Document and Entity Information
Document and Entity Information | 3 Months Ended |
Feb. 28, 2022shares | |
Document Information [Line Items] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Feb. 28, 2022 |
Document Transition Report | false |
Entity File Number | 001-14920 |
Entity Registrant Name | MCCORMICK & CO INC |
Entity Incorporation, State or Country Code | MD |
Entity Tax Identification Number | 52-0408290 |
Entity Address, Address Line One | 24 Schilling Road, Suite 1, |
Entity Address, City or Town | Hunt Valley, |
Entity Address, State or Province | MD |
Entity Address, Postal Zip Code | 21031 |
City Area Code | 410 |
Local Phone Number | 771-7301 |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Central Index Key | 0000063754 |
Current Fiscal Year End Date | --11-30 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Common stock | |
Document Information [Line Items] | |
Title of 12(b) Security | Common Stock, Par Value $0.01 per share |
Trading Symbol | MKC.V |
Security Exchange Name | NYSE |
Entity Common Stock, Shares Outstanding | 17,850,968 |
Common stock non-voting | |
Document Information [Line Items] | |
Title of 12(b) Security | Common Stock Non-Voting, Par Value $0.01 per share |
Trading Symbol | MKC |
Security Exchange Name | NYSE |
Entity Common Stock, Shares Outstanding | 250,225,522 |
CONDENSED CONSOLIDATED INCOME S
CONDENSED CONSOLIDATED INCOME STATEMENT (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Net sales | $ 1,522.4 | $ 1,481.5 |
Cost of goods sold | 962 | 904 |
Gross profit | 560.4 | 577.5 |
Selling, general and administrative expense | 333.3 | 321.3 |
Transaction and integration expenses | 0.7 | 18.8 |
Special charges | 19.5 | 1.1 |
Operating income | 206.9 | 236.3 |
Interest expense | 33.1 | 33.8 |
Other income, net | 6.2 | 4.6 |
Income from consolidated operations before income taxes | 180 | 207.1 |
Income tax expense | 34.4 | 58.6 |
Net income from consolidated operations | 145.6 | 148.5 |
Income from unconsolidated operations | 9.3 | 13.3 |
Net income | $ 154.9 | $ 161.8 |
Earnings per share - basic (usd per share) | $ 0.58 | $ 0.61 |
Earnings per share - diluted (usd per share) | $ 0.57 | $ 0.60 |
Average shares outstanding - basic (shares) | 267.8 | 267.1 |
Average shares outstanding - diluted (shares) | 270.5 | 269.9 |
Common stock non-voting | ||
Cash dividends paid per common share (usd per share) | $ 0.37 | $ 0.34 |
Common stock | ||
Cash dividends paid per common share (usd per share) | $ 0.37 | $ 0.34 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME [Abstract] | ||
Net income | $ 154.9 | $ 161.8 |
Net income attributable to non-controlling interest | 2.5 | 0.8 |
Other comprehensive income (loss): | ||
Unrealized components of pension and other postretirement plans | 2.2 | 1.1 |
Currency translation adjustments | 3.7 | 45.7 |
Change in derivative financial instruments | 5.1 | (1) |
Deferred taxes | (1) | 3 |
Comprehensive income | 10 | 48.8 |
Comprehensive income | $ 167.4 | $ 211.4 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEET - USD ($) $ in Millions | Feb. 28, 2022 | Nov. 30, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 338.4 | $ 351.7 |
Trade accounts receivable, net of allowances | 516.7 | 549.5 |
Inventories, net | ||
Finished products | 571.5 | 556.2 |
Raw materials and work-in-process | 672.7 | 626.1 |
Total inventory | 1,244.2 | 1,182.3 |
Prepaid expenses and other current assets | 139.7 | 112.3 |
Total current assets | 2,239 | 2,195.8 |
Property, plant and equipment, net | 1,135.9 | 1,140.3 |
Goodwill | 5,333.4 | 5,335.8 |
Intangible assets, net | 3,443.7 | 3,452.5 |
Other long-term assets | 788.8 | 781.4 |
Total assets | 12,940.8 | 12,905.8 |
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||
Short-term borrowings | 636.7 | 539.1 |
Current portion of long-term debt | 770.8 | 770.3 |
Trade accounts payable | 1,072.6 | 1,064.2 |
Other accrued liabilities | 596.6 | 850.2 |
Total current liabilities | 3,076.7 | 3,223.8 |
Long-term debt | 3,964.5 | 3,973.3 |
Deferred taxes | 796.5 | 792.3 |
Other long-term liabilities | 488.9 | 490.9 |
Total liabilities | 8,326.6 | 8,480.3 |
Shareholders’ Equity | ||
Retained earnings | 2,922.4 | 2,782.4 |
Accumulated other comprehensive loss | (416) | (426.5) |
Total McCormick shareholders' equity | 4,597.7 | 4,411 |
Non-controlling interests | 16.5 | 14.5 |
Total shareholders’ equity | 4,614.2 | 4,425.5 |
Total liabilities and shareholders’ equity | 12,940.8 | 12,905.8 |
Common stock | ||
Shareholders’ Equity | ||
Common stock | 542.1 | 530 |
Common stock non-voting | ||
Shareholders’ Equity | ||
Common stock | $ 1,549.2 | $ 1,525.1 |
CONDENSED CONSOLIDATED CASH FLO
CONDENSED CONSOLIDATED CASH FLOW STATEMENT (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Operating activities | ||
Net income | $ 154.9 | $ 161.8 |
Adjustments to reconcile net income to net cash flow provided by operating activities: | ||
Depreciation and amortization | 49 | 48.1 |
Stock-based compensation | 11.1 | 14.2 |
Amortization of inventory fair value adjustments associated with acquisitions | 0 | 6.3 |
Income from unconsolidated operations | (9.3) | (13.3) |
Trade accounts receivable | 33.2 | 31 |
Inventories | (49.9) | (21.5) |
Trade accounts payable | 5.2 | (73.6) |
Other assets and liabilities | (185.5) | (192.2) |
Dividends from unconsolidated affiliates | 9.2 | 7 |
Net cash flow provided by (used in) operating activities | 17.9 | (32.2) |
Investing activities | ||
Acquisition of businesses (net of cash acquired) | 0 | (706.6) |
Capital expenditures (including software) | (43.7) | (48.6) |
Net cash flow used in investing activities | (43.7) | (755.2) |
Financing activities | ||
Short-term borrowings, net | 97.3 | (292.4) |
Long-term debt borrowings | 0 | 1,000.4 |
Payment of debt issuance costs | 0 | (1.1) |
Long-term debt repayments | (3.5) | (1.8) |
Proceeds from exercised stock options | 30.3 | 3.6 |
