Supplemental Guarantor Information | Supplemental Guarantor Information Kraft Heinz fully and unconditionally guarantees the notes issued by our 100% owned operating subsidiary, Kraft Heinz Foods Company. See Note 19, Debt , to our consolidated financial statements for the year ended December 29, 2018 in our Annual Report on Form 10-K for additional descriptions of these guarantees. None of our other subsidiaries guarantee such notes. Set forth below are the condensed consolidating financial statements presenting the results of operations, financial position, and cash flows of Kraft Heinz (as parent guarantor), Kraft Heinz Foods Company (as subsidiary issuer of the notes), and the non-guarantor subsidiaries on a combined basis and eliminations necessary to arrive at the total reported information on a consolidated basis. This condensed consolidating financial information has been prepared and presented pursuant to the SEC Regulation S-X Rule 3-10, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or being Registered.” This information is not intended to present the financial position, results of operations, and cash flows of the individual companies or groups of companies in accordance with U.S. GAAP. Eliminations represent adjustments to eliminate investments in subsidiaries and intercompany balances and transactions between or among the parent guarantor, subsidiary issuer, and the non-guarantor subsidiaries. The Kraft Heinz Company Condensed Consolidating Statements of Income For the Three Months Ended March 30, 2019 (in millions) (Unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 4,004 $ 2,066 $ (111 ) $ 5,959 Cost of products sold — 2,572 1,487 (111 ) 3,948 Gross profit — 1,432 579 — 2,011 Selling, general and administrative expenses, excluding impairment losses — 221 608 — 829 Goodwill impairment losses — — 620 — 620 Intangible asset impairment losses — — — — — Selling, general and administrative expenses — 221 1,228 — 1,449 Intercompany service fees and other recharges — 841 (841 ) — — Operating income/(loss) — 370 192 — 562 Interest expense — 300 21 — 321 Other expense/(income) — 8 (388 ) — (380 ) Income/(loss) before income taxes — 62 559 — 621 Provision for/(benefit from) income taxes — 36 181 — 217 Equity in earnings/(losses) of subsidiaries 405 379 — (784 ) — Net income/(loss) 405 405 378 (784 ) 404 Net income/(loss) attributable to noncontrolling interest — — (1 ) — (1 ) Net income/(loss) excluding noncontrolling interest $ 405 $ 405 $ 379 $ (784 ) $ 405 Comprehensive income/(loss) excluding noncontrolling interest $ 528 $ 528 $ 528 $ (1,056 ) $ 528 The Kraft Heinz Company Condensed Consolidating Statements of Income For the Three Months Ended March 31, 2018 (in millions) (Unaudited) As Restated Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 4,169 $ 2,263 $ (128 ) $ 6,304 Cost of products sold — 2,572 1,596 (128 ) 4,040 Gross profit — 1,597 667 — 2,264 Selling, general and administrative expenses, excluding impairment losses — 184 580 — 764 Goodwill impairment losses — — — — — Intangible asset impairment losses — — — — — Selling, general and administrative expenses — 184 580 — 764 Intercompany service fees and other recharges — 1,154 (1,154 ) — — Operating income/(loss) — 259 1,241 — 1,500 Interest expense — 297 20 — 317 Other expense/(income) — (158 ) 68 — (90 ) Income/(loss) before income taxes — 120 1,153 — 1,273 Provision for/(benefit from) income taxes — (19 ) 289 — 270 Equity in earnings/(losses) of subsidiaries 1,003 864 — (1,867 ) — Net income/(loss) 1,003 1,003 864 (1,867 ) 1,003 Net income/(loss) attributable to noncontrolling interest — — — — — Net income/(loss) excluding