reclassifications (6) 14 — 8 Losses (gains) reclassified from accumulated other comprehensive income (loss) — (10) (1) (11) Net current-period other comprehensive income (loss) (6) 4 (1) (3) Balance at July 31, 2022$ — $ — $ 2 $ 2 _____________________________________(1)Included no tax as of July 31, 2022, August 1, 2021, and August 2, 2020, and a tax expense of $4 million as of July 28, 2019.(2)Included no tax as of July 31, 2022, and a tax benefit of $1 million as of August 1, 2021 and August 2, 2020, and $2 million as of July 28, 2019.(3)Included a tax expense of $1 million as of July 31, 2022 and August 1, 2021, $2 million as of August 2, 2020, and $8 million as of July 28, 2019.(4)Reflects the reclassification from sale of businesses. See Note 3 for additional information.Amounts related to noncontrolling interests were not material.45 Results of discontinued operations were as follows:(Millions)2020Net sales$ 359 Earnings before taxes from operations$ 53 Taxes on earnings from operations 17 Gain on sales of businesses / costs associated with selling the businesses 1,039 Tax expense on sales / costs associated with selling the businesses 39 Earnings from discontinued operations$ 1,036 In addition, in the third quarter of 2021, we recognized a $6 million loss due to tax expense from return-to-provision adjustments related to the sale of Campbell International.The sale of the Arnott's and other international operations resulted in a substantial capital gain for tax purposes. We were able to utilize capital losses in 2020, which were offset with valuation allowances as of July 28, 2019, to offset the capital gain.Under the terms of the sale of the Arnott's and other international operations, we entered into a long-term licensing arrangement for the exclusive rights to certain Campbell brands in certain non-U.S. markets. We provided certain transition services to support the divested businesses.The significant operating non-cash items, capital expenditures and sale proceeds of discontinued operations were as follows:(Millions)2020Cash flows from discontinued operating activities:Net gain on sales of discontinued operations businesses$ (1,039) Cash flows from discontinued investing activities:Capital expenditures$ 30 Sales of discontinued operations businesses, net of cash divested 2,466 Other DivestituresOn October 11, 2019, we completed the sale of our European chips business for £63 million, or $77 million. The pre-tax loss recognized in the first quarter of 2020 on the sale was $64 million, which included the impact of allocated goodwill and foreign currency translation adjustments. For tax purposes, we were able to use the capital loss on this sale to offset a portion of the capital gain from the sale of the Arnott's and other international operations. The after-tax loss was $37 million. The European chips business had net sales of $25 million in 2020. Earnings from the business were not material. The results of the European chips business through the date of sale were reflected in continuing operations within the Snacks reportable segment.On May 3, 2021, we completed the sale of our Plum baby food and snacks business for $101 million. The purchase agreement contained customary representations, warranties, indemnifications and other obligations between us and the buyer. In addition, we have agreed to indemnify the buyer for certain claims against the Plum baby food and snacks business alleging the presence of heavy metals in the products manufactured or sold on or prior to May 2, 2021, that were pending at the time of closing of the transaction or are asserted within two years thereafter. We recognized a pre-tax loss of $11 million and an after-tax gain on the sale of $3 million. The business had net sales of $68 million in 2021 and $104 million in 2020. Earnings were not material in the periods. The results of the business through the date of sale were reflected in continuing operations within the Meals & Beverages reportable segment.44 4. Accumulated Other Comprehensive Income (Loss)The components of Accumulated other comprehensive income (loss) consisted of the following:(Millions)Foreign Currency Translation Adjustments(1)Cash-Flow Hedges(2)Pension and Postretirement Benefit Plan Adjustments(3)Total Accumulated Comprehensive Income (Loss)Balance at July 28, 2019$ (218) $ (9) $ 29 $ (198) Other comprehensive income (loss) before reclassifications (2) 2 — — Losses (gains) reclassified from accumulated other comprehensive income (loss)(4) 210 — (22) 188 Net current-period other comprehensive income (loss) 208 2 (22) 188 Balance at August 2, 2020$ (10) $ (7) $ 7 $ (10) Other comprehensive income (loss) before reclassifications 16 (4) — 12 Losses (gains) reclassified from accumulated other comprehensive income (loss) — 7 (4) 3 Net current-period other comprehensive income (loss) 16 3 (4) 15 Balance at August 1, 2021$ 6 $ (4) $ 3 $ 5 Other comprehensive income (loss) before reclassifications (6) 14 — 8 Losses (gains) reclassified from accumulated other comprehensive income (loss) — (10) (1) (11) Net current-period other comprehensive income (loss) (6) 4 (1) (3) Balance at July 31, 2022$ — $ — $ 2 $ 2 _____________________________________(1)Included no tax as of July 31, 2022, August 1, 2021, and August 2, 2020, and a tax expense of $4 million as of July 28, 2019.(2)Included no tax as of July 31, 2022, and a tax benefit of $1 million as of August 1, 2021 and August 2, 2020, and $2 million as of July 28, 2019.(3)Included a tax expense of $1 million as of July 31, 2022 and August 1, 2021, $2 million as of August 2, 2020, and $8 million as of July 28, 2019.(4)Reflects the reclassification from sale of businesses. See Note 3 for additional information.Amounts related to noncontrolling interests were not material.45 The amounts reclassified from Accumulated other comprehensive income (loss) consisted of the following:(Millions)202220212020Location of Loss (Gain) Recognized in EarningsForeign currency translation adjustments:Currency translation losses (gains) realized upon disposal of businesses$ — $ — $ 23 Other expenses / (income)Currency translation losses (gains) realized upon disposal of businesses — — 183 Earnings (loss) from discontinued operationsTotal before tax — — 206 Tax expense (benefit) — — 4 Loss (gain), net of tax$ — $ — $ 210 Losses (gains) on cash-flow hedges:Commodity contracts$ (14) $ — $ — Cost of products soldForeign exchange forward contracts 1 6 (2) Cost of products soldForeign exchange forward contracts — 1 — Other expenses / (income)Foreign exchange forward contracts — — 1 Earnings (loss) from discontinued operationsForward starting interest rate swaps 1 1 1 Interest expenseTotal before tax (12) 8 — Tax expense (benefit) 2 (1) — Loss (gain), net of tax$ (10) $ 7 $ — Pension and postretirement benefit adjustments:Prior service credit$ (1) $ (5) $ (28) Other expenses / (income)Tax expense (benefit) — 1 6 Loss (gain), net of tax$ (1) $ (4) $ (22) 46 5. Goodwill and Intangible AssetsGoodwillThe following table shows the changes in the carrying amount of goodwill:(Millions)Meals & BeveragesSnacksTotalNet balance at August 2, 2020$ 975 $ 3,011 $ 3,986 Divestiture(1) (12) — (12) Foreign currency translation adjustment 7 — 7 Net balance at August 1, 2021$ 970 $ 3,011 $ 3,981 Amounts reclassified due to segment change(2) 25 (25) — Foreign currency translation adjustment (2) — (2) Net balance at July 31, 2022$ 993 $ 2,986 $ 3,979 _____________________________________(1)See Note 3 for additional information on the sale of the Plum baby and snack foods business.(2)See Note 6 for additional information.Intangible AssetsThe following table summarizes balance sheet information for intangible assets, excluding goodwill: 20222021(Millions)CostAccumulated AmortizationNetCostAccumulated AmortizationNetAmortizable intangible assetsCustomer relationships$ 830 $ (181) $ 649 $ 830 $ (140) $ 690 Non-amortizable intangible assetsTrademarks 2,549 2,549 Total net intangible assets$ 3,198 $ 3,239 Amortization of intangible assets in Earnings from continuing operations was $41 million for 2022, $42 million for 2021 and $43 million for 2020. As of July 31, 2022, amortizable intangible assets had a weighted-average remaining useful life of 16 years. Amortization expense for the next five years is estimated to be approximately $41 million per year.The carrying values of indefinite-lived trademarks as of July 31, 2022 and August 1, 2021, are detailed below:(Millions)Snyder's of Hanover$ 620 Lance 350 Kettle Brand 318 Pace 292 Pacific Foods 280 Various other Snacks(1) 689 Total$ 2,549 _____________________________________(1)Associated with the acquisition of Snyder's-Lance, Inc. (Snyder's-Lance).As of the 2022 impairment testing, indefinite-lived trademarks with 10% or less of excess coverage of fair value over carrying value had an aggregate carrying value of $434 million and included Pacific Foods and certain other Snacks trademarks.The estimates of future cash flows used in determining the fair value of goodwill and intangible assets involve significant management judgment and are based upon assumptions about expected future operating performance, economic conditions, market conditions and cost of capital. Inherent in estimating the future cash flows are uncertainties beyond our control, such as changes in capital markets. The actual cash flows could differ materially from management’s estimates due to changes in business conditions, operating performance and economic conditions.47 The amounts reclassified from Accumulated other comprehensive income (loss) consisted of the following:(Millions)202220212020Location of Loss (Gain) Recognized in EarningsForeign currency translation adjustments:Currency translation losses (gains) realized upon disposal of businesses$ — $ — $ 23 Other expenses / (income)Currency translation losses (gains) realized upon disposal of businesses — — 183 Earnings (loss) from discontinued operationsTotal before tax — — 206 Tax expense (benefit) — — 4 Loss (gain), net of tax$ — $ — $ 210 Losses (gains) on cash-flow hedges:Commodity contracts$ (14) $ — $ — Cost of products soldForeign exchange forward contracts 1 6 (2) Cost of products soldForeign exchange forward contracts — 1 — Other expenses / (income)Foreign exchange forward contracts — — 1 Earnings (loss) from discontinued operationsForward starting interest rate swaps 1 1 1 Interest expenseTotal before tax (12) 8 — Tax expense (benefit) 2 (1) — Loss (gain), net of tax$ (10) $ 7 $ — Pension and postretirement benefit adjustments:Prior service credit$ (1) $ (5) $ (28) Other expenses / (income)Tax expense (benefit) — 1 6 Loss (gain), net of tax$ (1) $ (4) $ (22) 46 5. Goodwill and Intangible AssetsGoodwillThe following table shows the changes in the carrying amount of goodwill:(Millions)Meals & BeveragesSnacksTotalNet balance at August 2, 2020$ 975 $ 3,011 $ 3,986 Divestiture(1) (12) — (12) Foreign currency translation adjustment 7 — 7 Net balance at August 1, 2021$ 970 $ 3,011 $ 3,981 Amounts reclassified due to segment change(2) 25 (25) — Foreign currency translation adjustment (2) — (2) Net balance at July 31, 2022$ 993 $ 2,986 $ 3,979 _____________________________________(1)See Note 3 for additional information on the sale of the Plum baby and snack foods business.(2)See Note 6 for additional information.Intangible AssetsThe following table summarizes balance sheet information for intangible assets, excluding goodwill: 20222021(Millions)CostAccumulated AmortizationNetCostAccumulated AmortizationNetAmortizable intangible assetsCustomer relationships$ 830 $ (181) $ 649 $ 830 $ (140) $ 690 Non-amortizable intangible assetsTrademarks 2,549 2,549 Total net intangible assets$ 3,198 $ 3,239 Amortization of intangible assets in Earnings from continuing operations was $41 million for 2022, $42 million for 2021 and $43 million for 2020. As of July 31, 2022, amortizable intangible assets had a weighted-average remaining useful life of 16 years. Amortization expense for the next five years is estimated to be approximately $41 million per year.The carrying values of indefinite-lived trademarks as of July 31, 2022 and August 1, 2021, are detailed below:(Millions)Snyder's of Hanover$ 620 Lance 350 Kettle Brand 318 Pace 292 Pacific Foods 280 Various other Snacks(1) 689 Total$ 2,549 _____________________________________(1)Associated with the acquisition of Snyder's-Lance, Inc. (Snyder's-Lance).As of the 2022 impairment testing, indefinite-lived trademarks with 10% or less of excess coverage of fair value over carrying value had an aggregate carrying value of $434 million and included Pacific Foods and certain other Snacks trademarks.The estimates of future cash flows used in determining the fair value of goodwill and intangible assets involve significant management judgment and are based upon assumptions about expected future operating performance, economic conditions, market conditions and cost of capital. Inherent in estimating the future cash flows are uncertainties beyond our control, such as changes in capital markets. The actual cash flows could differ materially from management’s estimates due to changes in business conditions, operating performance and economic conditions.47 6. Segment InformationOur reportable segments are as follows:•Meals & Beverages, which consists of our soup, simple meals and beverages products in retail and foodservice in the U.S. and Canada. The segment includes the following products: Campbell’s condensed and ready-to-serve soups; Swanson broth and stocks; Pacific Foods broth, soups and non-dairy beverages; Prego pasta sauces; Pace Mexican sauces; Campbell’s gravies, pasta, beans and dinner sauces; Swanson canned poultry; V8 juices and beverages; and Campbell’s tomato juice. The segment also includes snacking products in foodservice and Canada. The segment included the results of our Plum baby food and snacks business, which was sold on May 3, 2021; and•Snacks, which consists of Pepperidge Farm cookies*, crackers, fresh bakery and frozen products, including Goldfish crackers*, Snyder’s of Hanover pretzels*, Lance sandwich crackers*, Cape Cod potato chips*, Kettle Brand potato chips*, Late July snacks*, Snack Factory pretzel crisps*, Pop Secret popcorn, Emerald nuts, and other snacking products in retail in the U.S. Beginning in 2022, we refer to the * brands as our "power brands." The segment includes the retail business in Latin America. The segment also included the results of our European chips business, which was sold on October 11, 2019. Beginning in 2022, the foodservice and Canadian business formerly included in our Snacks segment is now managed as part of the Meals & Beverages segment. Segment results have been adjusted retrospectively to reflect this change.We evaluate segment performance before interest, taxes and costs associated with restructuring activities and impairment charges. Unrealized gains and losses on outstanding undesignated commodity hedging activities are excluded from segment operating earnings and are recorded in Corporate as these open positions represent hedges of future purchases. Upon closing of the contracts, the realized gain or loss is transferred to segment operating earnings, which allows the segments to reflect the economic effects of the hedge without exposure to quarterly volatility of unrealized gains and losses. Only the service cost component of pension and postretirement expense is allocated to segments. All other components of expense, including interest cost, expected return on assets, amortization of prior service credits and recognized actuarial gains and losses are reflected in Corporate and not included in segment operating results. Asset information by segment is not discretely maintained for internal reporting or used in evaluating performance. Our largest customer, Wal-Mart Stores, Inc. and its affiliates, accounted for approximately 22% of consolidated net sales from continuing operations in 2022, and 21% in 2021 and 2020. Both of our reportable segments sold products to Wal-Mart Stores, Inc. or its affiliates. (Millions)202220212020Net salesMeals & Beverages$ 4,607 $ 4,621 $ 4,747 Snacks 3,955 3,855 3,944 Total$ 8,562 $ 8,476 $ 8,691 (Millions)202220212020Earnings before interest and taxesMeals & Beverages$ 874 $ 922 $ 1,009 Snacks 517 514 525 Corporate income (expense)(1) (223) 130 (418) Restructuring charges(2) (5) (21) (9) Total$ 1,163 $ 1,545 $ 1,107 (Millions)202220212020Depreciation and amortizationMeals & Beverages$ 131 $ 128 $ 134 Snacks 185 169 175 Corporate(3) 21 20 19 Total$ 337 $ 317 $ 328 48 (Millions)202220212020Capital expendituresMeals & Beverages$ 76 $ 61 $ 52 Snacks 120 153 153 Corporate(3) 46 61 64 Discontinued operations — — 30 Total$ 242 $ 275 $ 299 _______________________________________(1)Represents unallocated items. Pension and postretirement actuarial gains and losses are included in Corporate. There were actuarial losses of $44 million in 2022, gains of $203 million in 2021, and losses of $164 million in 2020, respectively. Costs related to the cost savings initiatives were $26 million, $32 million and $60 million in 2022, 2021 and 2020, respectively. Unrealized mark-to-market adjustments on outstanding undesignated commodity hedges were losses of $59 million in 2022, gains of $50 million in 2021, and gains of $2 million in 2020, respectively. A loss of $11 million on the sale of the Plum baby food and snacks business was included in 2021. A loss of $64 million on the sale of our European chips business was included in 2020. A loss of $45 million on Acre Venture Partners, L.P. (Acre) was included in 2020. See Note 14 for additional information on Acre. (2)See Note 7 for additional information.(3)Represents primarily corporate offices and enterprise-wide information technology systems.Our net sales based on product categories are as follows:(Millions)202220212020Net salesSoup$ 2,615 $ 2,568 $ 2,653 Snacks 4,103 3,989 4,099 Other simple meals 1,091 1,134 1,184 Beverages 753 785 755 Total$ 8,562 $ 8,476 $ 8,691 Soup includes various soup, broths and stock products. Snacks include cookies, pretzels, crackers, popcorn, nuts, potato chips, tortilla chips and other salty snacks and baked products. Other simple meals include sauces, gravies, pasta, beans, canned poultry and Plum products through May 3, 2021, when the business was sold. Beverages include V8 juices and beverages, Campbell's tomato juice and Pacific Foods non-dairy beverages.We are a North American focused company with over 90% of our net sales and long-lived assets related to our U.S. operations.7. Restructuring Charges and Cost Savings InitiativesMulti-year Cost Savings Initiatives and Snyder's-Lance Cost Transformation Program and IntegrationBeginning in fiscal 2015, we implemented initiatives to reduce costs and to streamline our organizational structure.Over the years, we expanded these initiatives by continuing to optimize our supply chain and manufacturing networks, including closing our manufacturing facility in Toronto, Ontario, as well as our information technology infrastructure.On March 26, 2018, we completed the acquisition of Snyder's-Lance. Prior to the acquisition, Snyder's-Lance launched a cost transformation program following a comprehensive review of its operations with the goal of significantly improving its financial performance. We continued to implement this program and identified opportunities for additional cost synergies as we integrated Snyder's-Lance.49 6. Segment InformationOur reportable segments are as follows:•Meals & Beverages, which consists of our soup, simple meals and beverages products in retail and foodservice in the U.S. and Canada. The segment includes the following products: Campbell’s condensed and ready-to-serve soups; Swanson broth and stocks; Pacific Foods broth, soups and non-dairy beverages; Prego pasta sauces; Pace Mexican sauces; Campbell’s gravies, pasta, beans and dinner sauces; Swanson canned poultry; V8 juices and beverages; and Campbell’s tomato juice. The segment also includes snacking products in foodservice and Canada. The segment included the results of our Plum baby food and snacks business, which was sold on May 3, 2021; and•Snacks, which consists of Pepperidge Farm cookies*, crackers, fresh bakery and frozen products, including Goldfish crackers*, Snyder’s of Hanover pretzels*, Lance sandwich crackers*, Cape Cod potato chips*, Kettle Brand potato chips*, Late July snacks*, Snack Factory pretzel crisps*, Pop Secret popcorn, Emerald nuts, and other snacking products in retail in the U.S. Beginning in 2022, we refer to the * brands as our "power brands." The segment includes the retail business in Latin America. The segment also included the results of our European chips business, which was sold on October 11, 2019. Beginning in 2022, the foodservice and Canadian business formerly included in our Snacks segment is now managed as part of the Meals & Beverages segment. Segment results have been adjusted retrospectively to reflect this change.We evaluate segment performance before interest, taxes and costs associated with restructuring activities and impairment charges. Unrealized gains and losses on outstanding undesignated commodity hedging activities are excluded from segment operating earnings and are recorded in Corporate as these open positions represent hedges of future purchases. Upon closing of the contracts, the realized gain or loss is transferred to segment operating earnings, which allows the segments to reflect the economic effects of the hedge without exposure to quarterly volatility of unrealized gains and losses. Only the service cost component of pension and postretirement expense is allocated to segments. All other components of expense, including interest cost, expected return on assets, amortization of prior service credits and recognized actuarial gains and losses are reflected in Corporate and not included in segment operating results. Asset information by segment is not discretely maintained for internal reporting or used in evaluating performance. Our largest customer, Wal-Mart Stores, Inc. and its affiliates, accounted for approximately 22% of consolidated net sales from continuing operations in 2022, and 21% in 2021 and 2020. Both of our reportable segments sold products to Wal-Mart Stores, Inc. or its affiliates. (Millions)202220212020Net salesMeals & Beverages$ 4,607 $ 4,621 $ 4,747 Snacks 3,955 3,855 3,944 Total$ 8,562 $ 8,476 $ 8,691 (Millions)202220212020Earnings before interest and taxesMeals & Beverages$ 874 $ 922 $ 1,009 Snacks 517 514 525 Corporate income (expense)(1) (223) 130 (418) Restructuring charges(2) (5) (21) (9) Total$ 1,163 $ 1,545 $ 1,107 (Millions)202220212020Depreciation and amortizationMeals & Beverages$ 131 $ 128 $ 134 Snacks 185 169 175 Corporate(3) 21 20 19 Total$ 337 $ 317 $ 328 48 (Millions)202220212020Capital expendituresMeals & Beverages$ 76 $ 61 $ 52 Snacks 120 153 153 Corporate(3) 46 61 64 Discontinued operations — — 30 Total$ 242 $ 275 $ 299 _______________________________________(1)Represents unallocated items. Pension and postretirement actuarial gains and losses are included in Corporate. There were actuarial losses of $44 million in 2022, gains of $203 million in 2021, and losses of $164 million in 2020, respectively. Costs related to the cost savings initiatives were $26 million, $32 million and $60 million in 2022, 2021 and 2020, respectively. Unrealized mark-to-market adjustments on outstanding undesignated commodity hedges were losses of $59 million in 2022, gains of $50 million in 2021, and gains of $2 million in 2020, respectively. A loss of $11 million on the sale of the Plum baby food and snacks business was included in 2021. A loss of $64 million on the sale of our European chips business was included in 2020. A loss of $45 million on Acre Venture Partners, L.P. (Acre) was included in 2020. See Note 14 for additional information on Acre. (2)See Note 7 for additional information.(3)Represents primarily corporate offices and enterprise-wide information technology systems.Our net sales based on product categories are as follows:(Millions)202220212020Net salesSoup$ 2,615 $ 2,568 $ 2,653 Snacks 4,103 3,989 4,099 Other simple meals 1,091 1,134 1,184 Beverages 753 785 755 Total$ 8,562 $ 8,476 $ 8,691 Soup includes various soup, broths and stock products. Snacks include cookies, pretzels, crackers, popcorn, nuts, potato chips, tortilla chips and other salty snacks and baked products. Other simple meals include sauces, gravies, pasta, beans, canned poultry and Plum products through May 3, 2021, when the business was sold. Beverages include V8 juices and beverages, Campbell's tomato juice and Pacific Foods non-dairy beverages.We are a North American focused company with over 90% of our net sales and long-lived assets related to our U.S. operations.7. Restructuring Charges and Cost Savings InitiativesMulti-year Cost Savings Initiatives and Snyder's-Lance Cost Transformation Program and IntegrationBeginning in fiscal 2015, we implemented initiatives to reduce costs and to streamline our organizational structure.Over the years, we expanded these initiatives by continuing to optimize our supply chain and manufacturing networks, including closing our manufacturing facility in Toronto, Ontario, as well as our information technology infrastructure.On March 26, 2018, we completed the acquisition of Snyder's-Lance. Prior to the acquisition, Snyder's-Lance launched a cost transformation program following a comprehensive review of its operations with the goal of significantly improving its financial performance. We continued to implement this program and identified opportunities for additional cost synergies as we integrated Snyder's-Lance.49 In 2022, we expanded these initiatives as we continue to pursue cost savings by further optimizing our supply chain and manufacturing network and through effective cost management. Cost estimates for these expanded initiatives, as well as timing for certain activities, are continuing to be developed.A summary of the pre-tax charges recorded in Earnings from continuing operations related to these initiatives is as follows:(Millions)202220212020Recognized as of July 31, 2022Restructuring charges$ 5 $ 21 $ 9 $ 264 Administrative expenses 20 28 48 359 Cost of products sold 5 3 9 84 Marketing and selling expenses 1 1 2 14 Research and development expenses — — 1 4 Total pre-tax charges$ 31 $ 53 $ 69 $ 725 A summary of the pre-tax costs in Earnings from continuing operations associated with the initiatives is as follows:(Millions)Recognized as ofJuly 31, 2022Severance pay and benefits$ 227 Asset impairment/accelerated depreciation 82 Implementation costs and other related costs 416 Total$ 725 The total estimated pre-tax costs for actions associated with continuing operations that have been identified are approximately $735 million to $740 million and we expect to incur the costs through 2023. These estimates will be updated as the expanded initiatives are developed.We expect the costs for actions associated with continuing operations that have been identified to date to consist of the following: approximately $230 million in severance pay and benefits; approximately $85 million in asset impairment and accelerated depreciation; and approximately $420 million to $425 million in implementation costs and other related costs. We expect these pre-tax costs to be associated with our segments as follows: Meals & Beverages - approximately 31%; Snacks - approximately 44%; and Corporate - approximately 25%. Of the aggregate $735 million to $740 million of pre-tax costs associated with continuing operations identified to date, we expect approximately $635 million to $640 million will be cash expenditures. In addition, we expect to invest approximately $445 million in capital expenditures through 2023, of which we invested $440 million as of July 31, 2022. The capital expenditures primarily relate to a U.S. warehouse optimization project, improvement of quality, safety and cost structure across the Snyder’s-Lance manufacturing network, implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, transition of production of the Toronto manufacturing facility to our U.S. thermal plants, optimization of information technology infrastructure and applications and optimization of the Snyder’s-Lance warehouse and distribution network.A summary of the restructuring activity and related reserves associated with continuing operations at July 31, 2022, is as follows:(Millions)Severance Pay and BenefitsImplementation Costs and Other Related Costs(3)Asset Impairment/Accelerated DepreciationOther Non-Cash Exit Costs(4)Total ChargesAccrued balance at August 2, 2020(1)$ 15 2021 charges 6 27 15 5 $ 53 2021 cash payments (14) Accrued balance at August 1, 2021(2)$ 7 2022 charges 5 26 — — $ 31 2022 cash payments (5) Accrued balance at July 31, 2022$ 7 _______________________________________(1)Includes $3 million of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.(2)Includes $1 million of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.50 (3)Includes other costs recognized as incurred that are not reflected in the restructuring reserve in the Consolidated Balance Sheet. The costs are included in Administrative expenses, Cost of products sold and Marketing and selling expenses in the Consolidated Statements of Earnings.(4)Includes non-cash costs that are not reflected in the restructuring reserve in the Consolidated Balance Sheet.Segment operating results do not include restructuring charges, implementation costs and other related costs because we evaluate segment performance excluding such charges. A summary of the pre-tax costs in Earnings from continuing operations associated with segments is as follows:(Millions)2022Costs Incurred to DateMeals & Beverages$ 2 $ 225 Snacks 22 321 Corporate 7 179 Total$ 31 $ 725 In addition, in the second quarter of 2021, we recorded a $19 million deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance.8. Earnings per Share (EPS)For the periods presented in the Consolidated Statements of Earnings, the calculations of basic EPS and EPS assuming dilution vary in that the weighted average shares outstanding assuming dilution include the incremental effect of stock options and other share-based payment awards, except when such effect would be antidilutive. The earnings per share calculation for 2022, 2021 and 2020 excludes approximately 1 million stock options that would have been antidilutive. 