Taxes withheld and paid on employee stock awards | (12) | (5.1) |
Common stock acquired by purchase | (8.7) | (0.1) |
Dividends paid | (99) | (90.8) |
Net cash flow provided by financing activities | 4.4 | 612.7 |
Effect of exchange rate changes on cash and cash equivalents | 8.1 | 7.2 |
Decrease in cash and cash equivalents | (13.3) | (167.5) |
Cash and cash equivalents at beginning of period | 351.7 | 423.6 |
Cash and cash equivalents at end of period | $ 338.4 | $ 256.1 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($) shares in Millions, $ in Millions | Total | Common stock | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Non-controlling Interests | Common stock non-votingCommon stock |
Balance, Shares at Nov. 30, 2020 | 18 | 248.9 | ||||
Balance, Value at Nov. 30, 2020 | $ 3,940 | $ 1,981.3 | $ 2,415.6 | $ (470.8) | $ 13.9 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 161.8 | 161.8 | ||||
Net income attributable to non-controlling interest | 0.8 | 0.8 | ||||
Other comprehensive income (loss), net of tax | 48.8 | 48.3 | 0.5 | |||
Stock-based compensation | 14.2 | $ 14.2 | ||||
Shares purchased and retired (in shares) | (0.1) | 0 | ||||
Shares purchased and retired | (5.4) | $ (1.6) | (3.8) | |||
Shares issued (in shares) | 0.2 | 0 | ||||
Shares issued | 4.5 | $ 4.5 | ||||
Equal exchange, shares | (0.1) | 0.1 | ||||
Balance, Shares at Feb. 28, 2021 | 18 | 249 | ||||
Balance, Value at Feb. 28, 2021 | 4,164.7 | $ 1,998.4 | 2,573.6 | (422.5) | 15.2 | |
Balance, Shares at Nov. 30, 2021 | 17.8 | 249.5 | ||||
Balance, Value at Nov. 30, 2021 | 4,425.5 | $ 2,055.1 | 2,782.4 | (426.5) | 14.5 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 154.9 | 154.9 | ||||
Net income attributable to non-controlling interest | 2.5 | 2.5 | ||||
Other comprehensive income (loss), net of tax | 10 | 10.5 | (0.5) | |||
Stock-based compensation | 11.1 | $ 11.1 | ||||
Shares purchased and retired (in shares) | (0.2) | 0 | ||||
Shares purchased and retired | (21.4) | $ (6.5) | (14.9) | |||
Shares issued (in shares) | 0.9 | 0 | ||||
Shares issued | 31.6 | $ 31.6 | ||||
Equal exchange, shares | (0.7) | 0.7 | ||||
Balance, Shares at Feb. 28, 2022 | 17.8 | 250.2 | ||||
Balance, Value at Feb. 28, 2022 | $ 4,614.2 | $ 2,091.3 | $ 2,922.4 | $ (416) | $ 16.5 |
Accounting Policies
Accounting Policies | 3 Months Ended |
Feb. 28, 2022 | |
Accounting Policies [Abstract] | |
Accounting Policies | ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and notes required by United States generally accepted accounting principles (U.S. GAAP) for complete financial statements. In our opinion, the accompanying condensed consolidated financial statements contain all adjustments, which are of a normal and recurring nature, necessary to present fairly the financial position and the results of operations for the interim periods presented. The results of consolidated operations for the three-month period ended February 28, 2022 are not necessarily indicative of the results to be expected for the full year. Historically, our net sales, net income and cash flow from operations have been lower in the first half of the fiscal year and higher in the second half. The historical increase in net sales, net income and cash flow from operations in the second half of the year has largely been due to the consumer business cycle in the U.S., where customers typically purchase more products in the fourth quarter due to the Thanksgiving and Christmas holiday seasons. For further information, refer to the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended November 30, 2021. Accounting Pronouncements Adopted in 2022 In December 2019, the FASB issued ASU No. 2019-12 Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The new guidance removes certain exceptions to the general principles for income taxes and also improves consistent application of accounting by clarifying or amending existing guidance. The new standard was adopted effective December 1, 2021. There was no material impact to our consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04 Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting that provides optional expedients for a limited period of time for accounting for contracts, hedging relationships, and other transactions affected by the London Interbank Offered Rate (LIBOR) or other reference rates expected to be discontinued. These optional expedients can be applied from March 2020 through December 31, 2022. LIBOR is used as a reference rate on our variable rate debt, including our revolving credit facility, synthetic lease, interest rate swaps, and cross currency interest rate swaps. The phase out of LIBOR reference rates will occur at different dates and began on January 1, 2022. |
Special Charges And Transaction
Special Charges And Transaction And Integration Expenses | 3 Months Ended |
Feb. 28, 2022 | |
Special Charges [Abstract] | |
Special Charges And Transaction And Integration Expenses | SPECIAL CHARGES AND TRANSACTION AND INTEGRATION EXPENSES Special Charges In our consolidated income statement, we include a separate line item captioned "Special charges" in arriving at our consolidated operating income. Special charges consist of expenses, including related impairment charges, associated with certain actions undertaken to reduce fixed costs, simplify or improve processes, and improve our competitiveness and are of such significance in terms of both up-front costs and organizational/structural impact to require advance approval by our Management Committee, comprised of our senior management, including our Chairman, President and Chief Executive Officer. Upon presentation of any such proposed action (generally including details with respect to estimated costs, which typically consist principally of employee severance and related benefits, together with ancillary costs associated with the action that may include a non-cash