v3.26.3
Assets and Liabilities Held for Sale and Business Divestitures (Tables)
 9 Months Ended
Sep. 30, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Disposal Groups, Including Discontinued Operations
The sale consideration is subject to certain post-closing adjustments in accordance with the transaction agreement.
(DOLLARS IN MILLIONS)
Cash proceeds from the buyer$105 
Direct costs to sell(2)
Fair value of sale consideration$103 
The following table presents the components of discontinued operations, net of income taxes, in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss):
Three Months EndedNine Months Ended
September 30,September 30,
(DOLLARS AND SHARES IN MILLIONS EXCEPT PER SHARE AMOUNTS)2026202520262025
Net sales$787 $825 $2,449 $2,463 
Cost of sales570641 1,835 1,890 
Gross profit217184614573
Research and development expenses11123533
Selling and administrative expenses10773322218
Amortization of acquisition-related intangibles— 62104188
Impairment of goodwill— — — 1,119 
Restructuring and other charges2 2 4 5 
Operating profit (loss)97 35 149(990)
Losses on business disposals— — 7 — 
Losses on assets classified as held for sale — 108 — 108 
Other (income) expense, net(2)1 (1)(8)
Income (loss) from discontinued operations before tax99 (74)143(1,090)
Provision (benefit) for income taxes from discontinued operations27 (16)384
Net income (loss) from discontinued operations, net of tax$72 $(58)$105 $(1,094)
The following table presents selected financial information included in cash flows from discontinued operations:
Nine Months Ended September 30,
(DOLLARS IN MILLIONS)20262025
Cash flows from operating activities of discontinued operations:
Depreciation and amortization$152 $286 
Losses on business disposal 7 — 
Impairment of goodwill— 1,119 
Cash flows from investing activities of discontinued operations:
Additions to property, plant and equipment107 117 
Supplemental Disclosures for discontinued operations:
Accrued capital expenditures$13 $16 
The following table presents the assets and liabilities included in discontinued operations as of September 30, 2026 and December 31, 2025, in the Consolidated Balance Sheets.
(DOLLARS IN MILLIONS)
September 30, 2026(1)
December 31, 2025
Assets
Cash and cash equivalents$242 $243 
Trade receivables, net544 462 
Inventories731 775 
Prepaid expenses and other current assets144 144 
Property, plant and equipment, net1,384 1,441 
Goodwill43 43 
Other intangible assets, net1,960 2,168 
Operating lease right-of-use assets69 71 
Other assets64 73 
Valuation allowance— (115)
Total assets of discontinued operations5,181 5,305 
Liabilities
Accounts payable360 388 
Accrued payroll and bonus78 68 
Other current liabilities87 88 
Long-term debt2 2 
Retirement liabilities13 12 
Operating lease liabilities53 54 
Deferred income taxes538 539 
Other liabilities9 16 
Total liabilities of discontinued operations$1,140 $1,167 
_______________________
(1)All assets and liabilities of discontinued operations were classified as current on the Consolidated Balance Sheets as of September 30, 2026 as it was probable that the sale of the Food Ingredients disposal group would be completed within one year from the balance sheet dateThe major classes of assets and liabilities sold consisted of the following:
(DOLLARS IN MILLIONS)July 1, 2026
Assets
Trade receivables, net$3 
Inventories27 
Property, plant and equipment, net5 
Goodwill8 
Other intangible assets, net31 
Less: Loss recognized on assets held-for-sale(27)
Total assets held-for-sale47 
Liabilities
Accounts payable3 
Other liabilities1 
Total liabilities held-for-sale$4 
The following table summarizes the fair value of sale consideration in connection with the business divestiture, net of costs to sell:
(DOLLARS IN MILLIONS)
Cash proceeds from the buyer at time of sale$2,581 
2024 earnout97 
Receivable for 2025 earnout and other post-closing adjustments46 
Indemnifications and other payable(16)
Direct costs to sell(30)
Fair value of sale consideration$2,678 
The following table summarizes the components of net proceeds received from the business divestiture presented under Cash flows from investing activities for the nine months ended September 30, 2026 and 2025.
Nine Months Ended September 30,
(DOLLARS IN MILLIONS)20262025
Cash proceeds from the buyer$97 $2,581 
Cash transferred to the buyer at close— (29)
Payments to the buyer(11)— 
Net Cash flows from investing activities$86 $2,552 
The major classes of assets and liabilities sold consisted of the following:
(DOLLARS IN MILLIONS)May 1, 2025
Assets
Cash and cash equivalents$29 
Trade receivables, net218 
Inventories289 
Property, plant and equipment, net439 
Goodwill(1)
1,190 
Other intangible assets, net1,093 
Operating lease right-of-use assets68 
Deferred tax assets17 
Other assets116 
Less: Loss recognized on assets held-for-sale(2)
(307)
Total assets3,152 
Liabilities
Accounts payable$(131)
Deferred tax liability(75)
Other liabilities(166)
Total liabilities(372)
Equity
Accumulated other comprehensive income - currency translation adjustment$49 
Accumulated other comprehensive income - pension adjustment(26)
Non-controlling Interests (NCI)(4)
Total equity19 
Carrying value of net assets (adjusted for currency translation, pension, and NCI adjustments)$2,799 
_______________________
(1) The goodwill presented here is net of the $64 million goodwill impairment charge.
(2) A loss was recorded on assets held-for-sale in the amount of $307 million through March 31, 2025.
The following table summarizes the fair value of sale consideration received in connection with the business divestiture:
(DOLLARS IN MILLIONS)
Cash proceeds from the buyer$161 
Direct costs to sell(3)
Post-closing adjustments1 
Fair value of sale consideration$159 
The following table summarizes the components of net proceeds received from the business divestiture presented under Cash flows from investing activities for the nine months ended September 30, 2025.
(DOLLARS IN MILLIONS)
Cash proceeds from the buyer$161 
Cash transferred to the buyer at close(9)
Net Cash flows from investing activities$152 
The major classes of assets and liabilities sold consisted of the following:
(DOLLARS IN MILLIONS)May 9, 2025
Assets
Cash and cash equivalents$9 
Trade receivables, net33 
Inventories15 
Property, plant and equipment, net60 
Goodwill77 
Other intangible assets, net19 
Other assets40 
Total assets253 
Liabilities
Accounts payable$(30)
Other liabilities(50)
Total liabilities(80)
Equity
Accumulated other comprehensive income - currency translation adjustment(1)
Accumulated other comprehensive income - pension adjustment(24)
Total equity(25)
Carrying value of net assets (adjusted for currency translation and pension adjustments)$148 
Included in the Company’s Consolidated Balance Sheets as of September 30, 2026 are the following carrying amounts of the assets and liabilities held for sale, related to the Meat Cultures business and the Botanicals & Food Enhancements disposal group. There were no assets and liabilities held for sale as of December 31, 2025.
(DOLLARS IN MILLIONS)September 30, 2026
Assets
Cash and cash equivalents$5 
Trade receivables, net36 
Inventories50 
Property, plant and equipment, net40 
Goodwill(1)
14 
Other intangible assets, net175 
Operating lease right-of-use assets9 
Other assets24 
Less: Loss recognized on assets held-for-sale(236)
Total assets held-for-sale117 
Liabilities
Accounts payable16 
Other liabilities16 
Total liabilities held-for-sale$32 
_______________________
(1)The goodwill presented here is net of the $23 million goodwill impairment charge related to the Botanicals & Food Enhancements disposal group.