9. Pension and Postretirement BenefitsPension Benefits — We sponsor a number of noncontributory defined benefit pension plans to provide retirement benefits to eligible U.S. and non-U.S. employees. The benefits provided under these plans are based primarily on years of service and compensation levels. Benefits are paid from funds previously provided to trustees or are paid directly by us from general funds. In 1999, we implemented significant amendments to certain U.S. pension plans. Under a new formula, retirement benefits are determined based on percentages of annual pay and age. To minimize the impact of converting to the new formula, service and earnings credit continued to accrue for fifteen years for certain active employees participating in the plans under the old formula prior to the amendments. Employees will receive the benefit from either the new or old formula, whichever is higher. Effective as of January 1, 2011, our U.S. pension plans were amended so that employees hired or rehired on or after that date and who are not covered by collective bargaining agreements will not be eligible to participate in the plans. All collective bargaining units adopted this amendment by December 31, 2011.Postretirement Benefits — We provide postretirement benefits, including health care and life insurance to eligible retired U.S. employees, and where applicable, their dependents. Accordingly, we sponsor a retiree medical program for eligible retired U.S. employees and fund applicable retiree medical accounts intended to provide reimbursement for eligible health care expenses on a tax-favored basis for retirees who satisfy certain eligibility requirements. Effective as of January 1, 2019, we no longer sponsor our own retiree medical coverage for substantially all retired U.S. employees that are Medicare eligible. Instead, we offer these Medicare-eligible retirees access to health care coverage through a private exchange and offer a health reimbursement account to subsidize benefits for a select group of such retirees. We also provide postretirement life insurance to all eligible U.S. employees who retired prior to January 1, 2018, as well as certain eligible retired employees covered by one of our collective bargaining agreements.Determining net periodic benefit expense (income) is dependent on various actuarial assumptions, including discount rates, expected return on plan assets, compensation increases, turnover rates and health care trend rates. Actuarial gains and losses are recognized immediately in Other expenses / (income) in the Consolidated Statements of Earnings as of the measurement date, which is our fiscal year end, or more frequently if an interim remeasurement is required. We use the fair value of plan assets to calculate the expected return on plan assets.51 In 2022, we expanded these initiatives as we continue to pursue cost savings by further optimizing our supply chain and manufacturing network and through effective cost management. Cost estimates for these expanded initiatives, as well as timing for certain activities, are continuing to be developed.A summary of the pre-tax charges recorded in Earnings from continuing operations related to these initiatives is as follows:(Millions)202220212020Recognized as of July 31, 2022Restructuring charges$ 5 $ 21 $ 9 $ 264 Administrative expenses 20 28 48 359 Cost of products sold 5 3 9 84 Marketing and selling expenses 1 1 2 14 Research and development expenses — — 1 4 Total pre-tax charges$ 31 $ 53 $ 69 $ 725 A summary of the pre-tax costs in Earnings from continuing operations associated with the initiatives is as follows:(Millions)Recognized as ofJuly 31, 2022Severance pay and benefits$ 227 Asset impairment/accelerated depreciation 82 Implementation costs and other related costs 416 Total$ 725 The total estimated pre-tax costs for actions associated with continuing operations that have been identified are approximately $735 million to $740 million and we expect to incur the costs through 2023. These estimates will be updated as the expanded initiatives are developed.We expect the costs for actions associated with continuing operations that have been identified to date to consist of the following: approximately $230 million in severance pay and benefits; approximately $85 million in asset impairment and accelerated depreciation; and approximately $420 million to $425 million in implementation costs and other related costs. We expect these pre-tax costs to be associated with our segments as follows: Meals & Beverages - approximately 31%; Snacks - approximately 44%; and Corporate - approximately 25%. Of the aggregate $735 million to $740 million of pre-tax costs associated with continuing operations identified to date, we expect approximately $635 million to $640 million will be cash expenditures. In addition, we expect to invest approximately $445 million in capital expenditures through 2023, of which we invested $440 million as of July 31, 2022. The capital expenditures primarily relate to a U.S. warehouse optimization project, improvement of quality, safety and cost structure across the Snyder’s-Lance manufacturing network, implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, transition of production of the Toronto manufacturing facility to our U.S. thermal plants, optimization of information technology infrastructure and applications and optimization of the Snyder’s-Lance warehouse and distribution network.A summary of the restructuring activity and related reserves associated with continuing operations at July 31, 2022, is as follows:(Millions)Severance Pay and BenefitsImplementation Costs and Other Related Costs(3)Asset Impairment/Accelerated DepreciationOther Non-Cash Exit Costs(4)Total ChargesAccrued balance at August 2, 2020(1)$ 15 2021 charges 6 27 15 5 $ 53 2021 cash payments (14) Accrued balance at August 1, 2021(2)$ 7 2022 charges 5 26 — — $ 31 2022 cash payments (5) Accrued balance at July 31, 2022$ 7 _______________________________________(1)Includes $3 million of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.(2)Includes $1 million of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.50 (3)Includes other costs recognized as incurred that are not reflected in the restructuring reserve in the Consolidated Balance Sheet. The costs are included in Administrative expenses, Cost of products sold and Marketing and selling expenses in the Consolidated Statements of Earnings.(4)Includes non-cash costs that are not reflected in the restructuring reserve in the Consolidated Balance Sheet.Segment operating results do not include restructuring charges, implementation costs and other related costs because we evaluate segment performance excluding such charges. A summary of the pre-tax costs in Earnings from continuing operations associated with segments is as follows:(Millions)2022Costs Incurred to DateMeals & Beverages$ 2 $ 225 Snacks 22 321 Corporate 7 179 Total$ 31 $ 725 In addition, in the second quarter of 2021, we recorded a $19 million deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance.8. Earnings per Share (EPS)For the periods presented in the Consolidated Statements of Earnings, the calculations of basic EPS and EPS assuming dilution vary in that the weighted average shares outstanding assuming dilution include the incremental effect of stock options and other share-based payment awards, except when such effect would be antidilutive. The earnings per share calculation for 2022, 2021 and 2020 excludes approximately 1 million stock options that would have been antidilutive. 9. Pension and Postretirement BenefitsPension Benefits — We sponsor a number of noncontributory defined benefit pension plans to provide retirement benefits to eligible U.S. and non-U.S. employees. The benefits provided under these plans are based primarily on years of service and compensation levels. Benefits are paid from funds previously provided to trustees or are paid directly by us from general funds. In 1999, we implemented significant amendments to certain U.S. pension plans. Under a new formula, retirement benefits are determined based on percentages of annual pay and age. To minimize the impact of converting to the new formula, service and earnings credit continued to accrue for fifteen years for certain active employees participating in the plans under the old formula prior to the amendments. Employees will receive the benefit from either the new or old formula, whichever is higher. Effective as of January 1, 2011, our U.S. pension plans were amended so that employees hired or rehired on or after that date and who are not covered by collective bargaining agreements will not be eligible to participate in the plans. All collective bargaining units adopted this amendment by December 31, 2011.Postretirement Benefits — We provide postretirement benefits, including health care and life insurance to eligible retired U.S. employees, and where applicable, their dependents. Accordingly, we sponsor a retiree medical program for eligible retired U.S. employees and fund applicable retiree medical accounts intended to provide reimbursement for eligible health care expenses on a tax-favored basis for retirees who satisfy certain eligibility requirements. Effective as of January 1, 2019, we no longer sponsor our own retiree medical coverage for substantially all retired U.S. employees that are Medicare eligible. Instead, we offer these Medicare-eligible retirees access to health care coverage through a private exchange and offer a health reimbursement account to subsidize benefits for a select group of such retirees. We also provide postretirement life insurance to all eligible U.S. employees who retired prior to January 1, 2018, as well as certain eligible retired employees covered by one of our collective bargaining agreements.Determining net periodic benefit expense (income) is dependent on various actuarial assumptions, including discount rates, expected return on plan assets, compensation increases, turnover rates and health care trend rates. Actuarial gains and losses are recognized immediately in Other expenses / (income) in the Consolidated Statements of Earnings as of the measurement date, which is our fiscal year end, or more frequently if an interim remeasurement is required. We use the fair value of plan assets to calculate the expected return on plan assets.51 Components of net periodic benefit expense (income) were as follows:Pension(Millions)202220212020Service cost$ 16 $ 18 $ 19 Interest cost 49 41 65 Expected return on plan assets (118) (122) (134) Amortization of prior service cost — — — Actuarial losses (gains) 80 (197) 141 Net periodic benefit expense (income)$ 27 $ (260) $ 91 The components of net periodic benefit expense (income) other than the service cost component associated with continuing operations are included in Other expenses / (income) in the Consolidated Statements of Earnings.The actuarial losses recognized in 2022 were primarily due to losses on plan assets, partially offset by increases in discount rates used to determine the benefit obligation. The actuarial gains recognized in 2021 were primarily due to higher than anticipated investment gains on plan assets and increases in discount rates used to determine the benefit obligation. The actuarial losses recognized in 2020 were primarily due to decreases in discount rates used to determine the benefit obligation, partially offset by higher than anticipated investment gains on plan assets.Net periodic benefit expense (income) associated with discontinued operations was not material in 2020. Postretirement(Millions)202220212020Service cost$ — $ — $ 1 Interest cost 3 4 6 Amortization of prior service credit (1) (5) (28) Actuarial losses (gains) (36) (6) 23 Net periodic benefit expense (income)$ (34) $ (7) $ 2 The components of net periodic benefit expense (income) other than the service cost component associated with continuing operations are included in Other expenses / (income) in the Consolidated Statements of Earnings.The actuarial gains recognized in 2022 and 2021 were primarily due to increases in discount rates used to determine the benefit obligation. The actuarial losses recognized in 2020 were primarily due to decreases in discount rates used to determine the benefit obligation.Change in benefit obligation:PensionPostretirement(Millions)2022202120222021Obligation at beginning of year$ 2,186 $ 2,366 $ 222 $ 244 Service cost 16 18 — — Interest cost 49 41 3 4 Actuarial loss (gain) (310) (43) (36) (6) Benefits paid (106) (152) (17) (20) Settlements (89) (53) — — Other (6) (2) — — Foreign currency adjustment (3) 11 — — Benefit obligation at end of year$ 1,737 $ 2,186 $ 172 $ 222 52 Change in the fair value of pension plan assets:(Millions)20222021Fair value at beginning of year$ 2,220 $ 2,120 Actual return on plan assets (272) 276 Employer contributions — 2 Benefits paid (92) (138) Settlements (89) (53) Foreign currency adjustment (4) 13 Fair value at end of year$ 1,763 $ 2,220 Net amounts recognized in the Consolidated Balance Sheets: PensionPostretirement(Millions)2022202120222021Other assets$ 146 $ 190 $ — $ — Accrued liabilities 13 14 19 23 Other liabilities 107 142 153 199 Net amounts recognized asset / (liability)$ 26 $ 34 $ (172) $ (222) Amounts recognized in accumulated other comprehensive income (loss) consist of:(Millions)PensionPostretirement2022202120222021Prior service credit (cost)$ (1) $ (1) $ 4 $ 5 The change in amounts recognized in accumulated other comprehensive income (loss) associated with postretirement benefits was due to amortization in 2022 and 2021.The following table provides information for pension plans with projected benefit obligations in excess of plan assets and accumulated benefit obligations in excess of plan assets:(Millions)20222021Projected benefit obligation$ 120 $ 156 Accumulated benefit obligation$ 118 $ 154 Fair value of plan assets$ — $ — The accumulated benefit obligation for all pension plans was $1.716 billion at July 31, 2022, and $2.159 billion at August 1, 2021. Weighted-average assumptions used to determine benefit obligations at the end of the year: PensionPostretirement 2022202120222021Discount rate4.58%2.69%4.48%2.37%Rate of compensation increase3.23%3.23%3.25%3.25%Interest crediting rate4.00%4.00%Not applicableWeighted-average assumptions used to determine net periodic benefit cost for the years ended: Pension 202220212020Discount rate3.13%2.47%3.46%Expected return on plan assets5.82%6.01%6.85%Rate of compensation increase3.23%3.23%3.20%Interest crediting rate4.00%4.00%4.00%53 Components of net periodic benefit expense (income) were as follows:Pension(Millions)202220212020Service cost$ 16 $ 18 $ 19 Interest cost 49 41 65 Expected return on plan assets (118) (122) (134) Amortization of prior service cost — — — Actuarial losses (gains) 80 (197) 141 Net periodic benefit expense (income)$ 27 $ (260) $ 91 The components of net periodic benefit expense (income) other than the service cost component associated with continuing operations are included in Other expenses / (income) in the Consolidated Statements of Earnings.The actuarial losses recognized in 2022 were primarily due to losses on plan assets, partially offset by increases in discount rates used to determine the benefit obligation. The actuarial gains recognized in 2021 were primarily due to higher than anticipated investment gains on plan assets and increases in discount rates used to determine the benefit obligation. The actuarial losses recognized in 2020 were primarily due to decreases in discount rates used to determine the benefit obligation, partially offset by higher than anticipated investment gains on plan assets.Net periodic benefit expense (income) associated with discontinued operations was not material in 2020. Postretirement(Millions)202220212020Service cost$ — $ — $ 1 Interest cost 3 4 6 Amortization of prior service credit (1) (5) (28) Actuarial losses (gains) (36) (6) 23 Net periodic benefit expense (income)$ (34) $ (7) $ 2 The components of net periodic benefit expense (income) other than the service cost component associated with continuing operations are included in Other expenses / (income) in the Consolidated Statements of Earnings.The actuarial gains recognized in 2022 and 2021 were primarily due to increases in discount rates used to determine the benefit obligation. The actuarial losses recognized in 2020 were primarily due to decreases in discount rates used to determine the benefit obligation.Change in benefit obligation:PensionPostretirement(Millions)2022202120222021Obligation at beginning of year$ 2,186 $ 2,366 $ 222 $ 244 Service cost 16 18 — — Interest cost 49 41 3 4 Actuarial loss (gain) (310) (43) (36) (6) Benefits paid (106) (152) (17) (20) Settlements (89) (53) — — Other (6) (2) — — Foreign currency adjustment (3) 11 — — Benefit obligation at end of year$ 1,737 $ 2,186 $ 172 $ 222 52 Change in the fair value of pension plan assets:(Millions)20222021Fair value at beginning of year$ 2,220 $ 2,120 Actual return on plan assets (272) 276 Employer contributions — 2 Benefits paid (92) (138) Settlements (89) (53) Foreign currency adjustment (4) 13 Fair value at end of year$ 1,763 $ 2,220 Net amounts recognized in the Consolidated Balance Sheets: PensionPostretirement(Millions)2022202120222021Other assets$ 146 $ 190 $ — $ — Accrued liabilities 13 14 19 23 Other liabilities 107 142 153 199 Net amounts recognized asset / (liability)$ 26 $ 34 $ (172) $ (222) Amounts recognized in accumulated other comprehensive income (loss) consist of:(Millions)PensionPostretirement2022202120222021Prior service credit (cost)$ (1) $ (1) $ 4 $ 5 The change in amounts recognized in accumulated other comprehensive income (loss) associated with postretirement benefits was due to amortization in 2022 and 2021.The following table provides information for pension plans with projected benefit obligations in excess of plan assets and accumulated benefit obligations in excess of plan assets:(Millions)20222021Projected benefit obligation$ 120 $ 156 Accumulated benefit obligation$ 118 $ 154 Fair value of plan assets$ — $ — The accumulated benefit obligation for all pension plans was $1.716 billion at July 31, 2022, and $2.159 billion at August 1, 2021. Weighted-average assumptions used to determine benefit obligations at the end of the year: PensionPostretirement 2022202120222021Discount rate4.58%2.69%4.48%2.37%Rate of compensation increase3.23%3.23%3.25%3.25%Interest crediting rate4.00%4.00%Not applicableWeighted-average assumptions used to determine net periodic benefit cost for the years ended: Pension 202220212020Discount rate3.13%2.47%3.46%Expected return on plan assets5.82%6.01%6.85%Rate of compensation increase3.23%3.23%3.20%Interest crediting rate4.00%4.00%4.00%53 The discount rate is established as of the measurement date. In establishing the discount rate, we review published market indices of high-quality debt securities, adjusted as appropriate for duration. In addition, independent actuaries apply high-quality bond yield curves to the expected benefit payments of the plans. The expected return on plan assets is a long-term assumption based upon historical experience and expected future performance, considering our current and projected investment mix. This estimate is based on an estimate of future inflation, long-term projected real returns for each asset class and a premium for active management. The discount rate used to determine net periodic postretirement expense was 2.37% in 2022, 2.15% in 2021, and 3.28% in 2020.Assumed health care cost trend rates at the end of the year: 20222021Health care cost trend rate assumed for next year6.50%6.25%Rate to which the cost trend rate is assumed to decline (ultimate trend rate)5.00%4.50%Year that the rate reaches the ultimate trend rate20272025Pension Plan Assets The fundamental goal underlying the investment policy is to ensure that the assets of the plans are invested in a prudent manner to meet the obligations of the plans as these obligations come due. The primary investment objectives include providing a total return which will promote the goal of benefit security by attaining an appropriate ratio of plan assets to plan obligations, to provide for real asset growth while also tracking plan obligations, to diversify investments across and within asset classes, to reduce the impact of losses in single investments, and to follow investment practices that comply with applicable laws and regulations. The primary policy objectives will be met by investing assets to achieve a reasonable tradeoff between return and risk relative to plan obligations. This includes investing a portion of the assets in funds selected in part to hedge the interest rate sensitivity to plan obligations. The portfolio includes investments in the following asset classes: fixed income, equity, real estate and alternatives. Fixed income will provide a moderate expected return and partially hedge the exposure to interest rate risk of the plans’ obligations. Equities are used for their high expected return. Additional asset classes are used to provide diversification. Asset allocation is monitored on an ongoing basis relative to the established asset class targets. The interaction between plan assets and benefit obligations is periodically studied to assist in the establishment of strategic asset allocation targets. The investment policy permits variances from the targets within certain parameters. Asset rebalancing occurs when the underlying asset class allocations move outside these parameters, at which time the asset allocation is rebalanced back to the policy target weight. Our year-end pension plan weighted-average asset allocations by category were: Strategic Target20222021Equity securities33%34%36%Debt securities60%59%57%Real estate and other7%7%7%Total100%100%100%Pension plan assets are categorized based on the following fair value hierarchy: •Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.•Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability through corroboration with observable market data.•Level 3: Unobservable inputs, which are valued based on our estimates of assumptions that market participants would use in pricing the asset or liability.54 The following table presents our pension plan assets by asset category at July 31, 2022, and August 1, 2021: Fair Valueas ofJuly 31, 2022Fair Value Measurements atJuly 31, 2022 UsingFair Value HierarchyFair Valueas ofAugust 1, 2021Fair Value Measurements atAugust 1, 2021 UsingFair Value Hierarchy(Millions)Level 1Level 2Level 3Level 1Level 2Level 3Short-term investments$ 33 $ 27 $ 6 $ — $ 43 $ 41 $ 2 $ — Equities:U.S. 78 75 3 — 106 100 6 — Non-U.S. 162 162 — — 234 233 1 — Corporate bonds:U.S. 571 — 571 — 723 — 723 — Non-U.S. 119 — 119 — 138 — 138 — Government and agency bonds:U.S. 224 — 224 — 198 — 198 — Non-U.S. 20 — 20 — 33 — 33 — Municipal bonds 19 — 19 — 29 — 29 — Mortgage and asset backed securities 15 — 15 — 10 — 10 — Real estate 4 2 — 2 5 2 — 3 Hedge funds 11 — — 11 30 — — 30 Derivative assets 10 — 10 — 6 — 6 — Derivative liabilities (5) — (5) — (3) — (3) — Total assets at fair value$ 1,261 $ 266 $ 982 $ 13 $ 1,552 $ 376 $ 1,143 $ 33 Investments measured at net asset value:Short-term investments$ 27 $ 26 Commingled equity funds 307 438 Commingled fixed income funds 87 117 Real estate 99 87 Hedge funds 14 34 Total investments measured at net asset value:$ 534 $ 702 Other items to reconcile to fair value (32) (34) Total pension plan assets at fair value$ 1,763 $ 2,220 Short-term investments — Investments include cash and cash equivalents, and various short-term debt instruments and short-term investment funds. Institutional short-term investment vehicles valued daily are classified as Level 1 at cost which approximates market value. Short-term debt instruments are classified at Level 2 and are valued based on bid quotations and recent trade data for identical or similar obligations. Other investments valued based upon net asset value are included as a reconciling item to the fair value table.Equities — Generally common stocks and preferred stocks are classified as Level 1 and are valued using quoted market prices in active markets. Corporate bonds — These investments are valued based on quoted market prices, yield curves and pricing models using current market rates. Government and agency bonds — These investments are generally valued based on bid quotations and recent trade data for identical or similar obligations. Municipal bonds — These investments are valued based on quoted market prices, yield curves and pricing models using current market rates. Mortgage and asset backed securities — These investments are valued based on prices obtained from third party pricing sources. The prices from third party pricing sources may be based on bid quotes from dealers and recent trade data. Mortgage backed securities are traded in the over-the-counter market. 55 The discount rate is established as of the measurement date. In establishing the discount rate, we review published market indices of high-quality debt securities, adjusted as appropriate for duration. In addition, independent actuaries apply high-quality bond yield curves to the expected benefit payments of the plans. The expected return on plan assets is a long-term assumption based upon historical experience and expected future performance, considering our current and projected investment mix. This estimate is based on an estimate of future inflation, long-term projected real returns for each asset class and a premium for active management. The discount rate used to determine net periodic postretirement expense was 2.37% in 2022, 2.15% in 2021, and 3.28% in 2020.Assumed health care cost trend rates at the end of the year: 20222021Health care cost trend rate assumed for next year6.50%6.25%Rate to which the cost trend rate is assumed to decline (ultimate trend rate)5.00%4.50%Year that the rate reaches the ultimate trend rate20272025Pension Plan Assets The fundamental goal underlying the investment policy is to ensure that the assets of the plans are invested in a prudent manner to meet the obligations of the plans as these obligations come due. The primary investment objectives include providing a total return which will promote the goal of benefit security by attaining an appropriate ratio of plan assets to plan obligations, to provide for real asset growth while also tracking plan obligations, to diversify investments across and within asset classes, to reduce the impact of losses in single investments, and to follow investment practices that comply with applicable laws and regulations. The primary policy objectives will be met by investing assets to achieve a reasonable tradeoff between return and risk relative to plan obligations. This includes investing a portion of the assets in funds selected in part to hedge the interest rate sensitivity to plan obligations. The portfolio includes investments in the following asset classes: fixed income, equity, real estate and alternatives. Fixed income will provide a moderate expected return and partially hedge the exposure to interest rate risk of the plans’ obligations. Equities are used for their high expected return. Additional asset classes are used to provide diversification. Asset allocation is monitored on an ongoing basis relative to the established asset class targets. The interaction between plan assets and benefit obligations is periodically studied to assist in the establishment of strategic asset allocation targets. The investment policy permits variances from the targets within certain parameters. Asset rebalancing occurs when the underlying asset class allocations move outside these parameters, at which time the asset allocation is rebalanced back to the policy target weight. Our year-end pension plan weighted-average asset allocations by category were: Strategic Target20222021Equity securities33%34%36%Debt securities60%59%57%Real estate and other7%7%7%Total100%100%100%Pension plan assets are categorized based on the following fair value hierarchy: •Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.•Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability through corroboration with observable market data.•Level 3: Unobservable inputs, which are valued based on our estimates of assumptions that market participants would use in pricing the asset or liability.54 The following table presents our pension plan assets by asset category at July 31, 2022, and August 1, 2021: Fair Valueas ofJuly 31, 2022Fair Value Measurements atJuly 31, 2022 UsingFair Value HierarchyFair Valueas ofAugust 1, 2021Fair Value Measurements atAugust 1, 2021 UsingFair Value Hierarchy(Millions)Level 1Level 2Level 3Level 1Level 2Level 3Short-term investments$ 33 $ 27 $ 6 $ — $ 43 $ 41 $ 2 $ — Equities:U.S. 78 75 3 — 106 100 6 — Non-U.S. 162 162 — — 234 233 1 — Corporate bonds:U.S. 571 — 571 — 723 — 723 — Non-U.S. 119 — 119 — 138 — 138 — Government and agency bonds:U.S. 224 — 224 — 198 — 198 — Non-U.S. 20 — 20 — 33 — 33 — Municipal bonds 19 — 19 — 29 — 29 — Mortgage and asset backed securities 15 — 15 — 10 — 10 — Real estate 4 2 — 2 5 2 — 3 Hedge funds 11 — — 11 30 — — 30 Derivative assets 10 — 10 — 6 — 6 — Derivative liabilities (5) — (5) — (3) — (3) — Total assets at fair value$ 1,261 $ 266 $ 982 $ 13 $ 1,552 $ 376 $ 1,143 $ 33 Investments measured at net asset value:Short-term investments$ 27 $ 26 Commingled equity funds 307 438 Commingled fixed income funds 87 117 Real estate 99 87 Hedge funds 14 34 Total investments measured at net asset value:$ 534 $ 702 Other items to reconcile to fair value (32) (34) Total pension plan assets at fair value$ 1,763 $ 2,220 Short-term investments — Investments include cash and cash equivalents, and various short-term debt instruments and short-term investment funds. Institutional short-term investment vehicles valued daily are classified as Level 1 at cost which approximates market value. Short-term debt instruments are classified at Level 2 and are valued based on bid quotations and recent trade data for identical or similar obligations. Other investments valued based upon net asset value are included as a reconciling item to the fair value table.Equities — Generally common stocks and preferred stocks are classified as Level 1 and are valued using quoted market prices in active markets. Corporate bonds — These investments are valued based on quoted market prices, yield curves and pricing models using current market rates. Government and agency bonds — These investments are generally valued based on bid quotations and recent trade data for identical or similar obligations. Municipal bonds — These investments are valued based on quoted market prices, yield curves and pricing models using current market rates. Mortgage and asset backed securities — These investments are valued based on prices obtained from third party pricing sources. The prices from third party pricing sources may be based on bid quotes from dealers and recent trade data. Mortgage backed securities are traded in the over-the-counter market. 