component, such as an asset impairment, or a component which relates to inventory adjustments that are included in cost of goods sold; impacted employees or operations; expected timing; and expected savings) to the Management Committee and the Committee’s advance approval, expenses associated with the approved action are classified as special charges upon recognition and monitored on an on-going basis through completion. Certain ancillary expenses related to these actions approved by our Management Committee do not qualify for accrual upon approval but are included as special charges as incurred during the course of the actions. We continue to evaluate changes to our organization structure to enable us to reduce fixed costs, simplify or improve processes, and improve our competitiveness. The following is a summary of special charges recognized in the three months ended February 28, 2022 and 2021 (in millions): Three months ended February 28, 2022 2021 Employee severance and related benefits $ 14.2 $ 0.3 Other costs (1) 5.3 0.8 Total $ 19.5 $ 1.1 (1) Included in other costs for 2022 is non-cash accelerated depreciation of $1.4 million. During the three months ended February 28, 2022, we recorded $19.5 million of special charges, consisting principally of $14.9 million associated with the transition of a manufacturing facility in Europe, Middle East, and Africa (EMEA), as more fully described below, streamlining actions of $2.1 million in the Americas region, and $1.5 million in the EMEA region. In 2022, our Management Committee approved an initiative to consolidate our manufacturing operations into a net-zero carbon condiments manufacturing and distribution center facility with state-of-the-art technology in the United Kingdom. We expect to execute these changes to our supply chain operations and improve profitability, from a combination of lower headcount and non-headcount costs, by consolidating our operations into a scalable platform while expanding our capacity. We expect the cost of the initiative to approximate $30 million—to be recognized as special charges in our consolidated income statement through 2023. Of that $30 million, we expect the costs to include employee severance and related benefits, non-cash accelerated depreciation, decommissioning and other property related lease exit costs, all directly related to the initiative. During the three months ended February 28, 2022, we recorded $12.5 million in severance and related benefits costs, $1.4 million in accelerated depreciation and $1.0 million in third party expenses and other costs. During the three months ended February 28, 2021, we recorded $1.1 million of special charges, consisting principally of streamlining actions of $0.6 million in the EMEA region and $0.5 million in the Americas region. In 2017, our Management Committee approved a multi-year initiative during which we expect to execute significant changes to our global processes, capabilities and operating model to provide a scalable platform for future growth. We expect this initiative to enable us to accelerate our ability to work globally and cross-functionally by aligning and simplifying processes throughout McCormick, in part building upon our current shared services foundation and expanding the end-to-end processes presently under that foundation. We expect this initiative, which we refer to as Global Enablement ("GE"), to enable this scalable platform for future growth while reducing costs, enabling faster decision making, increasing agility and creating capacity within our organization. While we are continuing to fully develop the details of our GE operating model, we expect the cost of the GE initiative — to be recognized as special charges in our consolidated income statement over its expected multi-year course — to range from approximately $60 million to $65 million. Of that $60 million to $65 million, we estimate that approximately sixty percent will be attributable to cash payments associated with the related costs of the GE implementation and transition, including outside consulting and other costs, and approximately forty percent will be attributable to severance and related benefit payments, all directly related to this initiative. We have spent a cumulative total of $40.7 million on this initiative through February 28, 2022. As of February 28, 2022, reserves associated with special charges, which are expected to be paid during the next twelve months, are included in trade accounts payable and other accrued liabilities in our consolidated balance sheet. The following is a breakdown by business segment of special charges for the three months ended February 28, 2022 and 2021 (in millions): Three months ended February 28, 2022 2021 Consumer segment $ 3.6 $ 0.8 Flavor solutions segment 15.9 0.3 Total special charges $ 19.5 $ 1.1 Transaction and Integration Expenses The following are the transaction and integration expenses recognized during the three months ended February 28, 2022 and 2021 relating to the acquisitions of Cholula Hot Sauce ("Cholula") and FONA International, LLC ("FONA") (in millions): 2022 2021 Transaction-related expenses included in cost of goods sold $ — $ 6.3 Other transaction expenses — 13.8 Integration expenses 0.7 5.0 Total transaction and integration expenses $ 0.7 $ 25.1 |
Financial Instruments
Financial Instruments | 3 Months Ended |
