SEC Filing | Colgate-Palmolive Company

300 Park Avenue

(Address of principal executive offices)

(Zip Code)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________

FORM 10-Q

_________________________

(Mark One)



☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2019



☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from________ to________ .

Commission File Number: 1-644

COLGATE-PALMOLIVE COMPANY

(Exact name of registrant as specified in its charter)



Delaware	13-1815595
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

(212) 310-2000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 par value	CL	New York Stock Exchange
0.500% Notes due 2026	CL 26	New York Stock Exchange
1.375% Notes due 2034	CL 34	New York Stock Exchange

NO CHANGES

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:



Class	Shares Outstanding	Date
Common stock, $1.00 par value	858,006,448	June 30, 2019

PART I. FINANCIAL INFORMATION

COLGATE-PALMOLIVE COMPANY

Condensed Consolidated Statements of Income

(Dollars in Millions Except Per Share Amounts)

(Unaudited)



	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2019		2018		2019		2018
Net sales	$	3,866	$	3,886	$	7,750	$	7,888
Cost of sales	1,558		1,585		3,155		3,179
Gross profit	2,308		2,301		4,595		4,709
Selling, general and administrative expenses	1,369		1,300		2,734		2,692
Other (income) expense, net	51		55		94		88
Operating profit	888		946		1,767		1,929
Non-service related postretirement costs	27		23		52		47
Interest (income) expense, net	38		35		78		70
Income before income taxes	823		888		1,637		1,812
Provision for income taxes	205		213		419		459
Net income including noncontrolling interests	618		675		1,218		1,353
Less: Net income attributable to noncontrolling interests	32		38		72		82
Net income attributable to Colgate-Palmolive Company	$	586	$	637	$	1,146	$	1,271

Earnings per common share, basic	$	0.68	$	0.73	$	1.33	$	1.46

Earnings per common share, diluted	$	0.68	$	0.73	$	1.33	$	1.45

See Notes to Condensed Consolidated Financial Statements.

COLGATE-PALMOLIVE COMPANY

Condensed Consolidated Statements of Comprehensive Income

(Dollars in Millions)

(Unaudited)



	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2019			2018			2019			2018
Net income including noncontrolling interests	$	618		$	675		$	1,218		$	1,353
Other comprehensive income (loss), net of tax:
Cumulative translation adjustments	25			(305		)	51			(198		)
Retirement plans and other retiree benefit adjustments	13			14			25			28
Gains (losses) on cash flow hedges	(2		)	11			(7		)	10
Total Other comprehensive income (loss), net of tax	36			(280		)	69			(160		)
Total Comprehensive income including noncontrolling interests	654			395			1,287			1,193
Less: Net income attributable to noncontrolling interests	32			38			72			82
Less: Cumulative translation adjustments attributable to noncontrolling interests	(5		)	(16		)	—			(14		)
Total Comprehensive income attributable to noncontrolling interests	27			22			72			68
Total Comprehensive income attributable to Colgate-Palmolive Company	$	627		$	373		$	1,215		$	1,125

See Notes to Condensed Consolidated Financial Statements.

COLGATE-PALMOLIVE COMPANY

Condensed Consolidated Balance Sheets

(Dollars in Millions)

(Unaudited)