55 Real estate — Real estate investments consist of real estate investment trusts, property funds and limited partnerships. Real estate investment trusts are classified as Level 1 and are valued based on quoted market prices. Property funds are classified as either Level 2 or Level 3 depending upon whether liquidity is limited or there are few observable market participant transactions. Property funds are valued based on third party appraisals. Limited partnerships are valued based upon valuations provided by the general partners of the funds. The values of limited partnerships are based upon an assessment of each underlying investment, incorporating valuations that consider the evaluation of financing and sales transactions with third parties, expected cash flows and market-based information, including comparable transactions and performance multiples among other factors. The investments are classified as Level 3 since the valuation is determined using unobservable inputs. Real estate investments valued at net asset value are included as a reconciling item to the fair value table.Hedge funds — Hedge fund investments include hedge funds valued based upon a net asset value derived from the fair value of underlying securities. Hedge fund investments that are subject to liquidity restrictions or that are based on unobservable inputs are classified as Level 3. Hedge fund investments may include long and short positions in equity and fixed income securities, derivative instruments such as futures and options, commodities and other types of securities. Hedge fund investments valued at net asset value are included as a reconciling item to the fair value table.Derivatives — Derivative financial instruments include forward currency contracts, futures contracts, options contracts, interest rate swaps and credit default swaps. Derivative financial instruments are classified as Level 2 and are valued based on observable market transactions or prices.Commingled funds — Investments in commingled funds are not traded in active markets. Commingled funds are valued based on the net asset values of such funds and are included as a reconciling item to the fair value table.Other items to reconcile to fair value of plan assets included amounts due for securities sold, amounts payable for securities purchased and other payables. The following table summarizes the changes in fair value of Level 3 investments for the years ended July 31, 2022, and August 1, 2021:(Millions)Real EstateHedge FundsTotalFair value at August 1, 2021$ 3 $ 30 $ 33 Actual return on plan assets — 1 1 Purchases, sales and settlements, net (1) (20) (21) Transfers out of Level 3 — — — Fair value at July 31, 2022$ 2 $ 11 $ 13 (Millions)Real EstateHedge FundsTotalFair value at August 2, 2020$ 3 $ 31 $ 34 Actual return on plan assets — 2 2 Purchases, sales and settlements, net — (3) (3) Transfers out of Level 3 — — — Fair value at August 1, 2021$ 3 $ 30 $ 33 Estimated future benefit payments are as follows:(Millions)PensionPostretirement2023$ 168 $ 20 2024$ 155 $ 18 2025$ 147 $ 17 2026$ 142 $ 15 2027$ 138 $ 15 2028-2032$ 619 $ 62 The estimated future benefit payments include payments from funded and unfunded plans. We do not expect contributions to pension plans to be material in 2023.Defined Contribution Plans — We sponsor a 401(k) Retirement Plan that covers substantially all U.S. employees and provide a matching contribution of 100% of employee contributions up to 4% of eligible compensation. In addition, for 56 employees not eligible to participate in defined benefit plans that we sponsor, we provide a contribution equal to 3% of eligible compensation regardless of their participation in the 401(k) Retirement Plan. Through December 31, 2019, all Snyder's-Lance U.S. employees were eligible to participate in a 401(k) retirement plan sponsored by Snyder's-Lance that provided participants with matching contributions equal to 100% of the first 4% and 50% of the next 1% of eligible compensation. As of January 1, 2020, Snyder's-Lance employees were transitioned to the 401(k) Retirement Plan and receive the same contributions under the 401(k) Retirement Plan noted above. Amounts charged to Costs and expenses of continuing operations were $69 million in 2022, $64 million in 2021 and $62 million in 2020. 10. LeasesWe lease warehouse and distribution facilities, office space, manufacturing facilities, equipment and vehicles, primarily through operating leases. Leases recorded on our Consolidated Balance Sheet have remaining terms primarily from 1 to 13 years.Our fleet leases generally include residual value guarantees that are assessed at lease inception in determining ROU assets and corresponding liabilities. No other significant restrictions or covenants are included in our leases.The components of lease costs were as follows:(Millions)202220212020Operating lease cost$ 79 $ 80 $ 81 Finance lease - amortization of ROU assets 17 6 2 Short-term lease cost 56 48 39 Variable lease cost(1) 202 201 172 Sublease income — (2) (3) Total(2)$ 354 $ 333 $ 291 __________________________________________(1)Includes labor and other overhead included in our service contracts with embedded leases.(2)Total lease cost in 2020 included $4 million related to discontinued operations.The following table summarizes the lease amounts recorded in the Consolidated Balance Sheets: Operating Leases(Millions)Balance Sheet Classification20222021ROU assets, netOther assets$ 239 $ 235 Lease liabilities (current)Accrued liabilities$ 62 $ 54 Lease liabilities (noncurrent)Other liabilities$ 177 $ 180 Financing Leases(Millions)Balance Sheet Classification20222021ROU assets, netPlant assets, net of depreciation$ 28 $ 29 Lease liabilities (current)Short-term borrowings$ 14 $ 11 Lease liabilities (noncurrent)Long-term debt$ 16 $ 19 Weighted-average lease terms and discount rates were as follows: July 31, 2022August 1, 2021OperatingFinanceOperatingFinanceWeighted-average remaining term in years5.72.46.43.1Weighted-average discount rate 2.2 % 0.8 % 2.3 % 0.8 %57 Real estate — Real estate investments consist of real estate investment trusts, property funds and limited partnerships. Real estate investment trusts are classified as Level 1 and are valued based on quoted market prices. Property funds are classified as either Level 2 or Level 3 depending upon whether liquidity is limited or there are few observable market participant transactions. Property funds are valued based on third party appraisals. Limited partnerships are valued based upon valuations provided by the general partners of the funds. The values of limited partnerships are based upon an assessment of each underlying investment, incorporating valuations that consider the evaluation of financing and sales transactions with third parties, expected cash flows and market-based information, including comparable transactions and performance multiples among other factors. The investments are classified as Level 3 since the valuation is determined using unobservable inputs. Real estate investments valued at net asset value are included as a reconciling item to the fair value table.Hedge funds — Hedge fund investments include hedge funds valued based upon a net asset value derived from the fair value of underlying securities. Hedge fund investments that are subject to liquidity restrictions or that are based on unobservable inputs are classified as Level 3. Hedge fund investments may include long and short positions in equity and fixed income securities, derivative instruments such as futures and options, commodities and other types of securities. Hedge fund investments valued at net asset value are included as a reconciling item to the fair value table.Derivatives — Derivative financial instruments include forward currency contracts, futures contracts, options contracts, interest rate swaps and credit default swaps. Derivative financial instruments are classified as Level 2 and are valued based on observable market transactions or prices.Commingled funds — Investments in commingled funds are not traded in active markets. Commingled funds are valued based on the net asset values of such funds and are included as a reconciling item to the fair value table.Other items to reconcile to fair value of plan assets included amounts due for securities sold, amounts payable for securities purchased and other payables. The following table summarizes the changes in fair value of Level 3 investments for the years ended July 31, 2022, and August 1, 2021:(Millions)Real EstateHedge FundsTotalFair value at August 1, 2021$ 3 $ 30 $ 33 Actual return on plan assets — 1 1 Purchases, sales and settlements, net (1) (20) (21) Transfers out of Level 3 — — — Fair value at July 31, 2022$ 2 $ 11 $ 13 (Millions)Real EstateHedge FundsTotalFair value at August 2, 2020$ 3 $ 31 $ 34 Actual return on plan assets — 2 2 Purchases, sales and settlements, net — (3) (3) Transfers out of Level 3 — — — Fair value at August 1, 2021$ 3 $ 30 $ 33 Estimated future benefit payments are as follows:(Millions)PensionPostretirement2023$ 168 $ 20 2024$ 155 $ 18 2025$ 147 $ 17 2026$ 142 $ 15 2027$ 138 $ 15 2028-2032$ 619 $ 62 The estimated future benefit payments include payments from funded and unfunded plans. We do not expect contributions to pension plans to be material in 2023.Defined Contribution Plans — We sponsor a 401(k) Retirement Plan that covers substantially all U.S. employees and provide a matching contribution of 100% of employee contributions up to 4% of eligible compensation. In addition, for 56 employees not eligible to participate in defined benefit plans that we sponsor, we provide a contribution equal to 3% of eligible compensation regardless of their participation in the 401(k) Retirement Plan. Through December 31, 2019, all Snyder's-Lance U.S. employees were eligible to participate in a 401(k) retirement plan sponsored by Snyder's-Lance that provided participants with matching contributions equal to 100% of the first 4% and 50% of the next 1% of eligible compensation. As of January 1, 2020, Snyder's-Lance employees were transitioned to the 401(k) Retirement Plan and receive the same contributions under the 401(k) Retirement Plan noted above. Amounts charged to Costs and expenses of continuing operations were $69 million in 2022, $64 million in 2021 and $62 million in 2020. 10. LeasesWe lease warehouse and distribution facilities, office space, manufacturing facilities, equipment and vehicles, primarily through operating leases. Leases recorded on our Consolidated Balance Sheet have remaining terms primarily from 1 to 13 years.Our fleet leases generally include residual value guarantees that are assessed at lease inception in determining ROU assets and corresponding liabilities. No other significant restrictions or covenants are included in our leases.The components of lease costs were as follows:(Millions)202220212020Operating lease cost$ 79 $ 80 $ 81 Finance lease - amortization of ROU assets 17 6 2 Short-term lease cost 56 48 39 Variable lease cost(1) 202 201 172 Sublease income — (2) (3) Total(2)$ 354 $ 333 $ 291 __________________________________________(1)Includes labor and other overhead included in our service contracts with embedded leases.(2)Total lease cost in 2020 included $4 million related to discontinued operations.The following table summarizes the lease amounts recorded in the Consolidated Balance Sheets: Operating Leases(Millions)Balance Sheet Classification20222021ROU assets, netOther assets$ 239 $ 235 Lease liabilities (current)Accrued liabilities$ 62 $ 54 Lease liabilities (noncurrent)Other liabilities$ 177 $ 180 Financing Leases(Millions)Balance Sheet Classification20222021ROU assets, netPlant assets, net of depreciation$ 28 $ 29 Lease liabilities (current)Short-term borrowings$ 14 $ 11 Lease liabilities (noncurrent)Long-term debt$ 16 $ 19 Weighted-average lease terms and discount rates were as follows: July 31, 2022August 1, 2021OperatingFinanceOperatingFinanceWeighted-average remaining term in years5.72.46.43.1Weighted-average discount rate 2.2 % 0.8 % 2.3 % 0.8 %57 Future minimum lease payments are as follows:July 31, 2022(Millions)OperatingFinance2023$ 66 $ 14 2024 53 10 2025 40 3 2026 27 3 2027 22 — Thereafter 49 — Total future undiscounted lease payments 257 30 Less imputed interest 18 — Total reported lease liability$ 239 $ 30 The following table summarizes cash flow and other information related to leases:(Millions)20222021Cash paid for amounts included in the measurement of lease liabilities:Operating cash flows from operating leases$ 78 $ 79 Financing cash flows from finance leases$ 17 $ 5 ROU assets obtained in exchange for lease obligations:Operating leases$ 79 $ 59 Finance leases$ 16 $ 25 11. Taxes on EarningsThe provision for income taxes on earnings from continuing operations consists of the following: (Millions)202220212020Income taxes:Currently payable:Federal$ 160 $ 151 $ 152 State 22 34 26 Non-U.S. 15 6 3 197 191 181 Deferred:Federal 29 102 (12) State (6) 33 4 Non-U.S. (2) 2 1 21 137 (7) $ 218 $ 328 $ 174 (Millions)202220212020Earnings from continuing operations before income taxes:United States$ 948 $ 1,308 $ 737 Non-U.S. 27 28 29 $ 975 $ 1,336 $ 766 58 The following is a reconciliation of the effective income tax rate on continuing operations to the U.S. federal statutory income tax rate: 202220212020Federal statutory income tax rate 21.0 % 21.0 % 21.0 %State income taxes (net of federal tax benefit) 2.2 2.8 3.4 Tax effect of international items 0.7 0.2 (0.3) State income tax law changes (1.0) 0.3 0.1 Divestiture impact on deferred taxes — (0.9) — Legal entity reorganization — 1.4 — Capital loss on the sale of the Plum baby food and snacks business — (1.3) — Capital loss valuation allowance on the sale of the Plum baby food and snacks business — 1.3 — Benefit on sale of the European chips business — — (1.3) Other (0.5) (0.2) (0.2) Effective income tax rate 22.4 % 24.6 % 22.7 %In the second quarter of 2021, we recorded a $19 million deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance.Deferred tax liabilities and assets are comprised of the following: (Millions)20222021Depreciation$ 354 $ 352 Amortization 870 869 Operating lease ROU assets 54 53 Pension 35 45 Other 9 9 Deferred tax liabilities 1,322 1,328 Benefits and compensation 119 127 Pension benefits 28 38 Tax loss carryforwards 13 24 Capital loss carryforwards 115 117 Operating lease liabilities 54 53 Other 52 61 Gross deferred tax assets 381 420 Deferred tax asset valuation allowance (131) (142) Deferred tax assets, net of valuation allowance 250 278 Net deferred tax liability$ 1,072 $ 1,050 At July 31, 2022, our U.S. and non-U.S. subsidiaries had tax loss carryforwards of approximately $259 million. Of these carryforwards, $4 million may be carried forward indefinitely, and $255 million expire between 2023 and 2037, with the majority expiring after 2028. At July 31, 2022, deferred tax asset valuation allowances have been established to offset $78 million of these tax loss carryforwards. Additionally, as of July 31, 2022, our U.S. and non-U.S. subsidiaries had capital loss carryforwards of approximately $477 million, all of which were offset by valuation allowances.The net change in the deferred tax asset valuation allowance in 2022 was a decrease of $11 million. The decrease was primarily due to liquidation of an inactive subsidiary. The net change in the deferred tax asset valuation allowance in 2021 was an increase of $20 million. The increase was primarily due to the sale of the Plum baby food and snacks business. The net change in the deferred tax asset valuation allowance in 2020 was a decrease of $305 million. The decrease was primarily due to the sale of the Arnott's and other international operations. As of July 31, 2022, and August 1, 2021, other deferred tax assets included $13 million of state tax credit carryforwards related to various states that expire between 2023 and 2025. As of July 31, 2022, and August 1, 2021, deferred tax asset valuation allowances have been established to offset the $13 million of state credit carryforwards.59 Future minimum lease payments are as follows:July 31, 2022(Millions)OperatingFinance2023$ 66 $ 14 2024 53 10 2025 40 3 2026 27 3 2027 22 — Thereafter 49 — Total future undiscounted lease payments 257 30 Less imputed interest 18 — Total reported lease liability$ 239 $ 30 The following table summarizes cash flow and other information related to leases:(Millions)20222021Cash paid for amounts included in the measurement of lease liabilities:Operating cash flows from operating leases$ 78 $ 79 Financing cash flows from finance leases$ 17 $ 5 ROU assets obtained in exchange for lease obligations:Operating leases$ 79 $ 59 Finance leases$ 16 $ 25 11. Taxes on EarningsThe provision for income taxes on earnings from continuing operations consists of the following: (Millions)202220212020Income taxes:Currently payable:Federal$ 160 $ 151 $ 152 State 22 34 26 Non-U.S. 15 6 3 197 191 181 Deferred:Federal 29 102 (12) State (6) 33 4 Non-U.S. (2) 2 1 21 137 (7) $ 218 $ 328 $ 174 (Millions)202220212020Earnings from continuing operations before income taxes:United States$ 948 $ 1,308 $ 737 Non-U.S. 27 28 29 $ 975 $ 1,336 $ 766 58 The following is a reconciliation of the effective income tax rate on continuing operations to the U.S. federal statutory income tax rate: 202220212020Federal statutory income tax rate 21.0 % 21.0 % 21.0 %State income taxes (net of federal tax benefit) 2.2 2.8 3.4 Tax effect of international items 0.7 0.2 (0.3) State income tax law changes (1.0) 0.3 0.1 Divestiture impact on deferred taxes — (0.9) — Legal entity reorganization — 1.4 — Capital loss on the sale of the Plum baby food and snacks business — (1.3) — Capital loss valuation allowance on the sale of the Plum baby food and snacks business — 1.3 — Benefit on sale of the European chips business — — (1.3) Other (0.5) (0.2) (0.2) Effective income tax rate 22.4 % 24.6 % 22.7 %In the second quarter of 2021, we recorded a $19 million deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance.Deferred tax liabilities and assets are comprised of the following: (Millions)20222021Depreciation$ 354 $ 352 Amortization 870 869 Operating lease ROU assets 54 53 Pension 35 45 Other 9 9 Deferred tax liabilities 1,322 1,328 Benefits and compensation 119 127 Pension benefits 28 38 Tax loss carryforwards 13 24 Capital loss carryforwards 115 117 Operating lease liabilities 54 53 Other 52 61 Gross deferred tax assets 381 420 Deferred tax asset valuation allowance (131) (142) Deferred tax assets, net of valuation allowance 250 278 Net deferred tax liability$ 1,072 $ 1,050 At July 31, 2022, our U.S. and non-U.S. subsidiaries had tax loss carryforwards of approximately $259 million. Of these carryforwards, $4 million may be carried forward indefinitely, and $255 million expire between 2023 and 2037, with the majority expiring after 2028. At July 31, 2022, deferred tax asset valuation allowances have been established to offset $78 million of these tax loss carryforwards. Additionally, as of July 31, 2022, our U.S. and non-U.S. subsidiaries had capital loss carryforwards of approximately $477 million, all of which were offset by valuation allowances.The net change in the deferred tax asset valuation allowance in 2022 was a decrease of $11 million. The decrease was primarily due to liquidation of an inactive subsidiary. The net change in the deferred tax asset valuation allowance in 2021 was an increase of $20 million. The increase was primarily due to the sale of the Plum baby food and snacks business. The net change in the deferred tax asset valuation allowance in 2020 was a decrease of $305 million. The decrease was primarily due to the sale of the Arnott's and other international operations. As of July 31, 2022, and August 1, 2021, other deferred tax assets included $13 million of state tax credit carryforwards related to various states that expire between 2023 and 2025. As of July 31, 2022, and August 1, 2021, deferred tax asset valuation allowances have been established to offset the $13 million of state credit carryforwards.59 As of July 31, 2022, we had approximately $11 million of undistributed earnings of foreign subsidiaries which are deemed to be permanently reinvested and for which we have not recognized a deferred tax liability. We estimate that the tax liability that might be incurred if permanently reinvested earnings were remitted to the U.S. would not be material. Foreign subsidiary earnings in 2021 and thereafter are not considered permanently reinvested and we have therefore recognized a deferred tax liability and expense.A reconciliation of the activity related to unrecognized tax benefits follows: (Millions)202220212020Balance at beginning of year$ 22 $ 23 $ 24 Increases related to prior-year tax positions 4 — — Decreases related to prior-year tax positions (10) (1) (1) Increases related to current-year tax positions 1 3 2 Settlements (2) — (1) Lapse of statute (1) (3) (1) Balance at end of year$ 14 $ 22 $ 23 The decrease of unrecognized tax benefits was primarily due to audit settlements. The amount of unrecognized tax benefits that, if recognized, would impact the annual effective tax rate was $12 million as of July 31, 2022, and $18 million as of August 1, 2021 and August 2, 2020. The total amount of unrecognized tax benefits can change due to audit settlements, tax examination activities, statute expirations and the recognition and measurement criteria under accounting for uncertainty in income taxes.Our accounting policy for interest and penalties attributable to income taxes is to reflect any expense or benefit as a component of our income tax provision. The total amount of interest and penalties recognized in the Consolidated Statements of Earnings was not material in 2022, 2021, and 2020. The total amount of interest and penalties recognized in the Consolidated Balance Sheets in Other liabilities was $4 million as of July 31, 2022, and as of August 1, 2021.We file income tax returns in the U.S. federal jurisdiction and various state and non-U.S. jurisdictions. In the normal course of business, we are subject to examination by taxing authorities, including the U.S. and Canada. With limited exceptions, we have been audited for income tax purposes in the U.S. through 2020 and in Canada through 2016. In addition, several state income tax examinations are in progress for the years 2016 to 2021.12. Short-term Borrowings and Long-term DebtShort-term borrowings consist of the following: (Millions)20222021Commercial paper$ 235 $ 37 Notes 566 — Finance leases 14 11 Other(1) (1) — Total short-term borrowings$ 814 $ 48 _______________________________________(1)Includes unamortized net discount/premium on debt issuances and debt issuance costs.The weighted-average interest rate of commercial paper, which consisted of U.S. borrowings, was 2.63% as of July 31, 2022, and 0.22% as of August 1, 2021. As of July 31, 2022, we issued $32 million of standby letters of credit. On November 2, 2020, we entered into a committed revolving credit facility totaling $1.85 billion scheduled to mature on November 2, 2023. On September 27, 2021, we replaced the facility with a new $1.85 billion committed revolving facility that matures on September 27, 2026. This facility remained unused at July 31, 2022, except for $1 million of standby letters of credit that we issued under it. The facility contains customary covenants, including a financial covenant with respect to a minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense (as each is defined in the credit facility) of not less than 3.25:1.00, measured quarterly, and customary events of default for credit facilities of this type. Loans under this facility will bear interest at the rates specified in the facility, which vary based on the type of loan and certain other customary conditions. The facility supports our commercial paper program and other general corporate purposes. In March 2020, we borrowed $300 million under our previous revolving credit facility and on May 1, 2020, we repaid the borrowings.60 Long-term debt consists of the following: (Millions)202220212.50% Notes due August 2, 2022$ — $ 450 3.65% Notes due March 15, 2023 566 566 3.95% Notes due March 15, 2025 850 850 3.30% Notes due March 19, 2025 300 300 4.15% Notes due March 15, 2028 1,000 1,000 2.375% Notes due April 24, 2030 500 500 3.80% Notes due August 2, 2042 163 163 4.80% Notes due March 15, 2048 700 700 3.125% Notes due April 24, 2050 500 500 Finance leases 16 19 Other(1) (34) (38) Total$ 4,561 $ 5,010 Less current portion 565 — Total long-term debt$ 3,996 $ 5,010 _______________________________________(1)Includes unamortized net discount/premium on debt issuances and debt issuance costs.Principal amounts of long-term debt mature as follows:(Millions)2024$ 10 2025$ 1,153 2026$ 3 2027$ — Thereafter$ 2,863 Debt ExtinguishmentsOn March 4, 2022, we completed the redemption of all $450 million outstanding aggregate principal amount of our 2.50% Senior Notes due August 2, 2022. The consideration for the redemption was $453 million, including $3 million of premium. We recognized a loss of $4 million (including the $3 million of premium and other costs), which was recorded in Interest expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the redeemed notes through the date of settlement. We used a combination of cash on hand and short-term debt to fund the redemption.On January 22, 2020, we completed the redemption of all $500 million outstanding aggregate principal amount of our 4.25% Senior Notes due 2021. On January 24, 2020, we settled tender offers to purchase $1.2 billion in aggregate principal amount of certain senior unsecured debt, comprising $329 million of 3.30% Senior Notes due 2021, $634 million of 3.65% Senior Notes due 2023, and $237 million of 3.80% Senior Notes due 2043. The consideration for the redemption and the tender offers was $1.765 billion, including $65 million of premium. We recognized a loss of $75 million (including $65 million of premium, fees and other costs paid with the tender offers and unamortized debt issuance costs), which was recorded in Interest expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the purchased notes through the dates of settlement.Debt RepaymentsIn March 2021, we repaid our 3.30% $321 million notes and floating rate $400 million notes, and in May 2021, we repaid our 8.875% $200 million notes.In 2020, we also repaid our $499 million Senior Term Loan due 2021.Debt IssuancesOn April 24, 2020, we issued senior notes in an aggregate principal amount of $1 billion, consisting of $500 million aggregate principal amount of notes bearing interest at a fixed rate of 2.375% per annum, due April 24, 2030, and $500 million aggregate principal amount of notes bearing interest at a fixed rate of 3.125% per annum, due April 24, 2050. On May 1, 2020, we used $300 million of the net proceeds to repay $300 million of borrowings outstanding under a revolving credit facility. The 61 As of July 31, 2022, we had approximately $11 million of undistributed earnings of foreign subsidiaries which are deemed to be permanently reinvested and for which we have not recognized a deferred tax liability. We estimate that the tax liability that might be incurred if permanently reinvested earnings were remitted to the U.S. would not be material. Foreign subsidiary earnings in 2021 and thereafter are not considered permanently reinvested and we have therefore recognized a deferred tax liability and expense.A reconciliation of the activity related to unrecognized tax benefits follows: (Millions)202220212020Balance at beginning of year$ 22 $ 23 $ 24 Increases related to prior-year tax positions 4 — — Decreases related to prior-year tax positions (10) (1) (1) Increases related to current-year tax positions 1 3 2 Settlements (2) — (1) Lapse of statute (1) (3) (1) Balance at end of year$ 14 $ 22 $ 23 The decrease of unrecognized tax benefits was primarily due to audit settlements. The amount of unrecognized tax benefits that, if recognized, would impact the annual effective tax rate was $12 million as of July 31, 2022, and $18 million as of August 1, 2021 and August 2, 2020. The total amount of unrecognized tax benefits can change due to audit settlements, tax examination activities, statute expirations and the recognition and measurement criteria under accounting for uncertainty in income taxes.Our accounting policy for interest and penalties attributable to income taxes is to reflect any expense or benefit as a component of our income tax provision. The total amount of interest and penalties recognized in the Consolidated Statements of Earnings was not material in 2022, 2021, and 2020. The total amount of interest and penalties recognized in the Consolidated Balance Sheets in Other liabilities was $4 million as of July 31, 2022, and as of August 1, 2021.We file income tax returns in the U.S. federal jurisdiction and