Feb. 28, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | FINANCIAL INSTRUMENTS We use derivative financial instruments to enhance our ability to manage risk, including foreign currency, net investment and interest rate exposures, which exist as part of our ongoing business operations. We do not enter into contracts for trading purposes, nor are we a party to any leveraged derivative instrument, and all derivatives are designated as hedges. For the three months ended February 28, 2022 and 2021, hedge ineffectiveness was not material. We are not a party to master netting arrangements, and we do not offset the fair value of derivative contracts with the same counterparty in our financial statement disclosures. The use of derivative financial instruments is monitored through regular communication with senior management and the use of written guidelines. Foreign currency exchange risk. We are potentially exposed to foreign currency fluctuations affecting net investments in subsidiaries, transactions (both third-party and intercompany) and earnings denominated in foreign currencies. We assess foreign currency risk based on transactional cash flows and translational volatility and may enter into forward contract and currency swaps with highly-rated financial institutions to reduce fluctuations in the long or short currency positions. Forward contracts are generally less than 18 months duration. Currency swap agreements are established in conjunction with the terms of the underlying debt issues. At February 28, 2022, we had foreign currency exchange contracts to purchase or sell $636.5 million of foreign currencies as compared to $583.6 million at November 30, 2021. All of these contracts were designated as hedges of anticipated purchases denominated in a foreign currency or hedges of foreign currency denominated assets or liabilities. All foreign currency exchange contracts outstanding at February 28, 2022 have durations of less than 18 months, including $242.1 million of notional contracts that have durations of less than one month and are used to hedge short-term cash flow funding . Contracts which are designated as hedges of anticipated purchases denominated in a foreign currency (generally purchases of raw materials in U.S. dollars by operating units outside the U.S.) are considered cash flow hedges. The gains and losses on these contracts are deferred in accumulated other comprehensive loss until the hedged item is recognized in cost of goods sold, at which time the net amount deferred in accumulated other comprehensive loss is also recognized in cost of goods sold. Gains and losses from contracts that are designated as hedges of assets, liabilities or firm commitments are recognized through income, offsetting the change in fair value of the hedged item. We also enter into fair value foreign currency exchange contracts to manage both exposure to currency fluctuations in certain intercompany loans between subsidiaries as well as currency exposure to third-party non-functional currency assets or liabilities. At February 28, 2022, the notional value of these contracts was $413.4 million. Any gains or losses recorded based on both the change in fair value of these contracts and the change in the currency component of the underlying loans are recognized in our consolidated income statement as Other income, net. We also utilize cross currency interest rate swap contracts that are designated as net investment hedges. Any gains or losses on net investment hedges are included in foreign currency translation adjustments in accumulated other comprehensive loss. Interest rate risk. We finance a portion of our operations with both fixed and variable rate debt instruments, principally commercial paper, notes and bank loans. We utilize interest rate swap agreements to minimize worldwide financing costs and to achieve a desired mix of variable and fixed rate debt. The following table discloses the notional amount and fair values of derivative instruments on our balance sheet (in millions): As of February 28, 2022 Asset Derivatives Liability Derivatives Balance sheet Notional Fair Balance sheet Notional Fair Interest rate contracts Other current $ 600.0 $ 14.6 Other accrued liabilities $ — $ — Foreign exchange contracts Other current 444.5 7.7 Other accrued 192.0 2.8 Cross currency contracts Other current assets / Other long-term assets 495.3 10.9 Other long-term liabilities 505.7 14.1 Total $ 33.2 $ 16.9 As of November 30, 2021 Asset Derivatives Liability Derivatives Balance sheet Notional Fair Balance sheet Notional Fair Interest rate contracts Other current $ 350.0 $ 23.1 Other accrued liabilities $ — $ — Foreign exchange contracts Other current 380.8 8.3 Other accrued 202.8 2.8 Cross currency contracts Other current 251.0 4.4 Other long-term liabilities 257.5 8.0 Total $ 35.8 $ 10.8 During the first quarter of 2022, we entered into $250 million notional value interest rate swap contracts where we receive interest at 2.50% and pay a variable rate of interest based on USD SOFR plus 0.745%, which expire in April 2030, and are designated as fair value hedges of the changes in fair value of $250 million of the $500 million 2.50% term notes due in 2030.The fair value of these interest rate swap contracts is offset by a corresponding increase or decrease in the value of the hedged debt. Also during the first quarter of 2022, we entered into cross currency interest rate swap contracts of (i) $250 million notional value to receive $250 million at USD SOFR plus 0.745% and pay £184.1 million at GBP SONIA plus 0.5740% and (ii) £184.1 million notional value to receive £184.1 million at GBP SONIA plus 0.574% and pay €219.2 million at Euro ESTR plus 0.667%, both of which expire in April 2030. In conjunction with the phase-out of LIBOR, during the first quarter of 2022 we amended our previously existing cross currency swaps which expire in August 2027 such that, effective February 15, 2022, we now pay and receive at GBP SONIA plus 0.859% (previously GBP LIBOR plus 0.740%). The following tables disclose the impact of derivative instruments on our other comprehensive income (OCI), accumulated other comprehensive loss (AOCI) and our consolidated income statement for the three-months ended February 28, 2022 and 2021 (in millions): Fair Value Hedges Three months ended February 28, Derivative Income statement Income (expense) 2022 2021 Interest rate contracts