noncontrolling interest $ 1,003 $ 1,003 $ 864 $ (1,867 ) $ 1,003 Comprehensive income/(loss) excluding noncontrolling interest $ 1,082 $ 1,082 $ 1,166 $ (2,248 ) $ 1,082 The Kraft Heinz Company Condensed Consolidating Statements of Income For the Three Months Ended March 31, 2018 (in millions) (Unaudited) As Previously Reported Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 4,169 $ 2,262 $ (127 ) $ 6,304 Cost of products sold — 2,588 1,598 (127 ) 4,059 Gross profit — 1,581 664 — 2,245 Selling, general and administrative expenses, excluding impairment losses — 183 581 — 764 Goodwill impairment losses — — — — — Intangible asset impairment losses — — — — — Selling, general and administrative expenses — 183 581 — 764 Intercompany service fees and other recharges — 1,155 (1,155 ) — — Operating income/(loss) — 243 1,238 — 1,481 Interest expense — 298 19 — 317 Other expense/(income) — (159 ) 69 — (90 ) Income/(loss) before income taxes — 104 1,150 — 1,254 Provision for/(benefit from) income taxes — (27 ) 288 — 261 Equity in earnings/(losses) of subsidiaries 993 862 — (1,855 ) — Net income/(loss) 993 993 862 (1,855 ) 993 Net income/(loss) attributable to noncontrolling interest — — — — — Net income/(loss) excluding noncontrolling interest $ 993 $ 993 $ 862 $ (1,855 ) $ 993 Comprehensive income/(loss) excluding noncontrolling interest $ 1,072 $ 1,072 $ 1,165 $ (2,237 ) $ 1,072 The Kraft Heinz Company Condensed Consolidating Balance Sheets As of March 30, 2019 (in millions) (Unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ — $ 349 $ 747 $ — $ 1,096 Trade receivables, net — 908 1,102 — 2,010 Receivables due from affiliates — 854 319 (1,173 ) — Dividends due from affiliates — — — — — Income taxes receivable — 729 45 (689 ) 85 Inventories — 2,263 855 — 3,118 Short-term lending due from affiliates — 1,223 3,815 (5,038 ) — Prepaid expenses — 213 171 — 384 Other current assets — 697 419 — 1,116 Assets held for sale — 72 954 — 1,026 Total current assets — 7,308 8,427 (6,900 ) 8,835 Property, plant and equipment, net — 4,489 2,542 — 7,031 Goodwill — 11,067 25,024 — 36,091 Investments in subsidiaries 51,703 67,601 — (119,304 ) — Intangible assets, net — 2,966 46,587 — 49,553 Long-term lending due from affiliates — 207 2,000 (2,207 ) — Other non-current assets — 773 1,279 — 2,052 TOTAL ASSETS $ 51,703 $ 94,411 $ 85,859 $ (128,411 ) $ 103,562 LIABILITIES AND EQUITY Commercial paper and other short-term debt $ — $ — $ 2 $ — $ 2 Current portion of long-term debt — 1,291 14 — 1,305 Short-term lending due to affiliates — 3,815 1,223 (5,038 ) — Trade payables — 2,618 1,566 — 4,184 Payables due to affiliates — 319 854 (1,173 ) — Accrued marketing — 133 410 — 543 Interest payable — 350 6 — 356 Dividends due to affiliates — — — — — Other current liabilities — 887 1,377 (689 ) 1,575 Liabilities held for sale — — 7 — 7 Total current liabilities — 9,413 5,459 (6,900 ) 7,972 Long-term debt — 28,897 906 — 29,803 Long-term borrowings due to affiliates — 2,000 207 (2,207 ) — Deferred income taxes — 1,346 10,815 — 12,161 Accrued postemployment costs — 88 220 — 308 Other non-current liabilities — 964 519 — 1,483 TOTAL LIABILITIES — 42,708 18,126 (9,107 ) 51,727 Redeemable noncontrolling interest — — 2 — 2 Total shareholders’ equity 51,703 51,703 67,601 (119,304 ) 51,703 Noncontrolling interest — — 130 — 130 TOTAL EQUITY 51,703 51,703 67,731 (119,304 ) 51,833 TOTAL LIABILITIES AND EQUITY $ 51,703 $ 94,411 $ 85,859 $ (128,411 ) $ 103,562 The Kraft Heinz Company Condensed Consolidating Balance Sheets As of December 29, 2018 (in millions) (Unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ — $ 202 $ 928 $ — $ 1,130 Trade