various state and non-U.S. jurisdictions. In the normal course of business, we are subject to examination by taxing authorities, including the U.S. and Canada. With limited exceptions, we have been audited for income tax purposes in the U.S. through 2020 and in Canada through 2016. In addition, several state income tax examinations are in progress for the years 2016 to 2021.12. Short-term Borrowings and Long-term DebtShort-term borrowings consist of the following: (Millions)20222021Commercial paper$ 235 $ 37 Notes 566 — Finance leases 14 11 Other(1) (1) — Total short-term borrowings$ 814 $ 48 _______________________________________(1)Includes unamortized net discount/premium on debt issuances and debt issuance costs.The weighted-average interest rate of commercial paper, which consisted of U.S. borrowings, was 2.63% as of July 31, 2022, and 0.22% as of August 1, 2021. As of July 31, 2022, we issued $32 million of standby letters of credit. On November 2, 2020, we entered into a committed revolving credit facility totaling $1.85 billion scheduled to mature on November 2, 2023. On September 27, 2021, we replaced the facility with a new $1.85 billion committed revolving facility that matures on September 27, 2026. This facility remained unused at July 31, 2022, except for $1 million of standby letters of credit that we issued under it. The facility contains customary covenants, including a financial covenant with respect to a minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense (as each is defined in the credit facility) of not less than 3.25:1.00, measured quarterly, and customary events of default for credit facilities of this type. Loans under this facility will bear interest at the rates specified in the facility, which vary based on the type of loan and certain other customary conditions. The facility supports our commercial paper program and other general corporate purposes. In March 2020, we borrowed $300 million under our previous revolving credit facility and on May 1, 2020, we repaid the borrowings.60 Long-term debt consists of the following: (Millions)202220212.50% Notes due August 2, 2022$ — $ 450 3.65% Notes due March 15, 2023 566 566 3.95% Notes due March 15, 2025 850 850 3.30% Notes due March 19, 2025 300 300 4.15% Notes due March 15, 2028 1,000 1,000 2.375% Notes due April 24, 2030 500 500 3.80% Notes due August 2, 2042 163 163 4.80% Notes due March 15, 2048 700 700 3.125% Notes due April 24, 2050 500 500 Finance leases 16 19 Other(1) (34) (38) Total$ 4,561 $ 5,010 Less current portion 565 — Total long-term debt$ 3,996 $ 5,010 _______________________________________(1)Includes unamortized net discount/premium on debt issuances and debt issuance costs.Principal amounts of long-term debt mature as follows:(Millions)2024$ 10 2025$ 1,153 2026$ 3 2027$ — Thereafter$ 2,863 Debt ExtinguishmentsOn March 4, 2022, we completed the redemption of all $450 million outstanding aggregate principal amount of our 2.50% Senior Notes due August 2, 2022. The consideration for the redemption was $453 million, including $3 million of premium. We recognized a loss of $4 million (including the $3 million of premium and other costs), which was recorded in Interest expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the redeemed notes through the date of settlement. We used a combination of cash on hand and short-term debt to fund the redemption.On January 22, 2020, we completed the redemption of all $500 million outstanding aggregate principal amount of our 4.25% Senior Notes due 2021. On January 24, 2020, we settled tender offers to purchase $1.2 billion in aggregate principal amount of certain senior unsecured debt, comprising $329 million of 3.30% Senior Notes due 2021, $634 million of 3.65% Senior Notes due 2023, and $237 million of 3.80% Senior Notes due 2043. The consideration for the redemption and the tender offers was $1.765 billion, including $65 million of premium. We recognized a loss of $75 million (including $65 million of premium, fees and other costs paid with the tender offers and unamortized debt issuance costs), which was recorded in Interest expense in the Consolidated Statement of Earnings. In addition, we paid accrued and unpaid interest on the purchased notes through the dates of settlement.Debt RepaymentsIn March 2021, we repaid our 3.30% $321 million notes and floating rate $400 million notes, and in May 2021, we repaid our 8.875% $200 million notes.In 2020, we also repaid our $499 million Senior Term Loan due 2021.Debt IssuancesOn April 24, 2020, we issued senior notes in an aggregate principal amount of $1 billion, consisting of $500 million aggregate principal amount of notes bearing interest at a fixed rate of 2.375% per annum, due April 24, 2030, and $500 million aggregate principal amount of notes bearing interest at a fixed rate of 3.125% per annum, due April 24, 2050. On May 1, 2020, we used $300 million of the net proceeds to repay $300 million of borrowings outstanding under a revolving credit facility. The 61 2.375% Senior Notes due 2030 and the 3.125% Senior Notes due 2050 may each be redeemed at the applicable redemption price, in whole or in part, at our option at any time and from time to time prior to January 24, 2030, and October 24, 2049, respectively. Interest on each of the notes is due semi-annually on April 24 and October 24, commencing on October 24, 2020. The notes contain customary covenants and events of default. If a change of control triggering event occurs, we will be required to offer to purchase the notes at a purchase price equal to 101% of the principal amount plus accrued and unpaid interest, if any, to the purchase date.13. Financial InstrumentsThe principal market risks to which we are exposed are changes in foreign currency exchange rates, interest rates and commodity prices. In addition, we are exposed to equity price changes related to certain deferred compensation obligations. In order to manage these exposures, we follow established risk management policies and procedures, including the use of derivative contracts such as swaps, rate locks, options, forwards and commodity futures. We enter into these derivative contracts for periods consistent with the related underlying exposures, and the contracts do not constitute positions independent of those exposures. We do not enter into derivative contracts for speculative purposes and do not use leveraged instruments. Our derivative programs include instruments that qualify for hedge accounting treatment and instruments that are not designated as accounting hedges.Concentration of Credit RiskWe are exposed to the risk that counterparties to derivative contracts will fail to meet their contractual obligations. To mitigate counterparty credit risk, we enter into contracts only with carefully selected, leading, credit-worthy financial institutions, and distribute contracts among several financial institutions to reduce the concentration of credit risk. We did not have credit risk-related contingent features in our derivative instruments as of July 31, 2022, or August 1, 2021.We are also exposed to credit risk from our customers. During 2022, our largest customer accounted for approximately 22% of consolidated net sales from continuing operations. Our five largest customers accounted for approximately 47% of our consolidated net sales from continuing operations in 2022.We closely monitor credit risk associated with counterparties and customers.Foreign Currency Exchange RiskWe are exposed to foreign currency exchange risk, primarily the Canadian dollar, related to third-party transactions and intercompany transactions. We utilize foreign exchange forward purchase and sale contracts to hedge these exposures. The contracts are either designated as cash-flow hedging instruments or are undesignated. We hedge portions of our forecasted foreign currency transaction exposure with foreign exchange forward contracts for periods typically up to 18 months. The notional amount of foreign exchange forward contracts accounted for as cash-flow hedges was $140 million as of July 31, 2022, and $134 million as of August 1, 2021. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of cash-flow hedges are recorded in other comprehensive income (loss), until earnings are affected by the variability of cash flows. For derivatives that are designated and qualify as hedging instruments, the initial fair value of hedge components excluded from the assessment of effectiveness is recognized in earnings under a systematic and rational method over the life of the hedging instrument and is presented in the same statement of earnings line item as the earnings effect of the hedged item. Any difference between the change in the fair value of the hedge components excluded from the assessment of effectiveness and the amounts recognized in earnings is recorded as a component of other comprehensive income (loss). The notional amount of foreign exchange forward contracts that are not designated as accounting hedges was $13 million as of July 31, 2022, and as of August 1, 2021.Interest Rate RiskWe manage our exposure to changes in interest rates by optimizing the use of variable-rate and fixed-rate debt and we may utilize interest rate swaps in order to maintain our variable-to-total debt ratio within targeted guidelines. Receive fixed rate/pay variable rate interest rate swaps are accounted for as fair-value hedges. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of a fair-value hedge, along with the gain or loss on the underlying hedged asset or liability, are recorded in current-period earnings. We manage our exposure to interest rate volatility on future debt issuances by entering into forward starting interest rate swaps or treasury rate lock contracts to lock in the rate on the interest payments related to anticipated debt issuances. The contracts are either designated as cash-flow hedging instruments or are undesignated. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of cash-flow hedges are recorded in Accumulated other comprehensive income (loss), and reclassified into Interest expense over the life of the debt. The change in fair value on undesignated instruments is recorded in Interest expense. There were no interest rate swaps outstanding as of July 31, 2022, or August 1, 2021.62 Commodity Price RiskWe principally use a combination of purchase orders and various short- and long-term supply arrangements in connection with the purchase of raw materials, including certain commodities and agricultural products. We also enter into commodity futures, options and swap contracts to reduce the volatility of price fluctuations of wheat, diesel fuel, natural gas, soybean oil, aluminum, cocoa, corn, soybean meal and butter. Commodity futures, options and swap contracts are either designated as cash-flow hedging instruments or are undesignated. We hedge a portion of commodity requirements for periods typically up to 18 months. The notional amount of commodity contracts designated as cash flow hedges was $3 million as of July 31, 2022, and $18 million as of August 1, 2021. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of cash-flow hedges are recorded in other comprehensive income (loss), until earnings are affected by the variability of cash flows. The notional amount of commodity contracts not designated as accounting hedges was $254 million as of July 31, 2022, and $190 million as of August 1, 2021. The change in fair value on undesignated instruments is recorded in Cost of products sold.We have a supply contract under which prices for certain raw materials are established based on anticipated volume requirements over a twelve-month period. Certain prices under the contract are based in part on certain component parts of the raw materials that are in excess of our needs or not required for our operations, thereby creating an embedded derivative requiring bifurcation. We net settle amounts due under the contract with our counterparty. The notional amount was approximately $39 million as of July 31, 2022, and $38 million as of August 1, 2021. The change in fair value on the embedded derivative is recorded in Cost of products sold.Equity Price RiskWe enter into swap contracts which hedge a portion of exposures relating to certain deferred compensation obligations linked to the total return of the Vanguard Extended Market Index Plus Fund, the Vanguard Institutional Index Institutional Plus Fund, the Vanguard Short-Term Bond Index Fund and the Vanguard Total International Stock Index Fund. Prior to 2022, we had entered into swap contracts which hedged a portion of exposures linked to the total return of our capital stock. As of July 31, 2022, and August 1, 2021, we no longer hedge our exposure linked to the total return of our capital stock. These contracts are not designated as hedges for accounting purposes. Unrealized gains (losses) and settlements are included in Administrative expenses in the Consolidated Statements of Earnings. We enter into these contracts for periods typically not exceeding 12 months. The notional amounts of the contracts as of July 31, 2022, and August 1, 2021, were $50 million and $29 million, respectively.The following tables summarize the fair value of derivative instruments on a gross basis as recorded in the Consolidated Balance Sheets as of July 31, 2022, and August 1, 2021:(Millions)Balance Sheet Classification20222021Asset DerivativesDerivatives designated as hedges:Commodity contractsOther current assets$ 3 $ 4 Foreign exchange forward contractsOther current assets 2 1 Total derivatives designated as hedges$ 5 $ 5 Derivatives not designated as hedges:Commodity contractsOther current assets$ 20 $ 49 Deferred compensation contractsOther current assets — 3 Total derivatives not designated as hedges$ 20 $ 52 Total asset derivatives$ 25 $ 57 (Millions)Balance Sheet Classification20222021Liability DerivativesDerivatives designated as hedges:Foreign exchange forward contractsAccrued liabilities$ — $ 3 Total derivatives designated as hedges$ — $ 3 Derivatives not designated as hedges:Commodity contractsAccrued liabilities$ 30 $ — Deferred compensation contractsAccrued liabilities 4 — Total derivatives not designated as hedges$ 34 $ — Total liability derivatives$ 34 $ 3 63 2.375% Senior Notes due 2030 and the 3.125% Senior Notes due 2050 may each be redeemed at the applicable redemption price, in whole or in part, at our option at any time and from time to time prior to January 24, 2030, and October 24, 2049, respectively. Interest on each of the notes is due semi-annually on April 24 and October 24, commencing on October 24, 2020. The notes contain customary covenants and events of default. If a change of control triggering event occurs, we will be required to offer to purchase the notes at a purchase price equal to 101% of the principal amount plus accrued and unpaid interest, if any, to the purchase date.13. Financial InstrumentsThe principal market risks to which we are exposed are changes in foreign currency exchange rates, interest rates and commodity prices. In addition, we are exposed to equity price changes related to certain deferred compensation obligations. In order to manage these exposures, we follow established risk management policies and procedures, including the use of derivative contracts such as swaps, rate locks, options, forwards and commodity futures. We enter into these derivative contracts for periods consistent with the related underlying exposures, and the contracts do not constitute positions independent of those exposures. We do not enter into derivative contracts for speculative purposes and do not use leveraged instruments. Our derivative programs include instruments that qualify for hedge accounting treatment and instruments that are not designated as accounting hedges.Concentration of Credit RiskWe are exposed to the risk that counterparties to derivative contracts will fail to meet their contractual obligations. To mitigate counterparty credit risk, we enter into contracts only with carefully selected, leading, credit-worthy financial institutions, and distribute contracts among several financial institutions to reduce the concentration of credit risk. We did not have credit risk-related contingent features in our derivative instruments as of July 31, 2022, or August 1, 2021.We are also exposed to credit risk from our customers. During 2022, our largest customer accounted for approximately 22% of consolidated net sales from continuing operations. Our five largest customers accounted for approximately 47% of our consolidated net sales from continuing operations in 2022.We closely monitor credit risk associated with counterparties and customers.Foreign Currency Exchange RiskWe are exposed to foreign currency exchange risk, primarily the Canadian dollar, related to third-party transactions and intercompany transactions. We utilize foreign exchange forward purchase and sale contracts to hedge these exposures. The contracts are either designated as cash-flow hedging instruments or are undesignated. We hedge portions of our forecasted foreign currency transaction exposure with foreign exchange forward contracts for periods typically up to 18 months. The notional amount of foreign exchange forward contracts accounted for as cash-flow hedges was $140 million as of July 31, 2022, and $134 million as of August 1, 2021. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of cash-flow hedges are recorded in other comprehensive income (loss), until earnings are affected by the variability of cash flows. For derivatives that are designated and qualify as hedging instruments, the initial fair value of hedge components excluded from the assessment of effectiveness is recognized in earnings under a systematic and rational method over the life of the hedging instrument and is presented in the same statement of earnings line item as the earnings effect of the hedged item. Any difference between the change in the fair value of the hedge components excluded from the assessment of effectiveness and the amounts recognized in earnings is recorded as a component of other comprehensive income (loss). The notional amount of foreign exchange forward contracts that are not designated as accounting hedges was $13 million as of July 31, 2022, and as of August 1, 2021.Interest Rate RiskWe manage our exposure to changes in interest rates by optimizing the use of variable-rate and fixed-rate debt and we may utilize interest rate swaps in order to maintain our variable-to-total debt ratio within targeted guidelines. Receive fixed rate/pay variable rate interest rate swaps are accounted for as fair-value hedges. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of a fair-value hedge, along with the gain or loss on the underlying hedged asset or liability, are recorded in current-period earnings. We manage our exposure to interest rate volatility on future debt issuances by entering into forward starting interest rate swaps or treasury rate lock contracts to lock in the rate on the interest payments related to anticipated debt issuances. The contracts are either designated as cash-flow hedging instruments or are undesignated. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of cash-flow hedges are recorded in Accumulated other comprehensive income (loss), and reclassified into Interest expense over the life of the debt. The change in fair value on undesignated instruments is recorded in Interest expense. There were no interest rate swaps outstanding as of July 31, 2022, or August 1, 2021.62 Commodity Price RiskWe principally use a combination of purchase orders and various short- and long-term supply arrangements in connection with the purchase of raw materials, including certain commodities and agricultural products. We also enter into commodity futures, options and swap contracts to reduce the volatility of price fluctuations of wheat, diesel fuel, natural gas, soybean oil, aluminum, cocoa, corn, soybean meal and butter. Commodity futures, options and swap contracts are either designated as cash-flow hedging instruments or are undesignated. We hedge a portion of commodity requirements for periods typically up to 18 months. The notional amount of commodity contracts designated as cash flow hedges was $3 million as of July 31, 2022, and $18 million as of August 1, 2021. Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of cash-flow hedges are recorded in other comprehensive income (loss), until earnings are affected by the variability of cash flows. The notional amount of commodity contracts not designated as accounting hedges was $254 million as of July 31, 2022, and $190 million as of August 1, 2021. The change in fair value on undesignated instruments is recorded in Cost of products sold.We have a supply contract under which prices for certain raw materials are established based on anticipated volume requirements over a twelve-month period. Certain prices under the contract are based in part on certain component parts of the raw materials that are in excess of our needs or not required for our operations, thereby creating an embedded derivative requiring bifurcation. We net settle amounts due under the contract with our counterparty. The notional amount was approximately $39 million as of July 31, 2022, and $38 million as of August 1, 2021. The change in fair value on the embedded derivative is recorded in Cost of products sold.Equity Price RiskWe enter into swap contracts which hedge a portion of exposures relating to certain deferred compensation obligations linked to the total return of the Vanguard Extended Market Index Plus Fund, the Vanguard Institutional Index Institutional Plus Fund, the Vanguard Short-Term Bond Index Fund and the Vanguard Total International Stock Index Fund. Prior to 2022, we had entered into swap contracts which hedged a portion of exposures linked to the total return of our capital stock. As of July 31, 2022, and August 1, 2021, we no longer hedge our exposure linked to the total return of our capital stock. These contracts are not designated as hedges for accounting purposes. Unrealized gains (losses) and settlements are included in Administrative expenses in the Consolidated Statements of Earnings. We enter into these contracts for periods typically not exceeding 12 months. The notional amounts of the contracts as of July 31, 2022, and August 1, 2021, were $50 million and $29 million, respectively.The following tables summarize the fair value of derivative instruments on a gross basis as recorded in the Consolidated Balance Sheets as of July 31, 2022, and August 1, 2021:(Millions)Balance Sheet Classification20222021Asset DerivativesDerivatives designated as hedges:Commodity contractsOther current assets$ 3 $ 4 Foreign exchange forward contractsOther current assets 2 1 Total derivatives designated as hedges$ 5 $ 5 Derivatives not designated as hedges:Commodity contractsOther current assets$ 20 $ 49 Deferred compensation contractsOther current assets — 3 Total derivatives not designated as hedges$ 20 $ 52 Total asset derivatives$ 25 $ 57 (Millions)Balance Sheet Classification20222021Liability DerivativesDerivatives designated as hedges:Foreign exchange forward contractsAccrued liabilities$ — $ 3 Total derivatives designated as hedges$ — $ 3 Derivatives not designated as hedges:Commodity contractsAccrued liabilities$ 30 $ — Deferred compensation contractsAccrued liabilities 4 — Total derivatives not designated as hedges$ 34 $ — Total liability derivatives$ 34 $ 3 63 We do not offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable netting agreements. However, if we were to offset and record the asset and liability balances of derivatives on a net basis, the amounts presented in the Consolidated Balance Sheets as of July 31, 2022, and August 1, 2021, would be adjusted as detailed in the following table:20222021(Millions)Gross Amounts Presented in the Consolidated Balance SheetGross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting AgreementsNet AmountGross Amounts Presented in the Consolidated Balance SheetGross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting AgreementsNet AmountTotal asset derivatives$ 25 $ (17) $ 8 $ 57 $ (1) $ 56 Total liability derivatives$ 34 $ (17) $ 17 $ 3 $ (1) $ 2 We are required to maintain cash margin accounts in connection with funding the settlement of open positions for exchange-traded commodity derivative instruments. A cash margin asset balance of $8 million at July 31, 2022, and a liability balance of $14 million at August 1, 2021, were included in Other current assets and Accrued liabilities, respectively, in the Consolidated Balance Sheets.The following tables show the effect of our derivative instruments designated as cash-flow hedges for the years ended July 31, 2022, August 1, 2021, and August 2, 2020 in other comprehensive income (loss) (OCI) and the Consolidated Statements of Earnings: Total Cash-Flow HedgeOCI Activity(Millions) 202220212020OCI derivative gain (loss) at beginning of year$ (5) $ (8) $ (11) Effective portion of changes in fair value recognized in OCI:Commodity contracts 13 4 — Foreign exchange forward contracts 4 (9) 3 Amount of loss (gain) reclassified from OCI to earnings:Location in EarningsCommodity contractsCost of products sold (14) — — Foreign exchange forward contractsCost of products sold 1 6 (2) Foreign exchange forward contractsOther expenses / (income) — 1 — Foreign exchange forward contractsEarnings (loss) from discontinued operations — — 1 Forward starting interest rate swapsInterest expense 1 1 1 OCI derivative gain (loss) at end of year$ — $ (5) $ (8) Based on current valuations, the amount expected to be reclassified from OCI into earnings within the next 12 months is a gain of $4 million.The following table shows the total amounts of line items presented in the Consolidated Statements of Earnings for the years ended 2022, 2021, and 2020 in which the effects of derivative instruments designated as cash-flow hedges are recorded and the total effect of hedge activity on these line items are as follows:202220212020(Millions)Cost of products soldInterest expenseCost of products soldOther expenses / (income)Interest expenseCost of products soldInterest expenseEarnings (loss) from discontinued operationsConsolidated Statements of Earnings:$ 5,935 $ 189 $ 5,665 $ (254) $ 210 $ 5,692 $ 345 $ 1,036 Loss (gain) on cash-flow hedges:Amount of loss (gain) reclassified from OCI to earnings$ (13) $ 1 $ 6 $ 1 $ 1 $ (2) $ 1 $ 1 64 The amount excluded from effectiveness testing recognized in each line item of earnings using an amortization approach was not material in all periods presented.The following table shows the effects of our derivative instruments not designated as hedges in the Consolidated Statements of Earnings:(Millions)Location of Loss (Gain)Recognized in Earnings202220212020Foreign exchange forward contractsCost of products sold$ — $ 2 $ (1) Foreign exchange forward contractsOther expenses / (income) — — 2 Commodity contractsCost of products sold 8 (55) 12 Deferred compensation contractsAdministrative expenses 3 (8) (2) Treasury rate lock contractsInterest expense — — (3) Total$ 11 $ (61) $ 8 14. Variable Interest EntityIn February 2016, we agreed to make a capital commitment subject to certain qualifications of up to $125 million to Acre, a limited partnership formed to make venture capital investments in innovative new companies in food and food-related industries. Acre was managed by its general partner, Acre Ventures GP, LLC, which was independent of us. We were the sole limited partner of Acre and owned a 99.8% interest. Acre was a VIE. We entered into an agreement to sell our interest in Acre on April 26, 2020, and completed the sale on May 8, 2020, for $30 million resulting in a loss of $45 million recognized in the third quarter of 2020 as a result of the pending sale. We consolidated Acre and accounted for the third party ownership as a noncontrolling interest. Through the date of the sale, we funded $86 million of the capital commitment. Acre elected the fair value option to account for qualifying investments to more appropriately reflect the value of the investments in the financial statements. Changes in the fair values of investments for which the fair value option was elected were included in Other expenses / (income) on the Consolidated Statements of Earnings.15. Fair Value MeasurementsWe categorize financial assets and liabilities based on the following fair value hierarchy:•Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.•Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability through corroboration with observable market data.•Level 3: Unobservable inputs, which are valued based on our estimates of assumptions that market participants would use in pricing the asset or liability.Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. When available, we use unadjusted quoted market prices to measure the fair value and classify such items as Level 1. If quoted market prices are not available, we base fair value upon internally developed models that use current market-based or independently sourced market parameters such as interest rates and currency rates. Included in the fair value of derivative instruments is an adjustment for credit and nonperformance risk.65 We do not offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable netting agreements. However, if we were to offset and record the asset and liability balances of derivatives on a net basis, the amounts presented in the Consolidated Balance Sheets as of July 31, 2022, and August 1, 2021, would be adjusted as detailed in the following table:20222021(Millions)Gross Amounts Presented in the Consolidated Balance SheetGross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting AgreementsNet AmountGross Amounts Presented in the Consolidated Balance SheetGross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting AgreementsNet AmountTotal asset derivatives$ 25 $ (17) $ 8 $ 57 $ (1) $ 56 Total liability derivatives$ 34 $ (17) $ 17 $ 3 $ (1) $ 2 We are required to maintain cash margin accounts in connection with funding the settlement of open positions for exchange-traded commodity derivative instruments. A cash margin asset balance of $8 million at July 31, 2022, and a liability balance of $14 million at August 1, 2021, were included in Other current assets and Accrued liabilities, respectively, in the Consolidated Balance Sheets.The following tables show the effect of our derivative instruments designated as cash-flow hedges for the years ended July 31, 2022, August 1, 2021, and August 2, 2020 in other comprehensive income (loss) (OCI) and the Consolidated Statements of Earnings: Total Cash-Flow HedgeOCI Activity(Millions) 202220212020OCI derivative gain (loss) at beginning of year$ (5) $ (8) $ (11) Effective portion of changes in fair value recognized in OCI:Commodity contracts 13 4 — Foreign exchange forward contracts 4 (9) 3 Amount of loss (gain) reclassified from OCI to earnings:Location in EarningsCommodity contractsCost of products sold (14) — — Foreign exchange forward contractsCost of products sold 1 6 (2) Foreign exchange forward contractsOther expenses / (income) — 1 — Foreign exchange forward contractsEarnings (loss) from discontinued operations — — 1 Forward starting interest rate swapsInterest expense 1 1 1 OCI derivative gain (loss) at end of year$ — $ (5) $ (8) Based on current valuations, the amount expected to be reclassified from OCI into earnings within the next 12 months is a gain of $4 million.The following table shows the total amounts of line items presented in the Consolidated Statements of Earnings for the years ended 2022, 2021, and 2020 in which the effects of derivative instruments designated as cash-flow hedges are recorded and the total effect of hedge activity on these line items are as follows:202220212020(Millions)Cost of products soldInterest expenseCost of products soldOther expenses / (income)Interest expenseCost of products soldInterest expenseEarnings (loss) from discontinued operationsConsolidated Statements of Earnings:$ 5,935 $ 189 $ 5,665 $ (254) $ 210 $ 5,692 $ 345 $ 1,036 Loss (gain) on cash-flow hedges:Amount of loss (gain) reclassified from OCI to earnings$ (13) $ 1 $ 6 $ 1 $ 1 $ (2) $ 1 $ 1 64 The amount excluded from effectiveness testing recognized in each line item of earnings using an amortization approach was not material in all periods presented.The following table shows the effects of our derivative instruments not designated as hedges in the Consolidated Statements of Earnings:(Millions)Location of Loss (Gain)Recognized in Earnings202220212020Foreign exchange forward contractsCost of products sold$ — $ 2 $ (1) Foreign exchange forward contractsOther expenses / (income) — — 2 Commodity contractsCost of products sold 8 (55) 12 Deferred compensation contractsAdministrative expenses 3 (8) (2) Treasury rate lock contractsInterest expense — — (3) Total$ 11 $ (61) $ 8 14. Variable Interest EntityIn February 2016, we agreed to make a capital commitment subject to certain qualifications of up to $125 million to Acre, a limited partnership formed to make venture capital investments in innovative new companies in food and food-related industries. Acre was managed by its general partner, Acre Ventures GP, LLC, which was independent of us. We were the sole limited partner of Acre and owned a 99.8% interest. Acre was a VIE. We entered into an agreement to sell our interest in Acre on April 26, 2020, and completed the sale on May 8, 2020, for $30 million resulting in a loss of $45 million recognized in the third quarter of 2020 as a result of the pending sale. We consolidated Acre and accounted for the third party ownership as a noncontrolling interest. Through the date of the sale, we funded $86 million of the capital commitment. Acre elected the fair value option to account for qualifying investments to more appropriately reflect the value of the investments in the financial statements. Changes in the fair values of investments for which the fair value option was elected were included in Other expenses / (income) on the Consolidated Statements of Earnings.15. Fair Value MeasurementsWe categorize financial assets and liabilities based on the following fair value hierarchy:•Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.•Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability through corroboration with observable market data.•Level 3: Unobservable inputs, which are valued based on our estimates of assumptions that market participants would use in pricing the asset or liability.Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. When available, we use unadjusted quoted market prices to measure the fair value and classify such items as Level 1. If quoted market prices are not available, we base fair value upon internally developed models that use current market-based or independently sourced market parameters such as interest rates and currency rates. Included in the fair value of derivative instruments is an adjustment for credit and nonperformance risk.65 Assets and Liabilities Measured at Fair Value on a Recurring BasisThe following tables present our financial assets and liabilities that are measured at fair value on a recurring basis as of July 31, 2022, and August 1, 2021, consistent with the fair value hierarchy: Fair Valueas ofJuly 31, 2022Fair Value Measurements atJuly 31, 2022 UsingFair Value HierarchyFair Valueas ofAugust 1,2021Fair Value Measurements atAugust 1, 2021 UsingFair Value Hierarchy(Millions)Level 1Level 2Level 3Level 1Level 2Level 3AssetsForeign exchange forward contracts(1)$ 2 $ — $ 2 $ — $ 1 $ — $ 1 $ — Commodity derivative contracts(2) 23 — 19 4 53 21 31 1 Deferred compensation derivative contracts(3) — — — — 3 — 3 — Deferred compensation investments(4) 2 2 — — 3 3 — — Total assets at fair value$ 27 $ 2 $ 21 $ 4 $ 60 $ 24 $ 35 $ 1 Fair Valueas ofJuly 31, 2022Fair Value Measurements atJuly 31, 2022 UsingFair Value HierarchyFair Valueas ofAugust 1,2021Fair Value Measurements atAugust 1, 2021 UsingFair Value Hierarchy(Millions)Level 1Level 2Level 3Level 1Level 2Level 3LiabilitiesForeign exchange forward contracts(1)$ — $ — $ — $ — $ 3 $ — $ 3 $ — Commodity derivative contracts(2) 30 6 24 — — — — — Deferred compensation derivative contracts(3) 4 — 4 — — — — — Deferred compensation obligation(4) 96 96 — — 105 105 — — Total liabilities at fair value$ 130 $ 102 $ 28 $ — $ 108 $ 105 $ 3 $ — ___________________________________ (1)Based on observable market transactions of spot currency rates and forward rates. (2)Level 1 and 2 are based on quoted futures exchanges and on observable prices of futures and options transactions in the marketplace. Level 3 is based on unobservable inputs in which there is little or no market data, which requires management’s own assumptions within an internally developed model.(3)Based on equity index swap rates.(4)Based on the fair value of the participants’ investments.66 The following table summarizes the changes in fair value of Level 3 assets for the years ended July 31, 2022, and August 1, 2021:(Millions)20222021Fair value at beginning of year$ 1 $ 2 Gains (losses) 18 6 Settlements (15) (7) Fair value at end of year$ 4 $ 1 Fair Value of Financial InstrumentsThe carrying values of cash and cash equivalents, accounts receivable and accounts payable approximate fair value. There were cash equivalents of $27 million at July 31, 2022, and none at August 1, 2021. Cash equivalents represent fair value as these highly liquid investments have an original maturity of three months or less. Fair value of cash equivalents is based on Level 2 inputs. The fair value of short- and long-term debt was $4.637 billion at July 31, 2022, and $5.613 billion at August 1, 2021. The carrying value was $4.81 billion at July 31, 2022, and $5.058 billion at August 1, 2021. The fair value of long-term debt is principally estimated using Level 2 inputs based on quoted market prices or pricing models using current market rates.16. Shareholders' EquityWe have authorized 560 million shares of Capital stock with $.0375 par value and 40 million shares of Preferred stock, issuable in one or more classes, with or without par as may be authorized by the Board of Directors. No Preferred stock has been issued.Share Repurchase ProgramsIn June 2021, the Board authorized an anti-dilutive share repurchase program of up to $250 million (June 2021 program) to offset the impact of dilution from shares issued under our stock compensation programs. The June 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the June 2021 program may be made in open-market or privately negotiated transactions.In September 2021, the Board approved a strategic share repurchase program of up to $500 million (September 2021 program). The September 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the September 2021 program may be made in open-market or privately negotiated transactions. In 2022, we repurchased 3.8 million shares at a cost of $167 million. Of this amount, $42 million was used to repurchase shares pursuant to our June 2021 program and $125 million was used to repurchase share pursuant to our September 2021 program. As of July 31, 2022, approximately $172 million remained available under the June 2021 program and approximately $375 million remained under the September 2021 program. In 2021, we repurchased approximately 1 million shares at a cost of $36 million.17. Stock-based CompensationIn 2005, shareholders approved the 2005 Long-Term Incentive Plan, which authorized the issuance of 6 million shares to satisfy awards of stock options, stock appreciation rights, unrestricted stock, restricted stock/units (including performance restricted stock) and performance units. In 2008, shareholders approved an amendment to the 2005 Long-Term Incentive Plan to increase the number of authorized shares to 10.5 million and in 2010, shareholders approved another amendment to the 2005 Long-Term Incentive Plan to increase the number of authorized shares to 17.5 million. In 2015, shareholders approved the 2015 Long-Term Incentive Plan, which authorized the issuance of 13 million shares. Approximately 6 million of these shares were shares that were currently available under the 2005 plan and were incorporated into the 2015 Plan upon approval by shareholders. Awards under Long-Term Incentive Plans may be granted to employees and directors. Pursuant to the Long-Term Incentive Plan, we adopted a long-term incentive compensation program which provides for grants of total shareholder return (TSR) performance restricted stock/units, EPS performance restricted stock/units, strategic performance restricted stock/units, time-lapse restricted stock/units, special performance restricted stock/units, free cash flow (FCF) performance restricted stock/units and unrestricted stock. Under the program, awards of TSR performance restricted stock/units will be earned by comparing our total shareholder return during a three-year period to the respective total shareholder returns of companies in a performance peer group. Based upon our ranking in the performance peer group after the relevant three-year performance period, a recipient of TSR performance restricted stock/units may earn a total award ranging from 0% to 200% of the initial grant. Awards of EPS performance restricted stock/units granted in 2022 will be earned upon the achievement of our adjusted EPS compound annual growth rate goal (EPS CAGR performance restricted stock/units), measured over a three-year period. A recipient of EPS CAGR performance restricted stock/units may earn a total award ranging from 0% to 200% of the initial grant. Awards of EPS 67 Assets and Liabilities Measured at Fair Value on a Recurring BasisThe following tables present our financial assets and liabilities that are measured at fair value on a recurring basis as of July 31, 2022, and August 1, 2021, consistent with the fair value hierarchy: Fair Valueas ofJuly 31, 2022Fair Value Measurements atJuly 31, 2022 UsingFair Value HierarchyFair Valueas ofAugust 1,2021Fair Value Measurements atAugust 1, 2021 UsingFair Value Hierarchy(Millions)Level 1Level 2Level 3Level 1Level 2Level 3AssetsForeign exchange forward contracts(1)$ 2 $ — $ 2 $ — $ 1 $ — $ 1 $ — Commodity derivative contracts(2) 23 — 19 4 53 21 31 1 Deferred compensation derivative contracts(3) — — — — 3 — 3 — Deferred compensation investments(4) 2 2 — — 3 3 — — Total assets at fair value$ 27 $ 2 $ 21 $ 4 $ 60 $ 24 $ 35 $ 1 Fair Valueas ofJuly 31, 2022Fair Value Measurements atJuly 31, 2022 UsingFair Value HierarchyFair Valueas ofAugust 1,2021Fair Value Measurements atAugust 1, 2021 UsingFair Value Hierarchy(Millions)Level 1Level 2Level 3Level 1Level 2Level 3LiabilitiesForeign exchange forward contracts(1)$ — $ — $ — $ — $ 3 $ — $ 3 $ — Commodity derivative contracts(2) 30 6 24 — — — — — Deferred compensation derivative contracts(3) 4 — 4 — — — — — Deferred compensation obligation(4) 96 96 — — 105 105 — — Total liabilities at fair value$ 130 $ 102 $ 28 $ — $ 108 $ 105 $ 3 $ — ___________________________________ (1)Based on observable market transactions of spot currency rates and forward rates. (2)Level 1 and 2 are based on quoted futures exchanges and on observable prices of futures and options transactions in the marketplace. Level 3 is based on unobservable inputs in which there is little or no market data, which requires management’s own assumptions within an internally developed model.(3)Based on equity index swap rates.(4)Based on the fair value of the participants’ investments.66 The following table summarizes the changes in fair value of Level 3 assets for the years ended July 31, 2022, and August 1, 2021:(Millions)20222021Fair value at beginning of year$ 1 $ 2 Gains (losses) 18 6 Settlements (15) (7) Fair value at end of year$ 4 $ 1 Fair Value of Financial InstrumentsThe carrying values of cash and cash equivalents, accounts receivable and accounts payable approximate fair value. There were cash equivalents of $27 million at July 31, 2022, and none at August 1, 2021. Cash equivalents represent fair value as these highly liquid investments have an original maturity of three months or less. Fair value of cash equivalents is based on Level 2 inputs. The fair value of short- and long-term debt was $4.637 billion at July 31, 2022, and $5.613 billion at August 1, 2021. The carrying value was $4.81 billion at July 31, 2022, and $5.058 billion at August 1, 2021. The fair value of long-term debt is principally estimated using Level 2 inputs based on quoted market prices or pricing models using current market rates.16. Shareholders' EquityWe have authorized 560 million shares of Capital stock with $.0375 par value and 40 million shares of Preferred stock, issuable in one or more classes, with or without par as may be authorized by the Board of Directors. No Preferred stock has been issued.Share Repurchase ProgramsIn June 2021, the Board authorized an anti-dilutive share repurchase program of up to $250 million (June 2021 program) to offset the impact of dilution from shares issued under our stock compensation programs. The June 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the June 2021 program may be made in open-market or privately negotiated transactions.In September 2021, the Board approved a strategic share repurchase program of up to $500 million (September 2021 program). The September 2021 program has no expiration date, but it may be suspended or discontinued at any time. Repurchases under the September 2021 program may be made in open-market or privately negotiated transactions. In 2022, we repurchased 3.8 million shares at a cost of $167 million. Of this amount, $42 million was used to repurchase shares pursuant to our June 2021 program and $125 million was used to repurchase share pursuant to our September 2021 program. As of July 31, 2022, approximately $172 million remained available under the June 2021 program and approximately $375 million remained under the September 2021 program. In 2021, we repurchased approximately 1 million shares at a cost of $36 million.17. Stock-based CompensationIn 2005, shareholders approved the 2005 Long-Term Incentive Plan, which authorized the issuance of 6 million shares to satisfy awards of stock options, stock appreciation rights, unrestricted stock, restricted stock/units (including performance restricted stock) and performance units. In 2008, shareholders approved an amendment to the 2005 Long-Term Incentive Plan to increase the number of authorized shares to 10.5 million and in 2010, shareholders approved another amendment to the 2005 Long-Term Incentive Plan to increase the number of authorized shares to 17.5 million. In 2015, shareholders approved the 2015 Long-Term Incentive Plan, which authorized the issuance of 13 million shares. Approximately 6 million of these shares were shares that were currently available under the 2005 plan and were incorporated into the 2015 Plan upon approval by shareholders. Awards under Long-Term Incentive Plans may be granted to employees and directors. Pursuant to the Long-Term Incentive Plan, we adopted a long-term incentive compensation program which provides for grants of total shareholder return (TSR) performance restricted stock/units, EPS performance restricted stock/units, strategic performance restricted stock/units, time-lapse restricted stock/units, special performance restricted stock/units, free cash flow (FCF) performance restricted stock/units and unrestricted stock. Under the program, awards of TSR performance restricted stock/units will be earned by comparing our total shareholder return during a three-year period to the respective total shareholder returns of companies in a performance peer group. Based upon our ranking in the performance peer group after the relevant three-year performance period, a recipient of TSR performance restricted stock/units may earn a total award ranging from 0% to 200% of the initial grant. Awards of EPS performance restricted stock/units granted in 2022 will be earned upon the achievement of our adjusted EPS compound annual growth rate goal (EPS CAGR performance restricted stock/units), measured over a three-year period. A recipient of EPS CAGR performance restricted stock/units may earn a total award ranging from 0% to 200% of the initial grant. Awards of EPS 67 performance restricted stock/units granted prior to 2022 were earned based upon our achievement of annual earnings per share goals and vested over the relevant three-year period. During the three-year vesting period, a recipient of EPS performance restricted stock/units earned a total award of either 0% or 100% of the initial grant. Awards of the strategic performance restricted stock units were earned based upon the achievement of two key metrics, net sales and EPS growth, compared to strategic plan objectives during a three-year period. A recipient of strategic performance restricted stock units earned a total award ranging from 0% to 200% of the initial grant. Awards of FCF performance restricted stock units were earned based upon the achievement of free cash flow (defined as Net cash provided by operating activities less capital expenditures and certain investing and financing activities) compared to annual operating plan objectives over a three-year period. An annual objective was established each fiscal year for three consecutive years. Performance against these objectives was averaged at the end of the three-year period to determine the number of underlying units that vested at the end of the three years. A recipient of FCF performance restricted stock units earned a total award ranging from 0% to 200% of the initial grant. Awards of time-lapse restricted stock/units will vest ratably over the three-year period. In addition, we may issue special grants of restricted stock/units to attract and retain executives which vest over various periods. Awards are generally granted annually in October. Stock options are granted on a selective basis under the Long-Term Incentive Plans. The term of a stock option granted under these plans may not exceed ten years from the date of grant. The option price may not be less than the fair market value of a share of common stock on the date of the grant. Options granted under these plans generally vest ratably over a three-year period. In 2019, we also granted certain options that vest at the end of a three-year period. We last issued stock options in 2019.In 2022, we issued time-lapse restricted stock units, unrestricted stock, TSR performance restricted stock units and EPS CAGR performance restricted stock units. We last issued FCF performance restricted stock units in 2019, EPS performance restricted stock units in 2018, strategic performance restricted stock units in 2014 and special performance restricted units in 2015.In determining stock-based compensation expense, we estimate forfeitures expected to occur. Total pre-tax stock-based compensation expense and tax-related benefits recognized in Earnings from continuing operations were as follows:(Millions)202220212020Total pre-tax stock-based compensation expense$ 59 $ 64 $ 59 Tax-related benefits$ 10 $ 12 $ 11 In 2020, total pre-tax stock-based compensation expense recognized in Earnings (loss) from discontinued operations was $2 million. The tax-related benefits were not material.The following table summarizes stock option activity as of July 31, 2022:OptionsWeighted-AverageExercisePriceWeighted-AverageRemainingContractualLifeAggregateIntrinsicValue(Options inthousands) (In years) Outstanding at August 1, 2021 1,372 $ 45.61 Granted — $ — Exercised (75) $ 38.15 Terminated — $ — Outstanding at July 31, 2022 1,297 $ 46.04 4.8$ 6 Exercisable at July 31, 2022 1,297 $ 46.04 4.8$ 6 The total intrinsic value of options exercised during 2022 and 2020 was $1 million and $2 million, respectively. The total intrinsic value of options exercised during 2021 was not material. We measured the fair value of stock options using the Black-Scholes option pricing model.We expensed stock options on a straight-line basis over the vesting period, except for awards issued to retirement eligible participants, which we expensed on an accelerated basis. As of January 2022, compensation related to stock options was fully expensed.68 The following table summarizes time-lapse restricted stock units, EPS CAGR performance restricted stock units and FCF performance restricted stock units as of July 31, 2022:UnitsWeighted-AverageGrant-DateFair Value (Restricted stockunits in thousands) Nonvested at August 1, 2021 1,814 $ 45.63 Granted 1,543 $ 41.96 Vested (1,175) $ 43.97 Forfeited (236) $ 44.38 Nonvested at July 31, 2022 1,946 $ 43.88 We determine the fair value of time-lapse restricted stock units, EPS CAGR performance restricted stock units, FCF performance restricted stock units and EPS performance restricted stock units based on the quoted price of our stock at the date of grant. We expense time-lapse restricted stock units and EPS CAGR performance restricted stock units on a straight-line basis over the vesting period, except for awards issued to retirement-eligible participants, which we expense on an accelerated basis. There were 297 thousand EPS CAGR performance target grants outstanding at July 31, 2022 with a weighted-average grant-date fair value of $41.50. We expensed FCF performance restricted stock units over the requisite service period of each objective. As of October 31, 2021, there were no FCF performance target grants outstanding. We expensed EPS performance restricted stock units on a graded vesting basis, expect for awards issued to retirement-eligible participants, which we expensed on an accelerated basis. As of November 1, 2020, there were no EPS performance target grants outstanding. The actual number of EPS CAGR performance restricted stock units, FCF performance restricted stock units and EPS performance restricted stock units, that vest will depend on actual performance achieved. We estimate expense based on the number of awards expected to vest. As of July 31, 2022, total remaining unearned compensation related to nonvested time-lapse restricted stock units and EPS CAGR performance restricted units was $37 million, which will be amortized over the weighted-average remaining service period of 1.7 years. In the first quarter of 2022, recipients of FCF performance restricted stock units earned 167% of the initial grants based upon the average of actual performance achieved during a three-year period ended August 1, 2021. As a result, approximately 158 thousand additional shares were awarded. The fair value of restricted stock units vested during 2022, 2021 and 2020 was $50 million, $38 million and $41 million, respectively. The weighted-average grant-date fair value of the restricted stock units granted during 2021 and 2020 was $48.37 and $46.82, respectively.The following table summarizes TSR performance restricted stock units as of July 31, 2022:UnitsWeighted-AverageGrant-DateFair Value (Restricted stockunits in thousands) Nonvested at August 1, 2021 1,222 $ 53.60 Granted 331 $ 45.54 Vested (178) $ 31.35 Forfeited (222) $ 48.85 Nonvested at July 31, 2022 1,153 $ 55.63 We estimated the fair value of TSR performance restricted stock units at the grant date using a Monte Carlo simulation. Weighted-average assumptions used in the Monte Carlo simulation were as follows: 202220212020Risk-free interest rate0.46%0.15%1.48%Expected dividend yield3.50%2.85%2.95%Expected volatility27.42%29.99%27.01%Expected term3 years3 years3 yearsWe recognize compensation expense on a straight-line basis over the service period, except for awards issued to retirement eligible participants, which we expense on an accelerated basis. As of July 31, 2022, total remaining unearned compensation 69 performance restricted stock/units granted prior to 2022 were earned based upon our achievement of annual earnings per share goals and vested over the relevant three-year period. During the three-year vesting period, a recipient of EPS performance restricted stock/units earned a total award of either 0% or 100% of the initial grant. Awards of the strategic performance restricted stock units were earned based upon the achievement of two key metrics, net sales and EPS growth, compared to strategic plan objectives during a three-year period. A recipient of strategic performance restricted stock units earned a total award ranging from 0% to 200% of the initial grant. Awards of FCF performance restricted stock units were earned based upon the achievement of free cash flow (defined as Net cash provided by operating activities less capital expenditures and certain investing and financing activities) compared to annual operating plan objectives over a three-year period. An annual objective was established each fiscal year for three consecutive years. Performance against these objectives was averaged at the end of the three-year period to determine the number of underlying units that vested at the end of the three years. A recipient of FCF performance restricted stock units earned a total award ranging from 0% to 200% of the initial grant. Awards of time-lapse restricted stock/units will vest ratably over the three-year period. In addition, we may issue special grants of restricted stock/units to attract and retain executives which vest over various periods. Awards are generally granted annually in October. Stock options are granted on a selective basis under the Long-Term Incentive Plans. The term of a stock option granted under these plans may not exceed ten years from the date of grant. The option price may not be less than the fair market value of a share of common stock on the date of the grant. Options granted under these plans generally vest ratably over a three-year period. In 2019, we also granted certain options that vest at the end of a three-year period. We last issued stock options in 2019.In 2022, we issued time-lapse restricted stock units, unrestricted stock, TSR performance restricted stock units and EPS CAGR performance restricted stock units. We last issued FCF performance restricted stock units in 2019, EPS performance restricted stock units in 2018, strategic performance restricted stock units in 2014 and special performance restricted units in 2015.In determining stock-based compensation expense, we estimate forfeitures expected to occur. Total pre-tax stock-based compensation expense and tax-related benefits recognized in Earnings from continuing operations were as follows:(Millions)202220212020Total pre-tax stock-based compensation expense$ 59 $ 64 $ 59 Tax-related benefits$ 10 $ 12 $ 11 In 2020, total pre-tax stock-based compensation expense recognized in Earnings (loss) from discontinued operations was $2 million. The tax-related benefits were not material.The following table summarizes stock option activity as of July 31, 2022:OptionsWeighted-AverageExercisePriceWeighted-AverageRemainingContractualLifeAggregateIntrinsicValue(Options inthousands) (In years) Outstanding at August 1, 2021 1,372 $ 45.61 Granted — $ — Exercised (75) $ 38.15 Terminated — $ — Outstanding at July 31, 2022 1,297 $ 46.04 4.8$ 6 Exercisable at July 31, 2022 1,297 $ 46.04 4.8$ 6 The total intrinsic value of options exercised during 2022 and 2020 was $1 million and $2 million, respectively. The total intrinsic value of options exercised during 2021 was not material. We measured the fair value of stock options using the Black-Scholes option pricing model.We expensed stock options on a straight-line basis over the vesting period, except for awards issued to retirement eligible participants, which we expensed on an accelerated basis. As of January 2022, compensation related to stock options was fully expensed.68 The following table summarizes time-lapse restricted stock units, EPS CAGR performance restricted stock units and FCF performance restricted stock units as of July 31, 2022:UnitsWeighted-AverageGrant-DateFair Value (Restricted stockunits in thousands) Nonvested at August 1, 2021 1,814 $ 45.63 Granted 1,543 $ 41.96 Vested (1,175) $ 43.97 Forfeited (236) $ 44.38 Nonvested at July 31, 2022 1,946 $ 43.88 We determine the fair value of time-lapse restricted stock units, EPS CAGR performance restricted stock units, FCF performance restricted stock units and EPS performance restricted