Interest expense $ 2.2 $ 2.0 Income statement location Gain (loss) recognized in income Income statement location Gain (loss) recognized in income Derivative 2022 2021 Hedged item 2022 2021 Foreign exchange contracts Other income, net $ (0.4) $ (2.1) Intercompany loans Other income, net $ 0.4 $ 2.4 The gains (losses) recognized on fair value hedges relating to currency exposure on third-party non-functional currency assets or liabilities were not material during the three-months ended February 28, 2022 and 2021. Cash Flow Hedges Three months ended February 28, Derivative Gain (loss) Income Gain (loss) 2022 2021 2022 2021 Interest rate contracts $ — $ 0.3 Interest $ 0.1 $ 0.1 Foreign exchange contracts 2.9 (1.6) Cost of goods sold (0.2) 0.3 Total $ 2.9 $ (1.3) $ (0.1) $ 0.4 For all cash flow and settled interest rate fair value hedge derivatives, the net amount of accumulated other comprehensive loss expected to be reclassified in the next 12 months is $2.8 million as an increase to earnings. Net Investment Hedges Three months ended February 28, Derivative Gain (loss) Income Gain (loss) 2022 2021 2022 2021 Cross currency contracts $ 0.7 $ (2.0) Interest $ 0.5 $ 0.4 For all net investment hedges, no amounts have been reclassified out of accumulated other comprehensive loss. The amounts noted in the tables above for OCI do not include any adjustments for the impact of deferred income taxes. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Feb. 28, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value can be measured using valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). Accounting standards utilize a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: • Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. • Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. At February 28, 2022 and November 30, 2021, we had no financial assets or liabilities that were subject to a level 3 fair value measurement. Our population of financial assets and liabilities subject to fair value measurements on a recurring basis are as follows (in millions): February 28, 2022 Fair Value Level 1 Level 2 Assets Cash and cash equivalents $ 338.4 $ 338.4 $ — Insurance contracts 126.8 — 126.8 Bonds and other long-term investments 4.1 4.1 — Interest rate derivatives 14.6 — 14.6 Foreign currency derivatives 7.7 — 7.7 Cross currency contracts 10.9 — 10.9 Total $ 502.5 $ 342.5 $ 160.0 Liabilities Foreign currency derivatives $ 2.8 $ — $ 2.8 Cross currency contracts 14.1 — 14.1 Total $ 16.9 $ — $ 16.9 November 30, 2021 Fair Value Level 1 Level 2 Assets Cash and cash equivalents $ 351.7 $ 351.7 $ — Insurance contracts 132.2 — 132.2 Bonds and other long-term investments 5.1 5.1 — Interest rate derivatives 23.1 — 23.1 Foreign currency derivatives 8.3 — 8.3 Cross currency contracts 4.4 — 4.4 Total $ 524.8 $ 356.8 $ 168.0 Liabilities Foreign currency derivatives $ 2.8 $ — $ 2.8 Cross currency contracts 8.0 — 8.0 Total $ 10.8 $ — $ 10.8 At February 28, 2022 and November 30, 2021, the carrying amounts of interest rate derivatives, foreign currency derivatives, cross currency contracts, insurance contracts, and bond and other long-term investments are equal to their respective fair values. Because of their short-term nature, the amounts reported in the balance sheet for cash and cash equivalents, receivables, short- term borrowings and trade accounts payable approximate fair value. Investments in affiliates are not readily marketable, and it is not practicable to estimate their fair value. Insurance contracts, bonds, and other long-term investments are comprised of fixed income and equity securities held for certain non-qualified U.S. employee benefit plans and are stated at fair value on the balance sheet. The fair values of insurance contracts are based upon the underlying values of the securities in which they are invested and are from quoted market prices from various stock and bond exchanges for similar type assets. The fair values of bonds and other long-term investments are based on quoted market prices from various stock and bond exchanges. The fair values for interest rate derivatives, foreign currency derivatives, and cross currency contracts are based on values for similar instruments using models with market-based inputs. The following table sets forth the carrying amounts and fair values of our long-term debt including the current portion thereof (in millions): February 28, 2022 November 30, 2021 Carrying amount $ 4,735.3 $ 4,743.6 Level 1 valuation techniques $ 4,571.8 $ 4,722.3 Level 2 valuation techniques 196.3 199.2 Total fair value $ 4,768.1 $ 4,921.5 |
Employee Benefit and Retirement
Employee Benefit and Retirement Plans | 3 Months Ended |
Feb. 28, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit and Retirement Plans | EMPLOYEE BENEFIT AND RETIREMENT PLANS We sponsor defined benefit pension plans in the U.S. and certain foreign locations. In addition, we sponsor defined contribution plans in the U.S. We also contribute to defined contribution plans in locations outside the U.S., including government-sponsored retirement plans. We also currently provide postretirement medical and life insurance benefits to certain U.S. employees and retirees. We previously froze the accrual of future benefits under certain defined benefit pension plans in the U.S. and certain foreign locations. Although our defined benefit plans in the U.S., United Kingdom and Canada have generally been frozen, employees who are participants in the plans retained benefits accumulated up to the date of the freeze, based on credited service and eligible earnings, in accordance with the terms of the plans. The following table presents the components of our pension (income) and other postretirement benefits expense for the three months ended February 28, 2022 and 2021 (in millions): United States pension International pension Other postretirement benefits 2022 