receivables, net — 933 1,196 — 2,129 Receivables due from affiliates — 870 341 (1,211 ) — Income taxes receivable — 701 9 (558 ) 152 Inventories — 1,783 884 — 2,667 Short-term lending due from affiliates — 1,787 3,753 (5,540 ) — Prepaid expenses — 198 202 — 400 Other current assets — 776 445 — 1,221 Assets held for sale — 75 1,301 — 1,376 Total current assets — 7,325 9,059 (7,309 ) 9,075 Property, plant and equipment, net — 4,524 2,554 — 7,078 Goodwill — 11,067 25,436 — 36,503 Investments in subsidiaries 51,657 67,867 — (119,524 ) — Intangible assets, net — 3,010 46,458 — 49,468 Long-term lending due from affiliates — — 2,000 (2,000 ) — Other non-current assets — 316 1,021 — 1,337 TOTAL ASSETS $ 51,657 $ 94,109 $ 86,528 $ (128,833 ) $ 103,461 LIABILITIES AND EQUITY Commercial paper and other short-term debt $ — $ — $ 21 $ — $ 21 Current portion of long-term debt — 363 14 — 377 Short-term lending due to affiliates — 3,753 1,787 (5,540 ) — Trade payables — 2,563 1,590 — 4,153 Payables due to affiliates — 341 870 (1,211 ) — Accrued marketing — 282 440 — 722 Interest payable — 394 14 — 408 Other current liabilities — 888 1,437 (558 ) 1,767 Liabilities held for sale — — 55 — 55 Total current liabilities — 8,584 6,228 (7,309 ) 7,503 Long-term debt — 29,872 898 — 30,770 Long-term borrowings due to affiliates — 2,000 12 (2,012 ) — Deferred income taxes — 1,314 10,888 — 12,202 Accrued postemployment costs — 89 217 — 306 Other non-current liabilities — 593 309 — 902 TOTAL LIABILITIES — 42,452 18,552 (9,321 ) 51,683 Redeemable noncontrolling interest — — 3 — 3 Total shareholders’ equity 51,657 51,657 67,855 (119,512 ) 51,657 Noncontrolling interest — — 118 — 118 TOTAL EQUITY 51,657 51,657 67,973 (119,512 ) 51,775 TOTAL LIABILITIES AND EQUITY $ 51,657 $ 94,109 $ 86,528 $ (128,833 ) $ 103,461 The Kraft Heinz Company Condensed Consolidating Statements of Cash Flows For the Three Months Ended March 30, 2019 (in millions) (Unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by/(used for) operating activities $ 488 $ 270 $ 34 $ (488 ) $ 304 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures — (113 ) (136 ) — (249 ) Payments to acquire business, net of cash acquired — (202 ) 2 — (200 ) Net proceeds from/(payments on) intercompany lending activities — 720 22 (742 ) — Additional investments in subsidiaries — (29 ) — 29 — Return of capital — — — — — Proceeds from sale of business, net of cash disposed — — 640 — 640 Other investing activities, net — 4 (18 ) — (14 ) Net cash provided by/(used for) investing activities — 380 510 (713 ) 177 CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt — — (1 ) — (1 ) Proceeds from issuance of commercial paper — 377 — — 377 Repayments of commercial paper — (377 ) — — (377 ) Net proceeds from/(payments on) intercompany borrowing activities — (22 ) (720 ) 742 — Dividends paid (488 ) (488 ) — 488 (488 ) Other intercompany capital stock transactions — — 29 (29 ) — Other financing activities, net — 7 (22 ) — (15 ) Net cash provided by/(used for) financing activities (488 ) (503 ) (714 ) 1,201 (504 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash — — (11 ) — (11 ) Cash, cash equivalents, and restricted cash: Net increase/(decrease) — 147 (181 ) — (34 ) Balance at beginning of period — 202 934 — 1,136 Balance at end of period $ — $ 349 $ 753 $ — $ 1,102 The Kraft Heinz Company Condensed Consolidating Statements of Cash Flows For the Three Months Ended March 31, 2018 (in millions) (Unaudited) As Restated Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by/(used for) operating activities $ 897 $ 441 $ (33 ) $ (897 ) $ 408 CASH FLOWS FROM INVESTING ACTIVITIES Cash receipts on sold