stock units based on the quoted price of our stock at the date of grant. We expense time-lapse restricted stock units and EPS CAGR performance restricted stock units on a straight-line basis over the vesting period, except for awards issued to retirement-eligible participants, which we expense on an accelerated basis. There were 297 thousand EPS CAGR performance target grants outstanding at July 31, 2022 with a weighted-average grant-date fair value of $41.50. We expensed FCF performance restricted stock units over the requisite service period of each objective. As of October 31, 2021, there were no FCF performance target grants outstanding. We expensed EPS performance restricted stock units on a graded vesting basis, expect for awards issued to retirement-eligible participants, which we expensed on an accelerated basis. As of November 1, 2020, there were no EPS performance target grants outstanding. The actual number of EPS CAGR performance restricted stock units, FCF performance restricted stock units and EPS performance restricted stock units, that vest will depend on actual performance achieved. We estimate expense based on the number of awards expected to vest. As of July 31, 2022, total remaining unearned compensation related to nonvested time-lapse restricted stock units and EPS CAGR performance restricted units was $37 million, which will be amortized over the weighted-average remaining service period of 1.7 years. In the first quarter of 2022, recipients of FCF performance restricted stock units earned 167% of the initial grants based upon the average of actual performance achieved during a three-year period ended August 1, 2021. As a result, approximately 158 thousand additional shares were awarded. The fair value of restricted stock units vested during 2022, 2021 and 2020 was $50 million, $38 million and $41 million, respectively. The weighted-average grant-date fair value of the restricted stock units granted during 2021 and 2020 was $48.37 and $46.82, respectively.The following table summarizes TSR performance restricted stock units as of July 31, 2022:UnitsWeighted-AverageGrant-DateFair Value (Restricted stockunits in thousands) Nonvested at August 1, 2021 1,222 $ 53.60 Granted 331 $ 45.54 Vested (178) $ 31.35 Forfeited (222) $ 48.85 Nonvested at July 31, 2022 1,153 $ 55.63 We estimated the fair value of TSR performance restricted stock units at the grant date using a Monte Carlo simulation. Weighted-average assumptions used in the Monte Carlo simulation were as follows: 202220212020Risk-free interest rate0.46%0.15%1.48%Expected dividend yield3.50%2.85%2.95%Expected volatility27.42%29.99%27.01%Expected term3 years3 years3 yearsWe recognize compensation expense on a straight-line basis over the service period, except for awards issued to retirement eligible participants, which we expense on an accelerated basis. As of July 31, 2022, total remaining unearned compensation 69 related to TSR performance restricted stock units was $15 million, which will be amortized over the weighted-average remaining service period of 1.5 years. In the first quarter of 2022, recipients of TSR performance restricted stock units earned 75% of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 30, 2021. In the first quarter of 2021, recipients of TSR performance restricted stock units earned 50% of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 31, 2020. In the first quarter of 2020, recipients of TSR performance restricted stock units earned 0% of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 26, 2019. The fair value of TSR performance restricted stock units vested during 2022 and 2021 was $8 million and $11 million, respectively. The grant-date fair value of the TSR performance restricted stock units granted during 2021 and 2020 was $54.93 and $63.06, respectively. In the first quarter of 2023, recipients of TSR performance restricted stock units will receive a 100% payout based upon our TSR ranking in a performance peer group during a three-year period ended July 29, 2022.The tax benefits on the exercise of stock options in 2022, 2021, and 2020 were not material. Cash received from the exercise of stock options was $3 million, $2 million and $23 million for 2022, 2021, and 2020, respectively, and is reflected in cash flows from financing activities in the Consolidated Statements of Cash Flows.18. Commitments and ContingenciesRegulatory and Litigation Matters We are involved in various pending or threatened legal or regulatory proceedings, including purported class actions, arising from the conduct of business both in the ordinary course and otherwise. Modern pleading practice in the U.S. permits considerable variation in the assertion of monetary damages or other relief. Jurisdictions may permit claimants not to specify the monetary damages sought or may permit claimants to state only that the amount sought is sufficient to invoke the jurisdiction of the trial court. In addition, jurisdictions may permit plaintiffs to allege monetary damages in amounts well exceeding reasonably possible verdicts in the jurisdiction for similar matters. This variability in pleadings, together with our actual experiences in litigating or resolving through settlement numerous claims over an extended period of time, demonstrates to us that the monetary relief which may be specified in a lawsuit or claim bears little relevance to its merits or disposition value.Due to the unpredictable nature of litigation, the outcome of a litigation matter and the amount or range of potential loss at particular points in time is normally difficult to ascertain. Uncertainties can include how fact finders will evaluate documentary evidence and the credibility and effectiveness of witness testimony, and how trial and appellate courts will apply the law in the context of the pleadings or evidence presented, whether by motion practice, or at trial or on appeal. Disposition valuations are also subject to the uncertainty of how opposing parties and their counsel will themselves view the relevant evidence and applicable law.On January 7, 2019, three purported shareholder class action lawsuits pending in the United States District Court for the District of New Jersey (the Court) were consolidated under the caption, In re Campbell Soup Company Securities Litigation, Civ. No. 1:18-cv-14385-NLH-JS (the Action). Oklahoma Firefighters Pension and Retirement System was appointed lead plaintiff in the Action and, on March 1, 2019, filed an amended consolidated complaint. The company, Denise Morrison (the company's former President and Chief Executive Officer), and Anthony DiSilvestro (the company's former Senior Vice President and Chief Financial Officer) are defendants in the Action. The amended consolidated complaint alleges that, in public statements between July 19, 2017 and May 17, 2018, the defendants made materially false and misleading statements and/or omitted material information about the company's business, operations, customer relationships and prospects, specifically with regard to the Campbell Fresh segment. The amended consolidated complaint seeks unspecified monetary damages and other relief. On April 30, 2019, the defendants filed a motion to dismiss the amended consolidated complaint, which the Court granted on November 30, 2020, with leave to amend the complaint. On January 15, 2021, the plaintiff filed its second amended consolidated complaint. The second amended consolidated complaint again names as defendants the company and certain of its former officers and alleges that, in public statements between August 31, 2017 and May 17, 2018, the defendants made materially false and misleading statements and/or omitted material information about the company's business, operations, customer relationships and prospects, specifically with regard to the Campbell Fresh segment. The second amended consolidated complaint seeks unspecified monetary damages and other relief. On March 10, 2021 the defendants filed a motion to dismiss the second amended consolidated complaint. We are vigorously defending against the Action.We establish liabilities for litigation and regulatory loss contingencies when information related to the loss contingencies shows both that it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. It is possible that some matters could require us to pay damages or make other expenditures or establish accruals in amounts that could not be reasonably estimated as of July 31, 2022. While the potential future charges could be material in a particular quarter or annual period, based on information currently known by us, we do not believe any such charges are likely to have a material adverse effect on our consolidated results of operations or financial condition.70 Other ContingenciesWe guarantee approximately 4,800 bank loans made to independent contractor distributors by third-party financial institutions for the purchase of distribution routes. The maximum potential amount of the future payments under existing guarantees we could be required to make is $500 million as of July 31, 2022. Our guarantees are indirectly secured by the distribution routes. We do not expect that we will be required to make material guarantee payments as a result of defaults on the bank loans guaranteed. The amounts recognized as of July 31, 2022, and August 1, 2021, were not material. We have provided certain standard indemnifications in connection with divestitures, contracts and other transactions. Certain indemnifications have finite expiration dates. Liabilities recognized based on known exposures related to such matters were not material at July 31, 2022, and August 1, 2021.19. Supplemental Financial Statement DataBalance Sheets(Millions)20222021Accounts receivableCustomer accounts receivable$ 502 $ 556 Allowances (12) (12) Subtotal$ 490 $ 544 Other 51 51 $ 541 $ 595 (Millions)20222021InventoriesRaw materials, containers and supplies$ 390 $ 321 Finished products 856 612 $ 1,246 $ 933 (Millions)20222021Plant assetsLand$ 74 $ 75 Buildings 1,531 1,493 Machinery and equipment 3,932 3,732 Projects in progress 141 189 Total cost$ 5,678 $ 5,489 Accumulated depreciation(1) (3,335) (3,119) $ 2,343 $ 2,370 ____________________________________ (1)Depreciation expense was $296 million in 2022, $275 million in 2021 and $285 million in 2020. Buildings are depreciated over periods ranging from 7 to 45 years. Machinery and equipment are depreciated over periods generally ranging from 2 to 20 years. (Millions)20222021Other assetsOperating lease ROU assets, net of amortization$ 239 $ 235 Pension 146 190 Other 24 24 $ 409 $ 449 71 related to TSR performance restricted stock units was $15 million, which will be amortized over the weighted-average remaining service period of 1.5 years. In the first quarter of 2022, recipients of TSR performance restricted stock units earned 75% of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 30, 2021. In the first quarter of 2021, recipients of TSR performance restricted stock units earned 50% of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 31, 2020. In the first quarter of 2020, recipients of TSR performance restricted stock units earned 0% of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 26, 2019. The fair value of TSR performance restricted stock units vested during 2022 and 2021 was $8 million and $11 million, respectively. The grant-date fair value of the TSR performance restricted stock units granted during 2021 and 2020 was $54.93 and $63.06, respectively. In the first quarter of 2023, recipients of TSR performance restricted stock units will receive a 100% payout based upon our TSR ranking in a performance peer group during a three-year period ended July 29, 2022.The tax benefits on the exercise of stock options in 2022, 2021, and 2020 were not material. Cash received from the exercise of stock options was $3 million, $2 million and $23 million for 2022, 2021, and 2020, respectively, and is reflected in cash flows from financing activities in the Consolidated Statements of Cash Flows.18. Commitments and ContingenciesRegulatory and Litigation Matters We are involved in various pending or threatened legal or regulatory proceedings, including purported class actions, arising from the conduct of business both in the ordinary course and otherwise. Modern pleading practice in the U.S. permits considerable variation in the assertion of monetary damages or other relief. Jurisdictions may permit claimants not to specify the monetary damages sought or may permit claimants to state only that the amount sought is sufficient to invoke the jurisdiction of the trial court. In addition, jurisdictions may permit plaintiffs to allege monetary damages in amounts well exceeding reasonably possible verdicts in the jurisdiction for similar matters. This variability in pleadings, together with our actual experiences in litigating or resolving through settlement numerous claims over an extended period of time, demonstrates to us that the monetary relief which may be specified in a lawsuit or claim bears little relevance to its merits or disposition value.Due to the unpredictable nature of litigation, the outcome of a litigation matter and the amount or range of potential loss at particular points in time is normally difficult to ascertain. Uncertainties can include how fact finders will evaluate documentary evidence and the credibility and effectiveness of witness testimony, and how trial and appellate courts will apply the law in the context of the pleadings or evidence presented, whether by motion practice, or at trial or on appeal. Disposition valuations are also subject to the uncertainty of how opposing parties and their counsel will themselves view the relevant evidence and applicable law.On January 7, 2019, three purported shareholder class action lawsuits pending in the United States District Court for the District of New Jersey (the Court) were consolidated under the caption, In re Campbell Soup Company Securities Litigation, Civ. No. 1:18-cv-14385-NLH-JS (the Action). Oklahoma Firefighters Pension and Retirement System was appointed lead plaintiff in the Action and, on March 1, 2019, filed an amended consolidated complaint. The company, Denise Morrison (the company's former President and Chief Executive Officer), and Anthony DiSilvestro (the company's former Senior Vice President and Chief Financial Officer) are defendants in the Action. The amended consolidated complaint alleges that, in public statements between July 19, 2017 and May 17, 2018, the defendants made materially false and misleading statements and/or omitted material information about the company's business, operations, customer relationships and prospects, specifically with regard to the Campbell Fresh segment. The amended consolidated complaint seeks unspecified monetary damages and other relief. On April 30, 2019, the defendants filed a motion to dismiss the amended consolidated complaint, which the Court granted on November 30, 2020, with leave to amend the complaint. On January 15, 2021, the plaintiff filed its second amended consolidated complaint. The second amended consolidated complaint again names as defendants the company and certain of its former officers and alleges that, in public statements between August 31, 2017 and May 17, 2018, the defendants made materially false and misleading statements and/or omitted material information about the company's business, operations, customer relationships and prospects, specifically with regard to the Campbell Fresh segment. The second amended consolidated complaint seeks unspecified monetary damages and other relief. On March 10, 2021 the defendants filed a motion to dismiss the second amended consolidated complaint. We are vigorously defending against the Action.We establish liabilities for litigation and regulatory loss contingencies when information related to the loss contingencies shows both that it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. It is possible that some matters could require us to pay damages or make other expenditures or establish accruals in amounts that could not be reasonably estimated as of July 31, 2022. While the potential future charges could be material in a particular quarter or annual period, based on information currently known by us, we do not believe any such charges are likely to have a material adverse effect on our consolidated results of operations or financial condition.70 Other ContingenciesWe guarantee approximately 4,800 bank loans made to independent contractor distributors by third-party financial institutions for the purchase of distribution routes. The maximum potential amount of the future payments under existing guarantees we could be required to make is $500 million as of July 31, 2022. Our guarantees are indirectly secured by the distribution routes. We do not expect that we will be required to make material guarantee payments as a result of defaults on the bank loans guaranteed. The amounts recognized as of July 31, 2022, and August 1, 2021, were not material. We have provided certain standard indemnifications in connection with divestitures, contracts and other transactions. Certain indemnifications have finite expiration dates. Liabilities recognized based on known exposures related to such matters were not material at July 31, 2022, and August 1, 2021.19. Supplemental Financial Statement DataBalance Sheets(Millions)20222021Accounts receivableCustomer accounts receivable$ 502 $ 556 Allowances (12) (12) Subtotal$ 490 $ 544 Other 51 51 $ 541 $ 595 (Millions)20222021InventoriesRaw materials, containers and supplies$ 390 $ 321 Finished products 856 612 $ 1,246 $ 933 (Millions)20222021Plant assetsLand$ 74 $ 75 Buildings 1,531 1,493 Machinery and equipment 3,932 3,732 Projects in progress 141 189 Total cost$ 5,678 $ 5,489 Accumulated depreciation(1) (3,335) (3,119) $ 2,343 $ 2,370 ____________________________________ (1)Depreciation expense was $296 million in 2022, $275 million in 2021 and $285 million in 2020. Buildings are depreciated over periods ranging from 7 to 45 years. Machinery and equipment are depreciated over periods generally ranging from 2 to 20 years. (Millions)20222021Other assetsOperating lease ROU assets, net of amortization$ 239 $ 235 Pension 146 190 Other 24 24 $ 409 $ 449 71 (Millions)20222021Accrued liabilitiesAccrued compensation and benefits$ 216 $ 203 Fair value of derivatives 34 3 Accrued trade and consumer promotion programs 141 121 Accrued interest 64 70 Restructuring 7 6 Operating lease liabilities 62 54 Other 97 119 $ 621 $ 576 (Millions)20222021Other liabilitiesPension benefits$ 107 $ 142 Postretirement benefits 153 199 Operating lease liabilities 177 180 Deferred compensation 81 92 Unrecognized tax benefits 15 20 Other 70 72 $ 603 $ 705 Statements of Earnings(Millions)202220212020Other expenses / (income)Amortization of intangible assets$ 41 $ 42 $ 43 Net periodic benefit expense (income) other than the service cost (23) (285) 73 Investment losses(1) — — 49 Loss on sales of businesses(2) — 11 64 Transition services fees — (27) (10) Other 3 5 2 $ 21 $ (254) $ 221 Advertising and consumer promotion expense(3)$ 314 $ 399 $ 463 Interest expense(4)Interest expense$ 191 $ 214 $ 350 Less: Interest capitalized 2 4 5 $ 189 $ 210 $ 345 ____________________________________ (1)2020 includes a loss of $45 million related to Acre. See Note 14 for additional information.(2)In 2021, we recognized a loss of $11 million on the sale of the Plum baby food and snacks business. In 2020, we recognized a loss of $64 million on the sale of the European chips business. See Note 3 for additional information.(3)Included in Marketing and selling expenses.(4)In 2022, we recognized a loss of $4 million (including $3 million of premium and other costs) on the extinguishment of debt. In 2020, we recognized a loss of $75 million (including $65 million of premium, fees and other costs paid with the tender offers and unamortized debt issuance costs). See Note 12 for additional information.72 Statements of Cash Flows(Millions)202220212020Cash Flows from Operating ActivitiesOther non-cash charges to net earningsOperating lease ROU asset expense$ 74 $ 75 $ 75 Amortization of debt issuance costs/debt discount 5 6 9 Benefit related expense 3 12 12 Other 6 (7) 5 $ 88 $ 86 $ 101 OtherBenefit related payments$ (45) $ (49) $ (53) Other 3 2 (6) $ (42) $ (47) $ (59) Other Cash Flow InformationInterest paid$ 188 $ 214 $ 287 Interest received$ 1 $ 1 $ 4 Income taxes paid$ 196 $ 212 $ 222 73 (Millions)20222021Accrued liabilitiesAccrued compensation and benefits$ 216 $ 203 Fair value of derivatives 34 3 Accrued trade and consumer promotion programs 141 121 Accrued interest 64 70 Restructuring 7 6 Operating lease liabilities 62 54 Other 97 119 $ 621 $ 576 (Millions)20222021Other liabilitiesPension benefits$ 107 $ 142 Postretirement benefits 153 199 Operating lease liabilities 177 180 Deferred compensation 81 92 Unrecognized tax benefits 15 20 Other 70 72 $ 603 $ 705 Statements of Earnings(Millions)202220212020Other expenses / (income)Amortization of intangible assets$ 41 $ 42 $ 43 Net periodic benefit expense (income) other than the service cost (23) (285) 73 Investment losses(1) — — 49 Loss on sales of businesses(2) — 11 64 Transition services fees — (27) (10) Other 3 5 2 $ 21 $ (254) $ 221 Advertising and consumer promotion expense(3)$ 314 $ 399 $ 463 Interest expense(4)Interest expense$ 191 $ 214 $ 350 Less: Interest capitalized 2 4 5 $ 189 $ 210 $ 345 ____________________________________ (1)2020 includes a loss of $45 million related to Acre. See Note 14 for additional information.(2)In 2021, we recognized a loss of $11 million on the sale of the Plum baby food and snacks business. In 2020, we recognized a loss of $64 million on the sale of the European chips business. See Note 3 for additional information.(3)Included in Marketing and selling expenses.(4)In 2022, we recognized a loss of $4 million (including $3 million of premium and other costs) on the extinguishment of debt. In 2020, we recognized a loss of $75 million (including $65 million of premium, fees and other costs paid with the tender offers and unamortized debt issuance costs). See Note 12 for additional information.72 Statements of Cash Flows(Millions)202220212020Cash Flows from Operating ActivitiesOther non-cash charges to net earningsOperating lease ROU asset expense$ 74 $ 75 $ 75 Amortization of debt issuance costs/debt discount 5 6 9 Benefit related expense 3 12 12 Other 6 (7) 5 $ 88 $ 86 $ 101 OtherBenefit related payments$ (45) $ (49) $ (53) Other 3 2 (6) $ (42) $ (47) $ (59) Other Cash Flow InformationInterest paid$ 188 $ 214 $ 287 Interest received$ 1 $ 1 $ 4 Income taxes paid$ 196 $ 212 $ 222 73 Management’s Report on Internal Control Over Financial ReportingThe management of Campbell Soup Company (the Company) is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended). Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States of America. The Company's internal control over financial reporting includes those policies and procedures that: •pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;•provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and Directors of the Company; and•provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.Because of its inherent limitations, any system of internal control over financial reporting, no matter how well defined, may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of July 31, 2022. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control — Integrated Framework (2013). Based on this assessment using those criteria, management concluded that the Company’s internal control over financial reporting was effective as of July 31, 2022. The effectiveness of the Company’s internal control over financial reporting as of July 31, 2022 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which appears on the next page./s/ Mark A. ClouseMark A. ClousePresident and Chief Executive Officer/s/ Mick J. BeekhuizenMick J. BeekhuizenExecutive Vice President and Chief Financial Officer/s/ Stanley PolomskiStanley PolomskiSenior Vice President and Controller(Principal Accounting Officer)September 22, 202274 Report of Independent Registered Public Accounting FirmTo the Board of Directors and Shareholders of Campbell Soup CompanyOpinions on the Financial Statements and Internal Control over Financial ReportingWe have audited the accompanying consolidated balance sheets of Campbell Soup Company and its subsidiaries (the "Company") as of July 31, 2022 and August 1, 2021, and the related consolidated statements of earnings, of comprehensive income, of equity, and of cash flows for each of the three years in the period ended July 31, 2022, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended July 31, 2022 appearing on page 84 (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of July 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of July 31, 2022 and August 1, 2021, and the results of its operations and its cash flows for each of the three years in the period ended July 31, 2022 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of July 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.Basis for OpinionsThe Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.Definition and Limitations of Internal Control over Financial ReportingA company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.75 Management’s Report on Internal Control Over Financial ReportingThe management of Campbell Soup Company (the Company) is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended). Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States of America. The Company's internal control over financial reporting includes those policies and procedures that: •pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;•provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and Directors of the Company; and•provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.Because of its inherent limitations, any system of internal control over financial reporting, no matter how well defined, may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of July 31, 2022. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control — Integrated Framework (2013). Based on this assessment using those criteria, management concluded that the Company’s internal control over financial reporting was effective as of July 31, 2022. The effectiveness of the Company’s internal control over financial reporting as of July 31, 2022 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which appears on the next page./s/ Mark A. ClouseMark A. ClousePresident and Chief Executive Officer/s/ Mick J. BeekhuizenMick J. BeekhuizenExecutive Vice President and Chief Financial Officer/s/ Stanley PolomskiStanley PolomskiSenior Vice President and Controller(Principal Accounting Officer)September 22, 202274 Report of Independent Registered Public Accounting FirmTo the Board of Directors and Shareholders of Campbell Soup CompanyOpinions on the Financial Statements and Internal Control over Financial ReportingWe have audited the accompanying consolidated balance sheets of Campbell Soup Company and its subsidiaries (the "Company") as of July 31, 2022 and August 1, 2021, and the related consolidated statements of earnings, of comprehensive income, of equity, and of cash flows for each of the three years in the period ended July 31, 2022, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended July 31, 2022 appearing on page 84 (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of July 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of July 31, 2022 and August 1, 2021, and the results of its operations and its cash flows for each of the three years in the period ended July 31, 2022 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of July 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.Basis for OpinionsThe Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.Definition and Limitations of Internal Control over Financial ReportingA company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.75 Critical Audit MattersThe critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Indefinite-lived Intangible Assets Impairment Test for Certain TrademarksAs described in Notes 1 and 5 to the consolidated financial statements, the Company’s indefinite-lived intangible assets (trademarks) were $2.549 billion as of July 31, 2022. Of the carrying value of all indefinite-lived trademarks, $350 million related to the Lance trademark, $318 million related to the Kettle Brand trademark, $292 million related to the Pace trademark, and $280 million related to the Pacific Foods trademark. Management conducts a test at least annually for impairment, or when circumstances indicate that the carrying amount of the asset may not be recoverable. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Management determines fair value based on discounted cash flow analyses that include significant management assumptions such as revenue growth rates, weighted average costs of capital, and assumed royalty rates.The principal considerations for our determination that performing procedures relating to the indefinite-lived intangible assets impairment test for certain trademarks is a critical audit matter are (i) the high degree of auditor judgment and subjectivity involved in applying procedures relating to the fair value estimates of certain trademarks due to the significant judgment by management when developing these estimates, (ii) the significant audit effort in performing procedures and evaluating management’s significant assumptions related to revenue growth rates, weighted average costs of capital, and assumed royalty rates for the Pace and Pacific Foods trademarks and the weighted average costs of capital and assumed royalty rates for the Kettle Brand and Lance trademarks, and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s trademark impairment test. These procedures also included, among others (i) testing management’s process for developing the fair value estimates, (ii) evaluating the appropriateness of the discounted cash flow analyses, (iii) testing the completeness and accuracy of underlying data used in the discounted cash flow analyses, and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth rates, weighted average costs of capital, and assumed royalty rates for the Pace and Pacific Foods trademarks and the weighted average costs of capital and assumed royalty rates for the Kettle Brand and Lance trademarks. Evaluating management’s assumptions related to revenue growth rates involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance associated with the trademarks, (ii) the consistency with external market and industry data, and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in the evaluation of the appropriateness of the Company’s discounted cash flow analyses and evaluating the reasonableness of the weighted average costs of capital and royalty rates significant assumptions./s/ PricewaterhouseCoopers LLPPricewaterhouseCoopers LLPPhiladelphia, PennsylvaniaSeptember 22, 2022We have served as the Company’s auditor since 1954.76 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureNone. Item 9A. Controls and ProceduresWe, under the supervision and with the participation of our management, including the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Exchange Act) as of July 31, 2022 (the Evaluation Date). Based on such evaluation, the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer have concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective. The annual report of management on our internal control over financial reporting is provided under "Financial Statements and Supplementary Data" on page 74. The attestation report of PricewaterhouseCoopers LLP, our independent registered public accounting firm, regarding our internal control over financial reporting is provided under "Financial Statements and Supplementary Data" on pages 75-76.There were no changes in our internal control over financial reporting that materially affected, or were likely to materially affect, such internal control over financial reporting during the quarter ended July 31, 2022.Item 9B. Other InformationNone.Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent InspectionsNot applicable.PART IIIItem 10. Directors, Executive Officers and Corporate GovernanceThe sections entitled "Item 1 — Election of Directors" and "Voting Securities and Principal Shareholders — Ownership of Directors and Executive Officers" in our Proxy Statement for the 2022 Annual Meeting of Shareholders (the 2022 Proxy) are incorporated herein by reference. The information presented in the section entitled "Corporate Governance Policies and Practices — Board Meetings and Committees — Board Committee Structure" in the 2022 Proxy relating to the members of our Audit Committee and the Audit Committee’s financial experts is incorporated herein by reference. Certain of the information required by this Item relating to our executive officers is set forth under the heading "Information about our Executive Officers" in this Report.We have adopted a Code of Ethics for the Chief Executive Officer and Senior Financial Officers that applies to our Chief Executive Officer, Chief Financial Officer, Controller and members of the Chief Financial Officer’s financial leadership team. The Code of Ethics for the Chief Executive Officer and Senior Financial Officers is posted on the Investor portion of our website, www.campbellsoupcompany.com (under the "About Us—Investors—Governance—Governance Documents" caption). We intend to satisfy the disclosure requirement regarding any amendment to, or a waiver of, a provision of the Code of Ethics for the Chief Executive Officer and Senior Financial Officers by posting such information on our website. We have also adopted a separate Code of Business Conduct and Ethics applicable to the Board of Directors, our officers and all of our employees. The Code of Business Conduct and Ethics is posted on the Investor portion of our website, www.campbellsoupcompany.com (under the "About Us—Investors—Governance—Governance Documents" caption). Our Corporate Governance Standards and the charters of our four standing committees of the Board of Directors can also be found at this website. Printed copies of the foregoing are available to any shareholder requesting a copy by:•writing to Investor Relations, Campbell Soup Company, 1 Campbell Place, Camden, NJ 08103-1799;•calling 856-342-6081; or•e-mailing our Investor Relations Department at IR@campbells.com.Item 11. Executive CompensationThe information presented in the sections entitled "Compensation Discussion and Analysis," "Executive Compensation Tables," "Corporate Governance Policies and Practices — Compensation of Directors," "Corporate Governance Policies and Practices — Board Meetings and Committees — Board Committee Structure — Compensation and Organization Committee Interlocks and Insider Participation" and "Compensation Discussion and Analysis — Compensation and Organization Committee Report" in the 2022 Proxy is incorporated herein by reference.77 Critical Audit MattersThe critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Indefinite-lived Intangible Assets Impairment Test for Certain TrademarksAs described in Notes 1 and 5 to the consolidated financial statements, the Company’s indefinite-lived intangible assets (trademarks) were $2.549 billion as of July 31, 2022. Of the carrying value of all indefinite-lived trademarks, $350 million related to the Lance trademark, $318 million related to the Kettle Brand trademark, $292 million related to the Pace trademark, and $280 million related to the Pacific Foods trademark. Management conducts a test at least annually for impairment, or when circumstances indicate that the carrying amount of the asset may not be recoverable. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Management determines fair value based on discounted cash flow analyses that include significant management assumptions such as revenue growth rates, weighted average costs of capital, and assumed royalty rates.The principal considerations for our determination that performing procedures relating to the indefinite-lived intangible assets impairment test for certain trademarks is a critical audit matter are (i) the high degree of auditor judgment and subjectivity involved in applying procedures relating to the fair value estimates of certain trademarks due to the significant judgment by management when developing these estimates, (ii) the significant audit effort in performing procedures and evaluating management’s significant assumptions related to revenue growth rates, weighted average costs of capital, and assumed royalty rates for the Pace and Pacific Foods trademarks and the weighted average costs of capital and assumed royalty rates for the Kettle Brand and Lance trademarks, and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s trademark impairment test. These procedures also included, among others (i) testing management’s process for developing the fair value estimates, (ii) evaluating the appropriateness of the discounted cash flow analyses, (iii) testing the completeness and accuracy of underlying data used in the discounted cash flow analyses, and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth rates, weighted average costs of capital, and assumed royalty rates for the Pace and Pacific Foods trademarks and the weighted average costs of capital and assumed royalty rates for the Kettle Brand and Lance trademarks. Evaluating management’s assumptions related to revenue growth rates involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance associated with the trademarks, (ii) the consistency with external market and industry data, and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in the evaluation of the appropriateness of the Company’s discounted cash flow analyses and evaluating the reasonableness of the weighted average costs of capital and royalty rates significant assumptions./s/ PricewaterhouseCoopers LLPPricewaterhouseCoopers LLPPhiladelphia, PennsylvaniaSeptember 22, 2022We have served as the Company’s auditor since 1954.76 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureNone. Item 9A. Controls and ProceduresWe, under the supervision and with the participation of our management, including the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Exchange Act) as of July 31, 2022 (the Evaluation Date). Based on such evaluation, the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer have concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective. The annual report of management on our internal control over financial reporting is provided under "Financial Statements and Supplementary Data" on page 74. The attestation report of PricewaterhouseCoopers LLP, our independent registered public accounting firm, regarding our internal control over financial reporting is provided under "Financial Statements and Supplementary Data" on pages 75-76.There were no changes in our internal control over financial reporting that materially affected, or were likely to materially affect, such internal control over financial reporting during the quarter ended July 31, 2022.Item 9B. Other InformationNone.Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent InspectionsNot applicable.PART IIIItem 10. Directors, Executive Officers and Corporate GovernanceThe sections entitled "Item 1 — Election of Directors" and "Voting Securities and Principal Shareholders — Ownership of Directors and Executive Officers" in our Proxy Statement for the 2022 Annual Meeting of Shareholders (the 2022 Proxy) are incorporated herein by reference. The information presented in the section entitled "Corporate Governance Policies and Practices — Board Meetings and Committees — Board Committee Structure" in the 2022 Proxy relating to the members of our Audit Committee and the Audit Committee’s financial experts is incorporated herein by reference. Certain of the information required by this Item relating to our executive officers is set forth under the heading "Information about our Executive Officers" in this Report.We have adopted a Code of Ethics for the Chief Executive Officer and Senior Financial Officers that applies to our Chief Executive Officer, Chief Financial Officer, Controller and members of the Chief Financial Officer’s financial leadership team. The Code of Ethics for the Chief Executive Officer and Senior Financial Officers is posted on the Investor portion of our website, www.campbellsoupcompany.com (under the "About Us—Investors—Governance—Governance Documents" caption). We intend to satisfy the disclosure requirement regarding any amendment to, or a waiver of, a provision of the Code of Ethics for the Chief Executive Officer and Senior Financial Officers by posting such information on our website. We have also adopted a separate Code of Business Conduct and Ethics applicable to the Board of Directors, our officers and all of our employees. The Code of Business Conduct and Ethics is posted on the Investor portion of our website, www.campbellsoupcompany.com (under the "About Us—Investors—Governance—Governance Documents" caption). Our Corporate Governance Standards and the charters of our four standing committees of the Board of Directors can also be found at this website. Printed copies of the foregoing are available to any shareholder requesting a copy by:•writing to Investor Relations, Campbell Soup Company, 1 Campbell Place, Camden, NJ 08103-1799;•calling 856-342-6081; or•e-mailing our Investor Relations Department at IR@campbells.com.Item 11. Executive CompensationThe information presented in the sections entitled "Compensation Discussion and Analysis," "Executive Compensation Tables," "Corporate Governance Policies and Practices — Compensation of Directors," "Corporate Governance Policies and Practices — Board Meetings and Committees — Board Committee Structure — Compensation and Organization Committee Interlocks and Insider Participation" and "Compensation Discussion and Analysis — Compensation and Organization Committee Report" in the 2022 Proxy is incorporated herein by reference.77 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder MattersThe information presented in the sections entitled "Voting Securities and Principal Shareholders — Ownership of Directors and Executive Officers" and "Voting Securities and Principal Shareholders — Principal Shareholders" in the 2022 Proxy is incorporated herein by reference. Securities Authorized for Issuance Under Equity Compensation PlansThe following table provides information about the stock that could have been issued under our equity compensation plans as of July 31, 2022:Plan CategoryNumber ofSecurities to beIssued UponExercise ofOutstandingOptions, Warrants and Rights (a)Weighted-AverageExercise Price ofOutstandingOptions,Warrants and Rights (b)Number of SecuritiesRemaining AvailableForFuture Issuance UnderEquity CompensationPlans(Excluding SecuritiesReflected in the First Column) (c)Equity Compensation Plans Approved by Security Holders (1) 5,847,284 $ 46.04 2,927,470 Equity Compensation Plans Not Approved by Security HoldersN/AN/AN/ATotal 5,847,284 $ 46.04 2,927,470 ___________________________________ (1)Column (a) represents stock options and restricted stock units outstanding under the 2015 Long-Term Incentive Plan and the 2005 Long-Term Incentive Plan. Column (a) includes 2,901,544 TSR performance restricted stock units and EPS CAGR performance restricted stock units based on the maximum number of shares potentially issuable under the awards, and the number of shares, if any, to be issued pursuant to such awards will be determined based upon performance during the applicable three-year performance period. No additional awards can be made under the 2005 Long-Term Incentive Plan. Future equity awards under the 2015 Long-Term Incentive Plan may take the form of stock options, stock appreciation rights, performance unit awards, restricted stock, restricted performance stock, restricted stock units, or stock awards. Column (b) represents the weighted-average exercise price of the outstanding stock options only; the outstanding restricted stock units are not included in this calculation. Column (c) represents the maximum number of future equity awards that can be made under the 2015 Long-Term Incentive Plan as of July 31, 2022.Item 13. Certain Relationships and Related Transactions, and Director IndependenceThe information presented in the section entitled "Corporate Governance Policies and Practices — Transactions with Related Persons," "Item 1 — Election of Directors," "Corporate Governance Policies and Practices — Director Independence" and "Corporate Governance Policies and Practices — Board Meetings and Committees — Board Committee Structure" in the 2022 Proxy is incorporated herein by reference.Item 14. Principal Accounting Fees and ServicesThe information presented in the sections entitled "Item 2 — Ratification of Appointment of Independent Registered Public Accounting Firm — Audit Firm Fees and Services" and "Item 2 — Ratification of Appointment of Independent Registered Public Accounting Firm — Audit Committee Pre-Approval Policy" in the 2022 Proxy is incorporated herein by reference.PART IVItem 15. Exhibits and Financial Statement Schedules(a) The following documents are filed as part of this Report: 1. Financial StatementsConsolidated Statements of Earnings for 2022, 2021 and 2020Consolidated Statements of Comprehensive Income for 2022, 2021 and 2020Consolidated Balance Sheets as of July 31, 2022 and August 1, 2021Consolidated Statements of Cash Flows for 2022, 2021 and 2020Consolidated Statements of Equity for 2022, 2021 and 2020Notes to Consolidated Financial StatementsManagement's Report on Internal Control Over Financial ReportingReport of Independent Registered Public Accounting Firm (PCAOB ID 238)78 2. Financial Statement ScheduleII - Valuation and Qualifying Accounts for 2022, 2021 and 20203. Exhibits Reference is made to Item 15(b) below. (b) Exhibits. The Exhibit Index, which immediately precedes the signature page, is incorporated by reference into this Report. (c) Financial Statement Schedules. Reference is made to Item 15(a)(2) above. Item 16. Form 10-K SummaryNone. 79 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder MattersThe information presented in the sections entitled "Voting Securities and Principal Shareholders — Ownership of Directors and Executive Officers" and "Voting Securities and Principal Shareholders — Principal Shareholders" in the 2022 Proxy is incorporated herein by reference. Securities Authorized for Issuance Under Equity Compensation PlansThe following table provides information about the stock that could have been issued under our equity compensation plans as of July 31, 2022:Plan CategoryNumber ofSecurities to beIssued UponExercise ofOutstandingOptions, Warrants and Rights (a)Weighted-AverageExercise Price ofOutstandingOptions,Warrants and Rights (b)Number of SecuritiesRemaining AvailableForFuture Issuance UnderEquity CompensationPlans(Excluding SecuritiesReflected in the First Column) (c)Equity Compensation Plans Approved by Security Holders (1) 5,847,284 $ 46.04 2,927,470 Equity Compensation Plans Not Approved by Security HoldersN/AN/AN/ATotal 5,847,284 $ 46.04 2,927,470 ___________________________________ (1)Column (a) represents stock options and restricted stock units outstanding under the 2015 Long-Term Incentive Plan and the 2005 Long-Term Incentive Plan. Column (a) includes 2,901,544 TSR performance restricted stock units and EPS CAGR performance restricted stock units based on the maximum number of shares potentially issuable under the awards, and the number of shares, if any, to be issued pursuant to such awards will be determined based upon performance during the applicable three-year performance period. No additional awards can be made under the 2005 Long-Term Incentive Plan. Future equity awards under the 2015 Long-Term Incentive Plan may take the form of stock options, stock appreciation rights, performance unit awards, restricted stock, restricted performance stock, restricted stock units, or stock awards. Column (b) represents the weighted-average exercise price of the outstanding stock options only; the outstanding restricted stock units are not included in this calculation. Column (c) represents the maximum number of future equity awards that can be made under the 2015 Long-Term Incentive Plan as of July 31, 2022.Item 13. Certain Relationships and Related Transactions, and Director IndependenceThe information presented in the section entitled "Corporate Governance Policies and Practices — Transactions with Related Persons," "Item 1 — Election of Directors," "Corporate Governance Policies and Practices — Director Independence" and "Corporate Governance Policies and Practices — Board Meetings and Committees — Board Committee Structure" in the 2022 Proxy is incorporated herein by reference.Item 14. Principal Accounting Fees and ServicesThe information presented in the sections entitled "Item 2 — Ratification of Appointment of Independent Registered Public Accounting Firm — Audit Firm Fees and Services" and "Item 2 — Ratification of Appointment of Independent Registered Public Accounting Firm — Audit Committee Pre-Approval Policy" in the 2022 Proxy is incorporated herein by reference.PART IVItem 15. Exhibits and Financial Statement Schedules(a) The following documents are filed as part of this Report: 1. Financial StatementsConsolidated Statements of Earnings for 2022, 2021 and 2020Consolidated Statements of Comprehensive Income for 2022, 2021 and 2020Consolidated Balance Sheets as of July 31, 2022 and August 1, 2021Consolidated Statements of Cash Flows for 2022, 2021 and 2020Consolidated Statements of Equity for 2022, 2021 and 2020Notes to Consolidated Financial StatementsManagement's Report on Internal Control Over Financial ReportingReport of Independent Registered Public Accounting Firm (PCAOB ID 238)78 2. Financial Statement ScheduleII - Valuation and Qualifying Accounts for 2022, 2021 and 20203. Exhibits Reference is made to Item 15(b) below. (b) Exhibits. The Exhibit Index, which immediately precedes the signature page, is incorporated by reference into this Report. (c) Financial Statement Schedules. Reference is made to Item 15(a)(2) above. Item 16. Form 10-K SummaryNone. 79 2
2
3(a)
3(a)
3(b)
3(b)
4(a)
4(a)
4(b)
4(b)
4(c)
4(c)
4(d)
4(d)
4(e)
4(e)
4(f)
4(f)
4(g)
4(g)
4(h)
4(h)
4(i)
4(i)
4(j)
4(j)
4(k)
4(k)
4(l)
4(l)
4(m)
4(m)
10(a)+
10(a)+
10(b)+
10(b)+
10(c)+
10(c)+
INDEX TO EXHIBITS
INDEX TO EXHIBITS
Stock and Asset Purchase Agreement, dated August 1, 2019, by and among Campbell Soup Company and
Stock and Asset Purchase Agreement, dated August 1, 2019, by and among Campbell Soup Company and
Snacking Investments BidCo Pty Limited, is incorporated by reference to Exhibit 2.1 to Campbell's Form 8-K
Snacking Investments BidCo Pty Limited, is incorporated by reference to Exhibit 2.1 to Campbell's Form 8-K
(SEC file number 1-3822) filed with the SEC on August 7, 2019.
(SEC file number 1-3822) filed with the SEC on August 7, 2019.
Campbell’s Restated Certificate of Incorporation, as amended through February 24, 1997, is incorporated by
Campbell’s Restated Certificate of Incorporation, as amended through February 24, 1997, is incorporated by
reference to Exhibit 3(i) to Campbell’s Form 10-K (SEC file number 1-3822) for the fiscal year ended July 28,
reference to Exhibit 3(i) to Campbell’s Form 10-K (SEC file number 1-3822) for the fiscal year ended July 28,
2002.
2002.
By-Laws of Campbell Soup Company, amended and restated effective June 24, 2020, are incorporated by
By-Laws of Campbell Soup Company, amended and restated effective June 24, 2020, are incorporated by
reference to Exhibit 3 to Campbell’s Form 8-K (SEC file number 1-3822) filed with the SEC on June 25, 2020.
reference to Exhibit 3 to Campbell’s Form 8-K (SEC file number 1-3822) filed with the SEC on June 25, 2020.
Indenture, dated November 24, 2008, between Campbell and The Bank of New York Mellon, as Trustee, is
Indenture, dated November 24, 2008, between Campbell and The Bank of New York Mellon, as Trustee, is
incorporated by reference to Exhibit 4(a) to Campbell’s Registration Statement on Form S-3 (SEC file
incorporated by reference to Exhibit 4(a) to Campbell’s Registration Statement on Form S-3 (SEC file
number 333-155626) filed with the SEC on November 24, 2008.
number 333-155626) filed with the SEC on November 24, 2008.
Form of First Supplemental Indenture, dated August 2, 2012, among Campbell, The Bank of New York Mellon
Form of First Supplemental Indenture, dated August 2, 2012, among Campbell, The Bank of New York Mellon
and Wells Fargo Bank, National Association, as Series Trustee, to Indenture dated November 24, 2008, is
and Wells Fargo Bank, National Association, as Series Trustee, to Indenture dated November 24, 2008, is
incorporated by reference to Exhibit 4.1 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC on
incorporated by reference to Exhibit 4.1 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC on
August 2, 2012.
August 2, 2012.
Form of Subordinated Indenture between Campbell and Wells Fargo Bank, National Association, as Trustee, is
Form of Subordinated Indenture between Campbell and Wells Fargo Bank, National Association, as Trustee, is
incorporated by reference to Exhibit 4.2 to Campbell's Registration Statement on Form S-3 (SEC file number
incorporated by reference to Exhibit 4.2 to Campbell's Registration Statement on Form S-3 (SEC file number
333-249174) filed with the SEC on September 30, 2020.
333-249174) filed with the SEC on September 30, 2020.
Indenture dated as of March 19, 2015, between Campbell and Wells Fargo Bank, National Association, as trustee,
Indenture dated as of March 19, 2015, between Campbell and Wells Fargo Bank, National Association, as trustee,
is incorporated by reference to Exhibit 4.1 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC
is incorporated by reference to Exhibit 4.1 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC
on March 19, 2015.
on March 19, 2015.
Form of 3.800% Notes due 2042 is incorporated by reference to Exhibit 4.1 to Campbell's Form 8-K (SEC file
Form of 3.800% Notes due 2042 is incorporated by reference to Exhibit 4.1 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on August 2, 2012.
number 1-3822) filed with the SEC on August 2, 2012.
Form of 3.300% Note due 2025 is incorporated by referenced to Exhibit 4.2 to Campbell's Form 8-K (SEC file
Form of 3.300% Note due 2025 is incorporated by referenced to Exhibit 4.2 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on March 19, 2015.
number 1-3822) filed with the SEC on March 19, 2015.
Form of 3.650% Note due 2023 is incorporated by reference to Exhibit 4.2.4 to Campbell's Form 8-K (SEC file
Form of 3.650% Note due 2023 is incorporated by reference to Exhibit 4.2.4 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on March 16, 2018.
number 1-3822) filed with the SEC on March 16, 2018.
Form of 3.950% Note due 2025 is incorporated by reference to Exhibit 4.2.5 to Campbell's Form 8-K (SEC file
Form of 3.950% Note due 2025 is incorporated by reference to Exhibit 4.2.5 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on March 16, 2018.
number 1-3822) filed with the SEC on March 16, 2018.
Form of 4.150% Note due 2028 is incorporated by reference to Exhibit 4.2.6 to Campbell's Form 8-K (SEC file
Form of 4.150% Note due 2028 is incorporated by reference to Exhibit 4.2.6 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on March 16, 2018.
number 1-3822) filed with the SEC on March 16, 2018.
Form of 4.800% Note due 2048 is incorporated by reference to Exhibit 4.2.7 to Campbell's Form 8-K (SEC file
Form of 4.800% Note due 2048 is incorporated by reference to Exhibit 4.2.7 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on March 16, 2018.
number 1-3822) filed with the SEC on March 16, 2018.
Form of 2.375% Note due 2030 incorporated by reference to Exhibit 4.2.1 to Campbell's Form 8-K (SEC file
Form of 2.375% Note due 2030 incorporated by reference to Exhibit 4.2.1 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on April 24, 2020.
number 1-3822) filed with the SEC on April 24, 2020.
Form of 3.125% Note due 2050 incorporated by reference to Exhibit 4.2.2 to Campbell's Form 8-K (SEC file
Form of 3.125% Note due 2050 incorporated by reference to Exhibit 4.2.2 to Campbell's Form 8-K (SEC file
number 1-3822) filed with the SEC on April 24, 2020.
number 1-3822) filed with the SEC on April 24, 2020.
Description of securities incorporated by reference to Exhibit 4(p) to Campbell's Form 10-K (SEC file number
Description of securities incorporated by reference to Exhibit 4(p) to Campbell's Form 10-K (SEC file number
1-3822) filed with the SEC on September 26, 2019.
1-3822) filed with the SEC on September 26, 2019.
Campbell Soup Company 2005 Long-Term Incentive Plan, as amended and restated on November 18, 2010, is
Campbell Soup Company 2005 Long-Term Incentive Plan, as amended and restated on November 18, 2010, is
incorporated by reference to Campbell’s 2010 Proxy Statement (SEC file number 1-3822) filed with the SEC on
incorporated by reference to Campbell’s 2010 Proxy Statement (SEC file number 1-3822) filed with the SEC on
October 7, 2010.
October 7, 2010.
Campbell Soup Company 2015 Long-Term Incentive Plan is incorporated by reference to Campbell’s 2015 Proxy
Campbell Soup Company 2015 Long-Term Incentive Plan is incorporated by reference to Campbell’s 2015 Proxy
Statement (SEC file number 1-3822) filed with the SEC on October 9, 2015.
Statement (SEC file number 1-3822) filed with the SEC on October 9, 2015.
Campbell Soup Company Annual Incentive Plan, as amended on November 19, 2014, is incorporated by
Campbell Soup Company Annual Incentive Plan, as amended on November 19, 2014, is incorporated by
reference to Campbell’s 2014 Proxy Statement (SEC file number 1-3822) filed with the SEC on October 1, 2014.
reference to Campbell’s 2014 Proxy Statement (SEC file number 1-3822) filed with the SEC on October 1, 2014.
10(d)+
10(d)+
10(e)+
10(e)+
10(f)+
10(f)+
10(g)+
10(g)+
10(h)+
10(h)+
10(i)+
10(i)+
10(j)+
10(j)+
10(k)+
10(k)+
10(l)+
10(l)+
Campbell Soup Company Mid-Career Hire Pension Plan, as amended and restated effective as of January 1,
Campbell Soup Company Mid-Career Hire Pension Plan, as amended and restated effective as of January 1,
2009, is incorporated by reference to Exhibit 10(a) to Campbell’s Form 10-Q (SEC file number 1-3822) for the
2009, is incorporated by reference to Exhibit 10(a) to Campbell’s Form 10-Q (SEC file number 1-3822) for the
fiscal quarter ended February 1, 2009.
fiscal quarter ended February 1, 2009.
First Amendment to the Campbell Soup Company Mid-Career Hire Pension Plan, effective as of December 31,
First Amendment to the Campbell Soup Company Mid-Career Hire Pension Plan, effective as of December 31,
2010, is incorporated by reference to Exhibit 10(a) to Campbell’s Form 10-Q (SEC file number 1-3822) for the
2010, is incorporated by reference to Exhibit 10(a) to Campbell’s Form 10-Q (SEC file number 1-3822) for the
fiscal quarter ended January 30, 2011.
fiscal quarter ended January 30, 2011.
Deferred Compensation Plan, effective November 18, 1999, is incorporated herein by reference to Exhibit 10(e)
Deferred Compensation Plan, effective November 18, 1999, is incorporated herein by reference to Exhibit 10(e)
to Campbell’s Form 10-K (SEC file number 1-3822) for the fiscal year ended July 30, 2000.
to Campbell’s Form 10-K (SEC file number 1-3822) for the fiscal year ended July 30, 2000.
Campbell Soup Company Supplemental Retirement Plan (formerly known as Deferred Compensation Plan II), as
Campbell Soup Company Supplemental Retirement Plan (formerly known as Deferred Compensation Plan II), as
amended and restated effective as of August 1, 2015, is incorporated herein by reference to Exhibit 4(c) to
amended and restated effective as of August 1, 2015, is incorporated herein by reference to Exhibit 4(c) to
Campbell’s Form S-8 (SEC file number 333-216582) filed with the SEC on March 9, 2017.
Campbell’s Form S-8 (SEC file number 333-216582) filed with the SEC on March 9, 2017.