2021 2022 2021 2022 2021 Service cost $ 0.9 $ 0.9 $ 0.2 $ 0.3 $ 0.4 $ 0.5 Interest costs 6.6 6.5 1.8 1.7 0.4 0.4 Expected return on plan assets (10.7) (10.3) (3.2) (3.5) — — Amortization of prior service costs 0.1 0.1 — — (0.1) (0.1) Amortization of net actuarial losses 2.2 2.8 0.4 0.6 — — Total (income) expense $ (0.9) $ — $ (0.8) $ (0.9) $ 0.7 $ 0.8 During the three months ended February 28, 2022 and 2021, we contributed $2.0 million and $2.3 million, respectively, to our pension plans. Total contributions to our pension plans in fiscal year 2021 were $15.0 million. All of the amounts in the tables above for pension (income) and other postretirement benefits expense, other than service cost, were included in other income, net within our consolidated income statements. The net aggregate amount of pension and other postretirement benefits (income), excluding service cost components, was $(2.5) million and $(1.8) million for the three months ended February 28, 2022 and 2021, respectively. |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Feb. 28, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATIONWe have four types of stock-based compensation awards: restricted stock units ("RSUs"), stock options, company stock awarded as part of our long-term performance plan ("LTPP") and price-vested stock options. The following table sets forth the stock-based compensation expense recorded in selling, general and administrative ("SG&A") expense (in millions): Three months ended February 28, 2022 2021 Stock-based compensation expense $ 11.1 $ 14.2 Our 2022 annual grant of stock options and RSUs is expected to occur in the second quarter, similar to the 2021 annual grant. The following is a summary of our stock option activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in millions) Number Weighted- Number Weighted- Outstanding at beginning of period 5.0 $ 59.71 4.5 $ 53.56 Exercised (0.6) 45.25 (0.1) 39.30 Outstanding at end of the period 4.4 $ 61.72 4.4 $ 53.62 Exercisable at end of the period 3.0 $ 53.17 3.2 $ 47.95 As of February 28, 2022, the intrinsic value (the difference between the exercise price and the market price) for all options outstanding was $145.5 million and for options currently exercisable was $128.0 million. The total intrinsic value of all options exercised during the three months ended February 28, 2022 and 2021 was $32.6 million and $2.2 million, respectively. The following is a summary of our RSU activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in thousands) Number Weighted- Number Weighted- Outstanding at beginning of period 563 $ 69.52 714 $ 61.74 Granted 6 92.47 10 91.85 Vested (24) 54.02 (10) 47.70 Forfeited (8) 78.51 (6) 65.74 Outstanding at end of period 537 $ 70.31 708 $ 62.34 The following is a summary of our price-vested stock options activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in thousands) Number Weighted- Number Weighted- Outstanding at beginning of period 2,193 $ 9.40 2,482 $ 9.40 Granted — — 15 9.66 Forfeited (27) 9.40 (13) 9.40 Outstanding at end of period 2,166 $ 9.40 2,484 $ 9.40 The following is a summary of our LTPP activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in thousands) Number Weighted- Number Weighted- Outstanding at beginning of period 497 $ 83.74 382 $ 71.20 Granted 151 95.00 141 98.30 Vested (251) 75.26 (121) 50.95 Forfeited (2) 96.03 (5) 82.59 Outstanding at end of period 395 $ 93.42 397 $ 86.89 |
Income Taxes
Income Taxes | 3 Months Ended |
Feb. 28, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Income tax expense for the three months ended February 28, 2022 included $10.3 million of net discrete tax benefits consisting principally of the following: (i) $7.6 million of excess tax benefits associated with stock-based compensation, and (ii) $2.5 million of tax benefits related to the revaluation of deferred taxes resulting from enacted legislation. Income tax expense for the three months ended February 28, 2021 included $5.3 million of net discrete tax expense consisting principally of the following: (i) $11.4 million of deferred state tax expense directly related to our December 2020 acquisition of FONA, (ii) $4.5 million of tax benefits associated with the release of a valuation allowance due to a change in judgment about realizability of deferred tax assets, and (iii) $1.2 million of tax benefits from the reversal of certain reserves for unrecognized tax benefits associated with the resolution of tax uncertainties. Other than additions for current year tax positions, there were no significant changes to unrecognized tax benefits during the three months ended February 28, 2022. |
Capital Stock and Earnings Per
Capital Stock and Earnings Per Share | 3 Months Ended |
Feb. 28, 2022 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Capital Stock and Earnings Per Share | CAPITAL STOCK AND EARNINGS PER SHARE The following table sets forth the reconciliation of average shares outstanding (in millions): Three months ended February 28, 2022 2021 Average shares outstanding – basic 267.8 267.1 Effect of dilutive securities: Stock options/RSUs/LTPP 2.7 2.8 Average shares outstanding – diluted 270.5 269.9 The following table sets forth the stock options and RSUs that were not considered in our earnings per share calculation since they were anti-dilutive (in millions): Three months ended February 28, 2022 2021 Anti-dilutive securities 0.2 — The following table sets forth common stock activity (in millions): Three months ended February 28, 2022 2021 Shares issued under stock options, RSUs, LTPP and employee stock purchase plans 0.9 0.2 Shares repurchased under the stock repurchase program and shares withheld for taxes under stock options, RSUs, and LTPP 0.2 0.1 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Feb. 28, 2022 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | ACCUMULATED OTHER COMPREHENSIVE LOSS The following