	June 30, 2019			December 31, 2018
Assets
Current Assets
Cash and cash equivalents	$	863		$	726
Receivables (net of allowances of $87 and $82, respectively)	1,590			1,400
Inventories	1,322			1,250
Other current assets	480			417
Total current assets	4,255			3,793
Property, plant and equipment:
Cost	8,476			8,336
Less: Accumulated depreciation	(4,683		)	(4,455		)
	3,793			3,881
Goodwill	2,536			2,530
Other intangible assets, net	1,609			1,637
Deferred income taxes	167			152
Other assets	791			168
Total assets	$	13,151		$	12,161
Liabilities and Shareholders’ Equity
Current Liabilities
Notes and loans payable	$	4		$	12
Current portion of long-term debt	1			—
Accounts payable	1,209			1,222
Accrued income taxes	293			411
Other accruals	2,275			1,696
Total current liabilities	3,782			3,341
Long-term debt	6,640			6,354
Deferred income taxes	303			235
Other liabilities	2,436			2,034
Total liabilities	13,161			11,964
Shareholders’ Equity
Common stock	1,466			1,466
Additional paid-in capital	2,338			2,204
Retained earnings	21,653			21,615
Accumulated other comprehensive income (loss)	(4,119		)	(4,188		)
Unearned compensation	(3		)	(3		)
Treasury stock, at cost	(21,682		)	(21,196		)
Total Colgate-Palmolive Company shareholders’ equity	(347		)	(102		)
Noncontrolling interests	337			299
Total equity	(10		)	197
Total liabilities and equity	$	13,151		$	12,161

See Notes to Condensed Consolidated Financial Statements.

COLGATE-PALMOLIVE COMPANY

Condensed Consolidated Statements of Cash Flows

(Dollars in Millions)

(Unaudited)



	Six Months Ended
	June 30,
	2019			2018
Operating Activities
Net income including noncontrolling interests	$	1,218		$	1,353
Adjustments to reconcile net income including noncontrolling interests to net cash provided by operations:
Depreciation and amortization	256			258
Restructuring and termination benefits, net of cash	21			(14		)
Stock-based compensation expense	34			47
Deferred income taxes	53			2
Voluntary benefit plan contributions	(102		)	—
Cash effects of changes in:
Receivables	(178		)	(200		)
Inventories	(63		)	(30		)
Accounts payable and other accruals	(14		)	(96		)
Other non-current assets and liabilities	24			(23		)
Net cash provided by operations	1,249			1,297
Investing Activities
Capital expenditures	(146		)	(216		)
Purchases of marketable securities and investments	(80		)	(96		)
Proceeds from sale of marketable securities and investments	14			19
Payment for acquisitions, net of cash acquired	—			(727		)
Other	—			7
Net cash used in investing activities	(212		)	(1,013		)
Financing Activities
Principal payments on debt	(3,105		)	(3,953		)
Proceeds from issuance of debt	3,368			4,266
Dividends paid	(770		)	(756		)
Purchases of treasury shares	(664		)	(696		)
Proceeds from exercise of stock options	267			160
Net cash used in financing activities	(904		)	(979		)
Effect of exchange rate changes on Cash and cash equivalents	4			(7		)
Net increase (decrease) in Cash and cash equivalents	137			(702		)
Cash and cash equivalents at beginning of the period	726			1,535
Cash and cash equivalents at end of the period	$	863		$	833
Supplemental Cash Flow Information
Income taxes paid	$	463		$	468

See Notes to Condensed Consolidated Financial Statements.

COLGATE-PALMOLIVE COMPANY

Condensed Consolidated Statements of Changes in Shareholders’ Equity

(Dollars in Millions)

(Unaudited)



Three Months Ended June 30, 2019
	Colgate-Palmolive Company Shareholders’ Equity																	Noncontrolling Interests
	Common Stock		Additional Paid-in Capital			Unearned Compensation			Treasury Stock			Retained Earnings			Accumulated Other Comprehensive Income (Loss)⁽¹⁾
Balance, March 31, 2019	$	1,466	$	2,241		$	(3	)	$	(21,532	)	$	21,436		$	(4,160	)	$	342
Net income												586						32
Other comprehensive income (loss), net of tax															41			(5		)
Dividends ($0.43)/per share)												(369		)				(32		)
Stock-based compensation expense			17
Shares issued for stock options			81						113
Shares issued for restricted stock units			(1		)				1
Treasury stock acquired									(265		)
Other									1
Balance, June 30, 2019	$	1,466	$	2,338		$	(3	)	$	(21,682	)	$	21,653		$	(4,119	)	$	337