receivables — — 436 — 436 Capital expenditures — (101 ) (122 ) — (223 ) Payments to acquire business, net of cash acquired — (236 ) 21 — (215 ) Net proceeds from/(payments on) intercompany lending activities — 469 183 (652 ) — Additional investments in subsidiaries — (5 ) — 5 — Return of capital 6 — — (6 ) — Other investing activities, net — 6 — — 6 Net cash provided by/(used for) investing activities 6 133 518 (653 ) 4 CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt — (3 ) (3 ) — (6 ) Proceeds from issuance of commercial paper — 1,524 — — 1,524 Repayments of commercial paper — (1,006 ) — — (1,006 ) Net proceeds from/(payments on) intercompany borrowing activities — (183 ) (469 ) 652 — Dividends paid (897 ) (897 ) — 897 (897 ) Other intercompany capital stock transactions — (6 ) 5 1 — Other financing activities, net (6 ) — 20 — 14 Net cash provided by/(used for) financing activities (903 ) (571 ) (447 ) 1,550 (371 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash — — (10 ) — (10 ) Cash, cash equivalents, and restricted cash: Net increase/(decrease) — 3 28 — 31 Balance at beginning of period — 644 1,125 — 1,769 Balance at end of period $ — $ 647 $ 1,153 $ — $ 1,800 The Kraft Heinz Company Condensed Consolidating Statements of Cash Flows For the Three Months Ended March 31, 2018 (in millions) (Unaudited) As Previously Reported Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by/(used for) operating activities $ 897 $ 447 $ (34 ) $ (897 ) $ 413 CASH FLOWS FROM INVESTING ACTIVITIES Cash receipts on sold receivables — — 436 — 436 Capital expenditures — (101 ) (122 ) — (223 ) Payments to acquire business, net of cash acquired — (236 ) 21 — (215 ) Net proceeds from/(payments on) intercompany lending activities — 469 183 (652 ) — Additional investments in subsidiaries — (5 ) — 5 — Return of capital 6 — — (6 ) — Other investing activities, net — 6 — — 6 Net cash provided by/(used for) investing activities 6 133 518 (653 ) 4 CASH FLOWS FROM FINANCING ACTIVITIES Repayments of long-term debt — (9 ) (2 ) — (11 ) Proceeds from issuance of commercial paper — 1,524 — — 1,524 Repayments of commercial paper — (1,006 ) — — (1,006 ) Net proceeds from/(payments on) intercompany borrowing activities — (183 ) (469 ) 652 — Dividends paid (897 ) (897 ) — 897 (897 ) Other intercompany capital stock transactions — (6 ) 5 1 — Other financing activities, net (6 ) — 20 — 14 Net cash provided by/(used for) financing activities (903 ) (577 ) (446 ) 1,550 (376 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash — — (10 ) — (10 ) Cash, cash equivalents, and restricted cash: Net increase/(decrease) — 3 28 — 31 Balance at beginning of period — 644 1,125 — 1,769 Balance at end of period $ — $ 647 $ 1,153 $ — $ 1,800 The following tables provide a reconciliation of cash and cash equivalents, as reported on our condensed consolidating balance sheets, to cash, cash equivalents, and restricted cash, as reported on our condensed consolidating statements of cash flows (in millions): March 30, 2019 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Cash and cash equivalents $ — $ 349 $ 747 $ — $ 1,096 Restricted cash included in other current assets — — 1 — 1 Restricted cash included in other non-current assets — — 5 — 5 Cash, cash equivalents, and restricted cash $ — $ 349 $ 753 $ — $ 1,102 December 29, 2018 Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Eliminations Consolidated Cash and cash equivalents $ — $ 202 $ 928 $ — $ 1,130 Restricted cash included in other current assets — — 1 — 1 Restricted cash included in other non-current assets — — 5 — 5 Cash, cash equivalents, and restricted cash $ — $ 202 $ 934 $ — $ 1,136 |