table sets forth the components of accumulated other comprehensive loss, net of tax, where applicable (in millions): February 28, 2022 November 30, 2021 Foreign currency translation adjustment (1) $ (228.7) $ (233.3) Unrealized gain (loss) on foreign currency exchange contracts 5.1 0.6 Unamortized value of settled interest rate swaps (0.4) (0.2) Pension and other postretirement costs (192.0) (193.6) Accumulated other comprehensive loss $ (416.0) $ (426.5) (1) During the three months ended February 28, 2022, the foreign currency translation adjustment of accumulated other comprehensive loss decreased on a net basis by $4.6 million, including the impact of a $0.7 million increase associated with net investment hedges. These net investment hedges are more fully described in note 3. The following table sets forth the amounts reclassified from accumulated other comprehensive income (loss) and into consolidated net income (in millions): Three months ended Affected Line Items in the Condensed Consolidated Income Statement February 28, 2022 February 28, 2021 (Gains)/losses on cash flow hedges: Interest rate derivatives $ (0.1) $ (0.1) Interest expense Foreign exchange contracts 0.2 (0.3) Cost of goods sold Total before tax 0.1 (0.4) Tax effect — 0.1 Income tax expense Net, after tax $ 0.1 $ (0.3) Amortization of pension and postretirement benefit adjustments: Amortization of net actuarial losses (1) $ 2.6 $ 3.4 Other income, net Total before tax 2.6 3.4 Tax effect (0.6) (0.8) Income tax expense Net, after tax $ 2.0 $ 2.6 (1) This accumulated other comprehensive income (loss) component is included in the computation of total pension (income) and other postretirement benefits expense (refer to note 5 for additional details). Amortization of net actuarial losses includes settlement losses. |
Business Segments
Business Segments | 3 Months Ended |
Feb. 28, 2022 | |
Segment Reporting [Abstract] | |
Business Segments | BUSINESS SEGMENTS We operate in two business segments: consumer and flavor solutions. The consumer and flavor solutions segments manufacture, market and distribute spices, herbs, seasoning mixes, condiments and other flavorful products throughout the world. Our consumer segment sells to retail channels, including grocery, mass merchandise, warehouse clubs, discount and drug stores, and e-commerce under the “McCormick” brand and a variety of brands around the world, including “French’s”, “Frank’s RedHot”, “OLD BAY”, “Lawry’s”, “Zatarain’s”, “Simply Asia”, “Thai Kitchen”, “Ducros”, “Vahine”, “Cholula”, “Schwartz”, “Club House”, “Kamis”, “DaQiao”, “La Drogheria”, “Stubb's”, and “Gourmet Garden”. Our flavor solutions segment sells to food manufacturers and the foodservice industry both directly and indirectly through distributors, with the exception of our businesses in China and India, where foodservice sales are managed by and reported in our consumer segment. In each of our segments, we produce and sell many individual products which are similar in composition and nature. With their primary attribute being flavor, we regard the products within each of our segments to be fairly homogenous. It is impracticable to segregate and identify sales and profits for each of these individual product lines. We measure segment performance based on operating income excluding special charges, as this activity is managed separately from the business segments. We also exclude transaction and integration expenses related to our acquisitions, including the recent acquisitions of Cholula and FONA from our measure of segment performance as these expenses are similarly managed separately from the business segments. These transaction and integration expenses excluded from our segment performance measure include the amortization of the acquisition-date fair value adjustment of inventories that is included in cost of goods sold, costs directly associated with that acquisition and costs associated with integrating the businesses. Although the segments are managed separately due to their distinct distribution channels and marketing strategies, manufacturing and warehousing are often integrated to maximize cost efficiencies. We do not segregate jointly utilized assets by individual segment for internal reporting, evaluating performance or allocating capital. Because of manufacturing integration for certain products within the segments, products are not sold from one segment to another but rather inventory is transferred at cost. Intersegment sales are not material. Consumer Flavor Solutions Total (in millions) Three months ended February 28, 2022 Net sales $ 926.1 $ 596.3 $ 1,522.4 Operating income excluding special charges and transaction and integration expenses 167.0 60.1 227.1 Income from unconsolidated operations 8.4 0.9 9.3 Three months ended February 28, 2021 Net sales $ 946.8 $ 534.7 $ 1,481.5 Operating income excluding special charges and transaction and integration expenses 189.9 72.6 262.5 Income from unconsolidated operations 10.8 2.5 13.3 A reconciliation of operating income excluding special charges and transaction and integration expenses, to operating income is as follows (in millions): Consumer Flavor Solutions Total Three months ended February 28, 2022 Operating income excluding special charges and transaction and integration expenses $ 167.0 $ 60.1 $ 227.1 Less: Special charges 3.6 15.9 19.5 Less: Transaction and integration expenses — 0.7 0.7 Operating income $ 163.4 $ 43.5 $ 206.9 Three months ended February 28, 2021 Operating income excluding special charges and transaction and integration expenses $ 189.9 $ 72.6 $ 262.5 Less: Special charges 0.8 0.3 1.1 Less: Transaction-related expenses included in cost of goods sold 4.0 2.3 6.3 Less: Other transaction and integration expenses 4.2 14.6 18.8 Operating income $ 180.9 $ 55.4 $ 236.3 The following table sets forth our net sales, by geographic area, for the three months ended February 28, 2022 and 2021 (in millions): Americas EMEA Asia/Pacific Total Three months ended February 28, 2022 $ 1,022.5 $ 290.5 $ 209.4 $ 1,522.4 Three months ended February 28, 2021 964.8 302.4 214.3 1,481.5 |