Three Months Ended June 30, 2018
	Colgate-Palmolive Company Shareholders’ Equity																	Noncontrolling Interests
	Common Stock		Additional Paid-in Capital			Unearned Compensation			Treasury Stock			Retained Earnings			Accumulated Other Comprehensive Income (Loss)⁽¹⁾
Balance, March 31, 2018	$	1,466	$	2,047		$	(2	)	$	(20,441	)	$	20,581		$	(3,900	)	$	350
Net income												637						38
Other comprehensive income (loss), net of tax															(264		)	(16		)
Dividends ($0.42)/per share)												(367		)				(38		)
Stock-based compensation expense			19
Shares issued for stock options			16						27
Shares issued for restricted stock units			(2		)				2
Treasury stock acquired									(345		)
Other			1			2
Balance, June 30, 2018	$	1,466	$	2,081		$	—		$	(20,757	)	$	20,851		$	(4,164	)	$	334

⁽¹⁾Accumulated other comprehensive income (loss) includes cumulative translation losses of $3,104 at June 30, 2019 ($3,121 at June 30, 2018) and $3,134 at March 31, 2019 ($2,832 at March 31, 2018), respectively, and unrecognized retirement plan and other retiree benefits costs of $1,013 at June 30, 2019 ($1,048 at June 30, 2018) and $1,026 at March 31, 2019 ($1,062 at March 31, 2018), respectively.

See Notes to Condensed Consolidated Financial Statements.

COLGATE-PALMOLIVE COMPANY

Condensed Consolidated Statements of Changes in Shareholders’ Equity

(Dollars in Millions)

(Unaudited)



Six Months Ended June 30, 2019
	Colgate-Palmolive Company Shareholders’ Equity																	Noncontrolling Interests
	Common Stock		Additional Paid-in Capital			Unearned Compensation			Treasury Stock			Retained Earnings			Accumulated Other Comprehensive Income (Loss)⁽¹⁾
Balance, December 31, 2018	$	1,466	$	2,204		$	(3	)	$	(21,196	)	$	21,615		$	(4,188	)	$	299
Net income												1,146						72
Other comprehensive income (loss), net of tax															69			—
Dividends ($1.28)/per share)*												(1,103		)				(34		)
Stock-based compensation expense			34
Shares issued for stock options			114						162
Shares issued for restricted stock units			(14		)				14
Treasury stock acquired									(664		)
Other									2			(5		)
Balance, June 30, 2019	$	1,466	$	2,338		$	(3	)	$	(21,682	)	$	21,653		$	(4,119	)	$	337



Six Months Ended June 30, 2018
	Colgate-Palmolive Company Shareholders’ Equity																		Noncontrolling Interests
	Common Stock		Additional Paid-in Capital			Unearned Compensation			Treasury Stock			Retained Earnings			Accumulated Other Comprehensive Income (Loss)⁽¹⁾
Balance, December 31, 2017	$	1,466	$	1,984		$	(5	)	$	(20,181	)	$	20,531		$	(3,855	)		$	303
Net income												1,271							82
Other comprehensive income (loss), net of tax															(146		)		(14		)
Dividends ($1.24)/per share)*												(1,085		)					(37		)
Stock-based compensation expense			47
Shares issued for stock options			64						104
Shares issued for restricted stock units			(14		)				14
Treasury stock acquired									(696		)
Other			—			5			2			134			(163		)	(2)
Balance, June 30, 2018	$	1,466	$	2,081		$	—		$	(20,757	)	$	20,851		$	(4,164	)		$	334

⁽¹⁾Accumulated other comprehensive income (loss) includes cumulative translation losses of $3,104 at June 30, 2019 ($3,121 at June 30, 2018) and $3,155 at December 31, 2018 ($2,927 at December 31, 2017), respectively, and unrecognized retirement plan and other retiree benefits costs of $1,013 at June 30, 2019 ($1,048 at June 30, 2018) and $1,038 at December 31, 2018 ($923 at December 31, 2017), respectively.

⁽²⁾As a result of the early adoption of ASU 2018-02, the Company reclassified the stranded tax effects in Accumulated other comprehensive income (loss) resulting from the Tax Cuts and Jobs Act (the “TCJA” or “U.S. tax reform”) to Retained earnings. See Note 2, Summary of Accounting Policies in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 for additional information.