Form of Severance Protection Agreement is incorporated by reference to Exhibit 10(i) to Campbell's Form 10-K
Form of Severance Protection Agreement is incorporated by reference to Exhibit 10(i) to Campbell's Form 10-K
(SEC file number 1-3822) for the fiscal year ended July 30, 2017.
(SEC file number 1-3822) for the fiscal year ended July 30, 2017.
Form of Amendment to the Severance Protection Agreement is incorporated by reference to Exhibit 10(j) to
Form of Amendment to the Severance Protection Agreement is incorporated by reference to Exhibit 10(j) to
Campbell's Form 10-K (SEC file number) for the fiscal year ended July 30, 2017.
Campbell's Form 10-K (SEC file number) for the fiscal year ended July 30, 2017.
Form of U.S. Severance Protection Agreement is incorporated by reference to Exhibit 10(m) to Campbell’s
Form of U.S. Severance Protection Agreement is incorporated by reference to Exhibit 10(m) to Campbell’s
Form 10-K (SEC file number 1-3822) for the fiscal year ended July 31, 2011.
Form 10-K (SEC file number 1-3822) for the fiscal year ended July 31, 2011.
Form of Amendment to U.S. Severance Protection Agreement is incorporated by reference to Exhibit 10(o) to
Form of Amendment to U.S. Severance Protection Agreement is incorporated by reference to Exhibit 10(o) to
Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended July 31, 2016.
Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended July 31, 2016.
Campbell Soup Company Supplemental Employees’ Retirement Plan, as amended and restated effective January
Campbell Soup Company Supplemental Employees’ Retirement Plan, as amended and restated effective January
1, 2009, is incorporated by reference to Exhibit 10(c) to Campbell’s Form 10-Q (SEC file number 1-3822) for the
1, 2009, is incorporated by reference to Exhibit 10(c) to Campbell’s Form 10-Q (SEC file number 1-3822) for the
fiscal quarter ended February 1, 2009.
fiscal quarter ended February 1, 2009.
10(m)+
10(m)+
First Amendment to the Campbell Soup Company Supplemental Employees’ Retirement Plan, effective as of
First Amendment to the Campbell Soup Company Supplemental Employees’ Retirement Plan, effective as of
December 31, 2010, is incorporated by reference to Exhibit 10(c) to Campbell’s Form 10-Q (SEC file number
December 31, 2010, is incorporated by reference to Exhibit 10(c) to Campbell’s Form 10-Q (SEC file number
1-3822) for the fiscal quarter ended January 30, 2011.
1-3822) for the fiscal quarter ended January 30, 2011.
10(n)+
10(n)+
10(o)+
10(o)+
10(p)+
10(p)+
10(q)+
10(q)+
10(r)+
10(r)+
10(s)+
10(s)+
10(t)+
10(t)+
10(u)
10(u)
10(v)
10(v)
Form of 2005 Long-Term Incentive Plan Nonqualified Stock Option Agreement is incorporated by reference to
Form of 2005 Long-Term Incentive Plan Nonqualified Stock Option Agreement is incorporated by reference to
Exhibit 10 to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended November 1, 2015.
Exhibit 10 to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended November 1, 2015.
Form of 2015 Long-Term Incentive Plan Nonqualified Stock Option Agreement is incorporated by reference to
Form of 2015 Long-Term Incentive Plan Nonqualified Stock Option Agreement is incorporated by reference to
Exhibit 10(dd) to Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended July 31, 2016.
Exhibit 10(dd) to Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended July 31, 2016.
Form of 2015 Long-Term Incentive Plan Performance Stock Unit Agreement (Earnings Per Share) is
Form of 2015 Long-Term Incentive Plan Performance Stock Unit Agreement (Earnings Per Share) is
incorporated by reference to Exhibit 10(b) to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal
incorporated by reference to Exhibit 10(b) to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal
quarter ended October 30, 2016.
quarter ended October 30, 2016.
Form of 2015 Long-Term Incentive Plan Performance Stock Unit Agreement (Total Shareholder Return) is
Form of 2015 Long-Term Incentive Plan Performance Stock Unit Agreement (Total Shareholder Return) is
incorporated by reference to Exhibit 10(ff) to Campbell’s Form 10-K (SEC file number 1-3822) for the fiscal year
incorporated by reference to Exhibit 10(ff) to Campbell’s Form 10-K (SEC file number 1-3822) for the fiscal year
ended July 31, 2016.
ended July 31, 2016.
Form of 2015 Long-Term Incentive Plan Time-Lapse Restricted Stock Unit Agreement is incorporated by
Form of 2015 Long-Term Incentive Plan Time-Lapse Restricted Stock Unit Agreement is incorporated by
reference to Exhibit 10(c) to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended
reference to Exhibit 10(c) to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended
October 30, 2016.
October 30, 2016.
Form of 2015 Long-Term Incentive Plan Time-Lapse Restricted Stock Unit Agreement incorporated by reference
Form of 2015 Long-Term Incentive Plan Time-Lapse Restricted Stock Unit Agreement incorporated by reference
to Exhibit 10(s) to Campbell's Form 10-K(SEC file number 1-3822) for the fiscal year ended August 1, 2021.
to Exhibit 10(s) to Campbell's Form 10-K(SEC file number 1-3822) for the fiscal year ended August 1, 2021.
Form of 2015 Long-Term Incentive Performance Restricted Stock Unit Agreement is incorporated by reference to
Form of 2015 Long-Term Incentive Performance Restricted Stock Unit Agreement is incorporated by reference to
Exhibit 10(t) to Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended August 1, 2021.
Exhibit 10(t) to Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended August 1, 2021.
Five-Year Credit Agreement, dated September 27, 2021, by and among Campbell Soup Company, the Eligible
Five-Year Credit Agreement, dated September 27, 2021, by and among Campbell Soup Company, the Eligible
Subsidiaries party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent, and the other
Subsidiaries party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent, and the other
lenders named therein, incorporated by reference to Campbell's Form 10-Q (SEC file number 1-3822) for the
lenders named therein, incorporated by reference to Campbell's Form 10-Q (SEC file number 1-3822) for the
fiscal quarter ended October 31, 2021.
fiscal quarter ended October 31, 2021.
Support Agreement, dated November 26, 2018, by and among Campbell Soup Company and Third Point LLC,
Support Agreement, dated November 26, 2018, by and among Campbell Soup Company and Third Point LLC,
Third Point Partners Qualified L.P., Third Point Partners L.P., Third Point Offshore Master Fund L.P., Third
Third Point Partners Qualified L.P., Third Point Partners L.P., Third Point Offshore Master Fund L.P., Third
Point Ultra Master Fund L.P., Third Point Enhanced L.P., Third Point Advisors LLC, Third Point Advisors II
Point Ultra Master Fund L.P., Third Point Enhanced L.P., Third Point Advisors LLC, Third Point Advisors II
LLC and the Revocable Trust of Goerge Strawbridge, Jr., dated January 21, 1991 is incorporated by reference to
LLC and the Revocable Trust of Goerge Strawbridge, Jr., dated January 21, 1991 is incorporated by reference to
Exhibit 10.1 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC on November 26, 2018.
Exhibit 10.1 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC on November 26, 2018.
80
80
81
81
10(w)2022 Non-Employee Director Fees are incorporated by reference to Exhibit 10.1 to Campbell’s Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended October 31, 2021. 10(x)+First Amendment to the Campbell Soup Company Supplemental Retirement Plan effective November 30, 2018 is incorporated by reference to Exhibit 10(b) to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended January 27, 2019. 10(y)+Second Amendment to the Campbell Soup Company Supplemental Retirement Plan effective September 16, 2020 is incorporated by reference to Exhibit 10(bb) to Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended August 2, 2020.10(z)+Third Amendment to the Campbell Soup Company Supplemental Retirement Plan effective December 31, 2020 is incorporated by reference to Exhibit 10.1 to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended January 31, 2021. 10(aa)+Campbell Soup Company Executive Severance Pay Plan is incorporated by reference to Exhibit 10 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC on April 2, 2019.21Subsidiary List.23Consent of Independent Registered Public Accounting Firm.24Powers of Attorney.31(a)Certification of Mark A. Clouse pursuant to Rule 13a-14(a).31(b)Certification of Mick J. Beekhuizen pursuant to Rule 13a-14(a).32(a)Certification of Mark A. Clouse pursuant to 18 U.S.C. Section 1350.32(b)Certification of Mick J. Beekhuizen pursuant to 18 U.S.C. Section 1350.101.INSXBRL Instance Document101.SCHXBRL Schema Document101.CALXBRL Calculation Linkbase Document101.DEFXBRL Definition Linkbase Document101.LABXBRL Label Linkbase Document101.PREXBRL Presentation Linkbase Document104The cover page from this Annual Report on Form 10-K, formulated in Inline XBRL (see exhibit 101)+This exhibit is a management contract or compensatory plan or arrangement.82 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, Campbell has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. September 22, 2022CAMPBELL SOUP COMPANYBy:/s/Mick J. BeekhuizenMick J. BeekhuizenExecutive Vice President and Chief Financial Officer (Principal Financial Officer)Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of Campbell and in the capacities indicated on September 22, 2022.Signatures/s/ Mark A. Clouse*Mark A. ClouseMaria Teresa HiladoPresident and Chief Executive Officer and DirectorDirector(Principal Executive Officer)/s/ Mick J. Beekhuizen*Mick J. BeekhuizenGrant H. HillExecutive Vice President and Chief Financial OfficerDirector(Principal Financial Officer)/s/ Stanley Polomski*Stanley PolomskiSarah HofstetterSenior Vice President and ControllerDirector(Principal Accounting Officer)**Keith R. McLoughlinMarc B. LautenbachChair and DirectorDirector**Fabiola R. ArredondoMary Alice D. MaloneDirectorDirector**Howard M. AverillKurt T. SchmidtDirectorDirector**John P. BilbreyArchbold D. van BeurenDirectorDirector** By: /s/ Charles A. Brawley, IIIBennett Dorrance, Jr.Name: Charles A. Brawley, IIIDirectorTitle: Senior Vice President, Deputy General Counsel and Corporate Secretary, as Attorney-in-fact(pursuant to powers of attorney)83 10(w)2022 Non-Employee Director Fees are incorporated by reference to Exhibit 10.1 to Campbell’s Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended October 31, 2021. 10(x)+First Amendment to the Campbell Soup Company Supplemental Retirement Plan effective November 30, 2018 is incorporated by reference to Exhibit 10(b) to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended January 27, 2019. 10(y)+Second Amendment to the Campbell Soup Company Supplemental Retirement Plan effective September 16, 2020 is incorporated by reference to Exhibit 10(bb) to Campbell's Form 10-K (SEC file number 1-3822) for the fiscal year ended August 2, 2020.10(z)+Third Amendment to the Campbell Soup Company Supplemental Retirement Plan effective December 31, 2020 is incorporated by reference to Exhibit 10.1 to Campbell's Form 10-Q (SEC file number 1-3822) for the fiscal quarter ended January 31, 2021. 10(aa)+Campbell Soup Company Executive Severance Pay Plan is incorporated by reference to Exhibit 10 to Campbell's Form 8-K (SEC file number 1-3822) filed with the SEC on April 2, 2019.21Subsidiary List.23Consent of Independent Registered Public Accounting Firm.24Powers of Attorney.31(a)Certification of Mark A. Clouse pursuant to Rule 13a-14(a).31(b)Certification of Mick J. Beekhuizen pursuant to Rule 13a-14(a).32(a)Certification of Mark A. Clouse pursuant to 18 U.S.C. Section 1350.32(b)Certification of Mick J. Beekhuizen pursuant to 18 U.S.C. Section 1350.101.INSXBRL Instance Document101.SCHXBRL Schema Document101.CALXBRL Calculation Linkbase Document101.DEFXBRL Definition Linkbase Document101.LABXBRL Label Linkbase Document101.PREXBRL Presentation Linkbase Document104The cover page from this Annual Report on Form 10-K, formulated in Inline XBRL (see exhibit 101)+This exhibit is a management contract or compensatory plan or arrangement.82 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, Campbell has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. September 22, 2022CAMPBELL SOUP COMPANYBy:/s/Mick J. BeekhuizenMick J. BeekhuizenExecutive Vice President and Chief Financial Officer (Principal Financial Officer)Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of Campbell and in the capacities indicated on September 22, 2022.Signatures/s/ Mark A. Clouse*Mark A. ClouseMaria Teresa HiladoPresident and Chief Executive Officer and DirectorDirector(Principal Executive Officer)/s/ Mick J. Beekhuizen*Mick J. BeekhuizenGrant H. HillExecutive Vice President and Chief Financial OfficerDirector(Principal Financial Officer)/s/ Stanley Polomski*Stanley PolomskiSarah HofstetterSenior Vice President and ControllerDirector(Principal Accounting Officer)**Keith R. McLoughlinMarc B. LautenbachChair and DirectorDirector**Fabiola R. ArredondoMary Alice D. MaloneDirectorDirector**Howard M. AverillKurt T. SchmidtDirectorDirector**John P. BilbreyArchbold D. van BeurenDirectorDirector** By: /s/ Charles A. Brawley, IIIBennett Dorrance, Jr.Name: Charles A. Brawley, IIIDirectorTitle: Senior Vice President, Deputy General Counsel and Corporate Secretary, as Attorney-in-fact(pursuant to powers of attorney)83 Schedule IICAMPBELL SOUP COMPANYValuation and Qualifying AccountsFor the Fiscal Years ended July 31, 2022, August 1, 2021, and August 2, 2020This schedule of valuation and qualifying accounts for continuing operations should be read in conjunction with the Consolidated Financial Statements. This schedule excludes amounts related to discontinued operations. See Note 3 to the Consolidated Financial Statements for additional information.(Millions)Balance at Beginning of PeriodCharged to/(Reduction in) CostsandExpensesDeductionsDivestitureBalance atEnd ofPeriodFiscal year ended July 31, 2022Cash discount$ 6 $ 136 $ (137) $ — $ 5 Bad debt reserve 2 2 — — 4 Returns reserve(1) 4 (1) — — 3 Total Accounts receivable allowances$ 12 $ 137 $ (137) $ — $ 12 Fiscal year ended August 1, 2021Cash discount$ 6 $ 137 $ (137) $ — $ 6 Bad debt reserve 4 — (2) — 2 Returns reserve(1) 4 — — — 4 Total Accounts receivable allowances$ 14 $ 137 $ (139) $ — $ 12 Fiscal year ended August 2, 2020Cash discount$ 6 $ 139 $ (139) $ — $ 6 Bad debt reserve 3 2 — (1) 4 Returns reserve(1) 4 1 (1) — 4 Total Accounts receivable allowances$ 13 $ 142 $ (140) $ (1) $ 14 _______________________________________(1)The returns reserve is evaluated quarterly and adjusted accordingly. During each period, returns are charged to net sales in the Consolidated Statements of Earnings as incurred. Actual returns were approximately $110 million in 2022, $100 million in 2021, and $99 million in 2020, or less than 2% of net sales.84 EXHIBIT 31(a)CERTIFICATION PURSUANTTO RULE 13a-14(a)I, Mark A. Clouse, certify that:1. I have reviewed this Annual Report on Form 10-K of Campbell Soup Company;2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; andd) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; andb) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.Date: September 22, 2022 By:/s/ Mark A. ClouseName:Mark A. ClouseTitle:President and Chief Executive OfficerSchedule IICAMPBELL SOUP COMPANYValuation and Qualifying AccountsFor the Fiscal Years ended July 31, 2022, August 1, 2021, and August 2, 2020This schedule of valuation and qualifying accounts for continuing operations should be read in conjunction with the Consolidated Financial Statements. This schedule excludes amounts related to discontinued operations. See Note 3 to the Consolidated Financial Statements for additional information.(Millions)Balance at Beginning of PeriodCharged to/(Reduction in) CostsandExpensesDeductionsDivestitureBalance atEnd ofPeriodFiscal year ended July 31, 2022Cash discount$ 6 $ 136 $ (137) $ — $ 5 Bad debt reserve 2 2 — — 4 Returns reserve(1) 4 (1) — — 3 Total Accounts receivable allowances$ 12 $ 137 $ (137) $ — $ 12 Fiscal year ended August 1, 2021Cash discount$ 6 $ 137 $ (137) $ — $ 6 Bad debt reserve 4 — (2) — 2 Returns reserve(1) 4 — — — 4 Total Accounts receivable allowances$ 14 $ 137 $ (139) $ — $ 12 Fiscal year ended August 2, 2020Cash discount$ 6 $ 139 $ (139) $ — $ 6 Bad debt reserve 3 2 — (1) 4 Returns reserve(1) 4 1 (1) — 4 Total Accounts receivable allowances$ 13 $ 142 $ (140) $ (1) $ 14 _______________________________________(1)The returns reserve is evaluated quarterly and adjusted accordingly. During each period, returns are charged to net sales in the Consolidated Statements of Earnings as incurred. Actual returns were approximately $110 million in 2022, $100 million in 2021, and $99 million in 2020, or less than 2% of net sales.84 EXHIBIT 31(a)CERTIFICATION PURSUANTTO RULE 13a-14(a)I, Mark A. Clouse, certify that:1. I have reviewed this Annual Report on Form 10-K of Campbell Soup Company;2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; andd) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; andb) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.Date: September 22, 2022 By:/s/ Mark A. ClouseName:Mark A. ClouseTitle:President and Chief Executive Officer EXHIBIT 31(b)CERTIFICATION PURSUANTTO RULE 13a-14(a)I, Mick J. Beekhuizen, certify that:1. I have reviewed this Annual Report on Form 10-K of Campbell Soup Company;2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; andd) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; andb) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.Date: September 22, 2022By:/s/ Mick J. BeekhuizenName:Mick J. BeekhuizenTitle:Executive Vice President and Chief FinancialOfficerEXHIBIT 32(a)CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350In connection with the Annual Report of Campbell Soup Company (the “Company”) on Form 10-K for the fiscal year ended July 31, 2022 (the “Report”), I, Mark A. Clouse, President and Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.Date: September 22, 2022By:/s/ Mark A. ClouseName:Mark A. ClouseTitle:President and Chief Executive OfficerThe foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.A signed original of this written statement required under Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.EXHIBIT 31(b)CERTIFICATION PURSUANTTO RULE 13a-14(a)I, Mick J. Beekhuizen, certify that:1. I have reviewed this Annual Report on Form 10-K of Campbell Soup Company;2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; andd) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; andb) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.Date: September 22, 2022By:/s/ Mick J. BeekhuizenName:Mick J. BeekhuizenTitle:Executive Vice President and Chief FinancialOfficerEXHIBIT 32(a)CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350In connection with the Annual Report of Campbell Soup Company (the “Company”) on Form 10-K for the fiscal year ended July 31, 2022 (the “Report”), I, Mark A. Clouse, President and Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.Date: September 22, 2022By:/s/ Mark A. ClouseName:Mark A. ClouseTitle:President and Chief Executive OfficerThe foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.A signed original of this written statement required under Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. Fiscal 2022 Results
NET SALES
NET SALES
$8.6 Billion
$8.6 Billion
+2% ORGANIC NET SALES GROWTH VS. FISCAL 20211
+2% ORGANIC NET SALES GROWTH VS. FISCAL 20211
ADJUSTED EPS1
ADJUSTED EPS1
$2.85
$2.85
FLAT VS. FISCAL 2021
FLAT VS. FISCAL 2021
CONSUMPTION2
CONSUMPTION2
+4%+4%
OPERATING CASH FLOW
OPERATING CASH FLOW
$1.2 Billion
$1.2 Billion
FSCMIX_B-W_POS_LAND.cmyk.pdf 1 3/18/17 1:16 AM
SHAREHOLDER INFORMATION
World Headquarters
Campbell Soup Company
1 Campbell Place, Camden, NJ 08103-1799
(856) 342-4800 • (856) 342-3878 (Fax)
Stock Exchange Listing
New York Stock Exchange Ticker Symbol: CPB
Transfer Agent and Registrar
Computershare Trust Company, N.A.
P.O. Box 43006
Providence, RI 02940-3006
1-800-780-3203
Keith R.
McLoughlin
Chair of the
Board
Independent Accountants
PricewaterhouseCoopers LLP
Two Commerce Square
Suite 1700
2001 Market Street
Philadelphia, PA 19103-7042
Chair’s Message
When I wrote my update last year, I reflected on how our
focused strategic plan and deep-rooted passion for our
purpose and our commitment to our teams and
Dividends
We have paid dividends since the company became public in
1954. Dividends are normally paid quarterly, near the end of
January, April, July and October.
communities had become more important than ever. As
Shareholder Information Service
For the latest quarterly business results or other information
requests such as dividend dates, shareholder programs or product
news, visit investor.campbellsoupcompany.com.
Campbell Brands
Product trademarks owned or licensed by Campbell Soup
As I look ahead, our portfolio of leading brands is more
Company and/or its subsidiaries appearing in the narrative text
of this report are italicized.
relevant today than perhaps any other time. The
convenience, comfort and value of our Meals & Beverages
brands, plus the elevated and differentiated nature of our
Snacks portfolio is a powerful combination. We have
retained the new consumers we added in the last three
[FSC Logo Here]
years3 and created renewed interest and loyalty among
younger households. We are now on offense—fueling
marketing capabilities.
growth with innovation and building upon strong
The papers utilized in the production of this Annual Report are all certified for
Forest Stewardship Council (FSC®) standards, which promote environmentally
appropriate, socially beneficial and economically viable management of the
world’s forests. This annual report was printed by DG3 North America. DG3’s
facility uses exclusively vegetable based inks, 100% renewable wind energy and
releases zero VOCs into the environment.
“Campbell is well-positioned to
further build on the success and
momentum we have established.”
we entered fiscal 2022, our focus and passion continued,
On behalf of the Campbell Board of Directors, I would
dynamic environment.
and drove another year of solid financial results in a truly
A dividend reinvestment plan is available to shareholders. For
information about dividends or the dividend reinvestment plan,
write to Dividend Reinvestment Plan Agent, Campbell Soup
Company, P.O. Box 43006, Providence, RI 02940-3006.
Or call: (781) 575-2723 or 1-800-780-3203
Strong demand for our products continued, despite
industry-wide supply chain pressures, COVID-19 variants,
and unprecedented
significantly advance our strategic plan. Our talented,
Publications
For copies of the Annual Report or the SEC Form 10-K or other
financial information, visit investor.campbellsoupcompany.com.
leadership teams skillfully mitigated
inflation. We
continued
inflation
agile
to
like to thank Mark Clouse, Campbell’s President and
Chief Executive Officer, for his leadership, along with the
Campbell Operating Committee and Campbell Leadership
Team, who continue to deliver against our commitments. I
also want to recognize the tremendous effort by all our
Impact. To read our Corporate Responsibility Report and learn
more about our Environmental, Social and Governance strategy,
go to campbellsoupcompany.com/our-impact.
employees, particularly our front-line teams. I would like to
acknowledge the significant contributions of Bennett
Dorrance, who retired from the Campbell Board of
through effective revenue management, productivity
improvements and cost savings. As a result, we delivered
For copies of Campbell’s Corporate Responsibility Report, write to
Stewart Lindsay, Vice President Corporate Responsibility and
organic net sales and adjusted earnings before interest
Sustainability at csr_feedback@campbellsoup.com.
and taxes (EBIT) within our guidance ranges1. Most
Directors earlier this year, and welcome our newest board
member, Bennett Dorrance, Jr. Finally, I would like to
On the Web. Visit us at: campbellsoupcompany.com
for company news and information.
extend our gratitude to our shareholders, suppliers,
customers and all our stakeholders. I am confident
impressively, despite all the challenges of the year, we
landed adjusted earnings per share (EPS) at the high end
Information Sources
Inquiries regarding our products may be addressed to Campbell’s
Consumer Response Center at the World Headquarters address or
of our initial fiscal 2022 guidance1.
call 1-800-257-8443.
Campbell is well-positioned to further build on the success
and momentum we have established over the last several
Careers. To explore career opportunities, visit us at:
careers.campbellsoupcompany.com.
years, and I believe the future is bright.
Investors and financial analysts may contact Rebecca Gardy, Senior
Vice President, Chief Investor Relations Officer, at the World
Headquarters address or call (856) 342-6081.
Sincerely,
Media and public relations inquiries should be directed to James
Regan, Director of External Communications, at the World
Headquarters address or call (856) 219-6409.
Communications concerning share transfer, lost certificates,
dividends and change of address, should be directed to
Computershare Trust Company, N.A., 1-800-780-3203.
Twitter + Instagram. Follow us: @CampbellSoupCo
for tweets and stories about our people, company
and brands.
Keith R. McLoughlin
Chair of the Board
LinkedIn. For stories about our people, company and brands,
follow us at: Linkedin.com/company/campbell-soup-company
1. From Continuing Operations. These non-GAAP measures are adjusted for certain items not considered to be part of the ongoing business.
A reconciliation of non-GAAP financial measures can be found on page 20.
Forward-Looking Statements: Statements in this report that are not historical facts are forward-looking statements. Actual results may differ materially from those projected in the forward-looking
statements. See “Cautionary Factors That May Affect Future Results” in Item 7 and “Risk Factors” in Item 1A of our Form 10-K.
2. Total IRI US MULO latest 52 weeks ending 7/31/2022. Total company.
3. IRI panel, all outlets, NBD volume adjusted, 52 weeks ending 7/31/2022
EXHIBIT 32(b)CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350In connection with the Annual Report of Campbell Soup Company (the “Company”) on Form 10-K for the fiscal year ended July 31, 2022 (the “Report”), I, Mick J. Beekhuizen, Executive Vice President and Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.Date: September 22, 2022 By:/s/ Mick J. BeekhuizenName:Mick J. BeekhuizenTitle:Executive Vice President and Chief FinancialOfficerThe foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.A signed original of this written statement required under Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
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1 Campbell Place, Camden, NJ 08103-1799 • investor.campbellsoupcompany.com
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