* Two dividends were declared in each of the first quarters of 2019 and 2018.

See Notes to Condensed Consolidated Financial Statements.

COLGATE-PALMOLIVE COMPANY

Notes to Condensed Consolidated Financial Statements

(Dollars in Millions Except Share and Per Share Amounts)

(Unaudited)


1.	Basis of Presentation

The Condensed Consolidated Financial Statements reflect all normal recurring adjustments which, in management’s opinion, are necessary for a fair statement of the results for interim periods. Results of operations for interim periods may not be representative of results to be expected for a full year. Colgate-Palmolive Company (together with its subsidiaries, the “Company” or “Colgate”) reclassifies certain prior year amounts, as applicable, to conform to the current year presentation.

For a complete set of financial statement notes, including the Company’s significant accounting policies, refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission (the “SEC”).


2.	Use of Estimates

Provisions for certain expenses, including income taxes, advertising and consumer promotion, are based on full year assumptions and are included in the accompanying Condensed Consolidated Financial Statements in proportion with estimated annual tax rates, the passage of time or estimated annual sales, as applicable.


3.	Recent Accounting Pronouncements

In April 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-04, Codification Improvements to Financial Instruments-Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Financial Instruments (Topic 825). This extensive ASU clarifies three topics related to financial instruments accounting. This new guidance is effective for the Company beginning on January 1, 2020, with early adoption permitted. This new guidance is not expected to have a material impact on the Company’s Consolidated Financial Statements.

In October 2018, the FASB issued ASU No. 2018-16, “Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (“SOFR”) Overnight Index Swap (“OIS”) Rate as Benchmark Interest Rate for Hedge Accounting Purposes.” The new guidance permits the use of the OIS rate based on the SOFR as a U.S. benchmark interest rate for hedge accounting purposes under Topic 815. The new guidance was effective for the Company on a prospective basis beginning on January 1, 2019, concurrently with the adoption of ASU 2017-12, and did not have an impact on the Company’s Consolidated Financial Statements.

In August 2018, the FASB issued ASU No. 2018-15, “Intangibles-Goodwill and Other-Internal-Use Software (Topic 350): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract.” This new 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 obtain internal-use software. This new guidance is effective for the Company on a prospective or retrospective basis beginning on January 1, 2020, with early adoption permitted. The Company elected to adopt this guidance early, beginning on January 1, 2019 on a prospective basis. The new guidance did not have a material impact on the Company’s Consolidated Financial Statements.

In August 2018, the FASB issued ASU No. 2018-14, “Compensation-Retirement Benefits-Defined Benefit Plans-General (Topic 715): Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans.” This new guidance removes certain disclosures that are not considered cost beneficial, clarifies certain required disclosures and requires certain additional disclosures. This new guidance is effective for the Company on a retrospective basis beginning on January 1, 2020, with early adoption permitted. While the Company is currently assessing the impact of the new guidance, it is not expected to have a material impact on the Company’s Consolidated Financial Statements.

COLGATE-PALMOLIVE COMPANY

Notes to Condensed Consolidated Financial Statements (continued)

(Dollars in Millions Except Share and Per Share Amounts)

(Unaudited)

In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.” This new guidance removes certain disclosure requirements related to the fair value hierarchy, modifies existing disclosure requirements related to measurement uncertainty and adds new disclosure requirements. The new disclosure requirements include disclosing the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. This new guidance is effective for the Company beginning on January 1, 2020, with early adoption permitted. Certain disclosure requirements in the new guidance will need to be applied on a retrospective basis and others on a prospective basis. While the Company is currently assessing the impact of the new guidance, it is not expected to have a material impact on the Company’s Consolidated Financial Statements.

In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities,” amending the eligibility criteria for hedged items and transactions to expand an entity’s ability to hedge nonfinancial and financial risk components. The new guidance eliminates the requirement to separately measure and present hedge ineffectiveness and aligns the presentation of hedge gains and losses with the underlying hedge item. The new guidance also simplifies the hedge documentation and hedge effectiveness assessment requirements. The amended presentation and disclosure requirements must be adopted on a prospective basis, while any amendments to cash flow and net investment hedge relationships that exist on the date of adoption must be applied on a “modified retrospective” basis, meaning a cumulative effect adjustment to the opening balance of retained earnings as of the beginning of the year of adoption. The new guidance was effective for the Company on January 1, 2019 and did not have a material impact on the Company’s Consolidated Financial Statements.

In January 2017, the FASB issued ASU No. 2017-04, “Intangibles–Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” eliminating the requirement to calculate implied fair value, essentially eliminating step two from the goodwill impairment test. The new standard requires goodwill impairment to be based upon the results of step one of the impairment test, which is defined as the excess of the carrying value of a reporting unit over its fair value. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The standard is effective for the Company on a prospective basis beginning on January 1, 2020, with early adoption permitted. This new guidance is not expected to have an impact on the Company’s Consolidated Financial Statements.

In February 2016, the FASB issued its final standard on lease accounting, ASU No. 2016-02, “Leases (Topic 842),” which superseded Topic 840, “Leases,” which was further modified in ASU No. 2018-10, “Codification Improvements to Topic 842, Leases,” ASU No. 2018-11, “Leases (Topic 842) Targeted Improvements” and ASU No. 2019-01 “Leases (Topic 842) Codification Improvements” to clarify the implementation guidance. The new accounting standard was effective for the Company beginning on January 1, 2019 and required the recognition on the balance sheet of right-of-use assets and lease liabilities for all long-term leases, including operating leases, on the balance sheet. The Company elected the optional transition method and adopted the new guidance on January 1, 2019, on a modified retrospective basis with no restatement of prior period amounts. As allowed under the new accounting standard, the Company elected to apply practical expedients to carry forward the original lease determinations, lease classifications and accounting of initial direct costs for all asset classes at the time of adoption. The Company also elected not to separate lease components from non-lease components and to exclude short-term leases from its Consolidated Balance Sheet. The Company’s adoption of the new standard resulted in the recognition of right-of-use assets of $458 and liabilities of $574, with no material cumulative effect adjustment to equity as of the date of adoption. In connection with the adoption of this guidance, as required, the Company reclassified certain restructuring reserves incurred in connection with the Global Growth and Efficiency Program (see Note 4, Restructuring and Related Implementation Charges for additional information) and deferred rent liabilities as reductions to lease assets. Adoption of the new standard did not have a material impact on the Company’s Consolidated Statements of Income or Cash Flows. See Note 13, Leases for additional information.

COLGATE-PALMOLIVE COMPANY

Notes to Condensed Consolidated Financial Statements (continued)

(Dollars in Millions Except Share and Per Share Amounts)

(Unaudited)


4.	Restructuring and Related Implementation Charges

In the fourth quarter of 2012, the Company commenced a restructuring program (the “Global Growth and Efficiency Program”). The program was expanded in 2014 and expanded and extended in each of 2015 and 2017. The program runs through December 31, 2019.

Initiatives under the Global Growth and Efficiency Program continue to fit within the program’s three focus areas of expanding commercial hubs, extending shared business services and streamlining global functions and optimizing the global supply chain and facilities.

Cumulative pretax charges resulting from the Global Growth and Efficiency Program, once all phases are approved and implemented, are estimated to be in the range of $1,820 to $1,870 ($1,350 to $1,380 aftertax). The Company anticipates that pretax charges for 2019 will approximate $100 to $150 ($70 to $100 aftertax). It is expected that substantially all charges resulting from the Global Growth and Efficiency Program will be incurred by December 31, 2019.

The pretax charges resulting from the Global Growth and Efficiency Program are estimated to be comprised of the following categories: Employee-Related Costs, including severance, pension and other termination benefits (40%); asset-related costs, primarily Incremental Depreciation and Asset Impairments (10%); and Other charges, which include contract termination costs, consisting primarily of related implementation charges resulting directly from exit activities (30%) and the implementation of new strategies (20%). Over the course of the Global Growth and Efficiency Program, it is estimated that approximately 75% of the charges will result in cash expenditures.

The Company expects that the cumulative pretax charges, once all projects are approved and implemented, will relate to initiatives undertaken in North America (15%), Europe (20%), Latin America (5%), Asia Pacific (5%), Africa/Eurasia (5%), Hill’s Pet Nutrition (10%) and Corporate (40%), which includes substantially all of the costs related to the implementation of new strategies, noted above, on a global basis. The Company expects that, when it has been fully implemented, the Global Growth and Efficiency Program will have contributed a net reduction of approximately 4,000 to 4,400 positions from the Company’s global employee workforce.

For the three and six months ended June 30, 2019 and 2018, restructuring and related implementation charges are reflected in the Condensed Consolidated Statements of Income as follows:



	Three Months Ended					Six Months Ended
	June 30,					June 30,
	2019			2018		2019		2018
Cost of sales	$	(3	)	$	5	$	8	$	11
Selling, general and administrative expenses	10			10		14		15
Other (income) expense, net	33			43		46		56
Non-service related postretirement costs	2			3		3		7
Total Global Growth and Efficiency Program charges, pretax	$	42		$	61	$	71	$	89

Total Global Growth and Efficiency Program charges, aftertax	$	31		$	51	$	53	$	71

Restructuring and related implementation charges in the preceding table are recorded in the Corporate segment as these initiatives are predominantly centrally directed and controlled and are not included in internal measures of segment operating performance.

COLGATE-PALMOLIVE COMPANY

Notes to Condensed Consolidated Financial Statements (continued)

(Dollars in Millions Except Share and Per Share Amounts)

(Unaudited)

Total charges incurred for the Global Growth and Efficiency Program relate to initiatives undertaken by the following reportable operating segments:



	Three Months Ended				Six Months Ended				Program-to-date
	June 30,				June 30,				Accumulated Charges
	2019		2018		2019		2018
North America	—	%	8	%	3	%	17	%	18	%
Latin America	8	%	11	%	21	%	11	%	5	%
Europe	(3	)%	2	%	1	%	2	%	19	%
Asia Pacific	7	%	(6	)%	7	%	1	%	4	%
Africa/Eurasia	(2	)%	7	%	(1	)%	6	%	5	%
Hill’s Pet Nutrition	1	%	22	%	6	%	21	%	8	%
Corporate	89	%	56	%	63	%	42	%	41	%
Total	100	%	100	%	100	%	100	%	100	%

Since the inception of the Global Growth and Efficiency Program in the fourth quarter of 2012, the Company has incurred cumulative pretax charges of $1,793 ($1,331 aftertax) in connection with the implementation of various projects as follows:



	Cumulative Charges
	as of June 30, 2019
Employee-Related Costs	$	695
Incremental Depreciation	102
Asset Impairments	58
Other	938
Total	$	1,793

The majority of costs incurred since inception relate to the following projects: the implementation of the Company’s overall hubbing strategy; the consolidation of facilities; the extension of shared business services and streamlining of global functions; the closing of the Morristown, New Jersey personal care facility; the simplification and streamlining of the Company’s research and development capabilities and oral care supply chain, both in Europe; redesigning the European commercial organization; restructuring how the Company will provide future retirement benefits to substantially all of the U.S.-based employees participating in the Company’s defined benefit retirement plan by shifting them to the Company’s defined contribution plan; and the implementation of a Corporate efficiencies program.

The following tables summarize the activity for the restructuring and related implementation charges discussed above and the related accruals:



	Three Months Ended June 30, 2019
	Employee-Related Costs			Incremental Depreciation		Asset Impairments		Other		Total
Balance at March 31, 2019	$	52		$	—	$	—	$	94	$	146
Charges	4			5		—		33		42
Cash payments	(12		)	—