Accounting Policies (Policies)
Accounting Policies (Policies) | 3 Months Ended |
Feb. 28, 2022 | |
Accounting Policies [Abstract] | |
Accounting and disclosure charges | Accounting Pronouncements Adopted in 2022 In December 2019, the FASB issued ASU No. 2019-12 Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The new guidance removes certain exceptions to the general principles for income taxes and also improves consistent application of accounting by clarifying or amending existing guidance. The new standard was adopted effective December 1, 2021. There was no material impact to our consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04 Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting that provides optional expedients for a limited period of time for accounting for contracts, hedging relationships, and other transactions affected by the London Interbank Offered Rate (LIBOR) or other reference rates expected to be discontinued. These optional expedients can be applied from March 2020 through December 31, 2022. LIBOR is used as a reference rate on our variable rate debt, including our revolving credit facility, synthetic lease, interest rate swaps, and cross currency interest rate swaps. The phase out of LIBOR reference rates will occur at different dates and began on January 1, 2022. |
Special Charges And Transacti_2
Special Charges And Transaction And Integration Expenses (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Special Charges [Abstract] | |
Special Charges Summary | The following is a summary of special charges recognized in the three months ended February 28, 2022 and 2021 (in millions): Three months ended February 28, 2022 2021 Employee severance and related benefits $ 14.2 $ 0.3 Other costs (1) 5.3 0.8 Total $ 19.5 $ 1.1 (1) Included in other costs for 2022 is non-cash accelerated depreciation of $1.4 million. |
Special Charges Summary by Segment | The following is a breakdown by business segment of special charges for the three months ended February 28, 2022 and 2021 (in millions): Three months ended February 28, 2022 2021 Consumer segment $ 3.6 $ 0.8 Flavor solutions segment 15.9 0.3 Total special charges $ 19.5 $ 1.1 |
Business Combination, Separately Recognized Transactions | The following are the transaction and integration expenses recognized during the three months ended February 28, 2022 and 2021 relating to the acquisitions of Cholula Hot Sauce ("Cholula") and FONA International, LLC ("FONA") (in millions): 2022 2021 Transaction-related expenses included in cost of goods sold $ — $ 6.3 Other transaction expenses — 13.8 Integration expenses 0.7 5.0 Total transaction and integration expenses $ 0.7 $ 25.1 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Fair values of derivative instruments on balance sheet | The following table discloses the notional amount and fair values of derivative instruments on our balance sheet (in millions): As of February 28, 2022 Asset Derivatives Liability Derivatives Balance sheet Notional Fair Balance sheet Notional Fair Interest rate contracts Other current $ 600.0 $ 14.6 Other accrued liabilities $ — $ — Foreign exchange contracts Other current 444.5 7.7 Other accrued 192.0 2.8 Cross currency contracts Other current assets / Other long-term assets 495.3 10.9 Other long-term liabilities 505.7 14.1 Total $ 33.2 $ 16.9 As of November 30, 2021 Asset Derivatives Liability Derivatives Balance sheet Notional Fair Balance sheet Notional Fair Interest rate contracts Other current $ 350.0 $ 23.1 Other accrued liabilities $ — $ — Foreign exchange contracts Other current 380.8 8.3 Other accrued 202.8 2.8 Cross currency contracts Other current 251.0 4.4 Other long-term liabilities 257.5 8.0 Total $ 35.8 $ 10.8 |
Impact of fair value and cash flow hedges on other comprehensive income, accumulated other comprehensive income and income statement | The following tables disclose the impact of derivative instruments on our other comprehensive income (OCI), accumulated other comprehensive loss (AOCI) and our consolidated income statement for the three-months ended February 28, 2022 and 2021 (in millions): Fair Value Hedges Three months ended February 28, Derivative Income statement Income (expense) 2022 2021 Interest rate contracts Interest expense $ 2.2 $ 2.0 Income statement location Gain (loss) recognized in income Income statement location Gain (loss) recognized in income Derivative 2022 2021 Hedged item 2022 2021 Foreign exchange contracts Other income, net $ (0.4) $ (2.1) Intercompany loans Other income, net $ 0.4 $ 2.4 Cash Flow Hedges Three months ended February 28, Derivative Gain (loss) Income Gain (loss) 2022 2021 2022 2021 Interest rate contracts $ — $ 0.3 Interest $ 0.1 $ 0.1 Foreign exchange contracts 2.9 (1.6) Cost of goods sold (0.2) 0.3 Total $ 2.9 $ (1.3) $ (0.1) $ 0.4 Net Investment Hedges Three months ended February 28, Derivative Gain (loss) Income Gain (loss) 2022 2021 2022 2021 Cross currency contracts $ 0.7 $ (2.0) Interest $ 0.5 $ 0.4 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on recurring basis | Our population of financial assets and liabilities subject to fair value measurements on a recurring basis are as follows (in millions): February 28, 2022 Fair Value Level 1 Level 2 Assets Cash and cash equivalents $ 338.4 $ 338.4 $ — Insurance contracts 126.8 — 126.8 Bonds and other long-term investments 4.1 4.1 — Interest rate derivatives 14.6 — 14.6 Foreign currency derivatives 7.7 — 7.7 Cross currency contracts 10.9 — 10.9 Total $ 502.5 $ 342.5 $ 160.0 Liabilities Foreign currency derivatives $ 2.8 $ — $ 2.8 Cross currency contracts 14.1 — 14.1 Total $ 16.9 $ — $ 16.9 November 30, 2021 Fair Value Level 1 Level 2 Assets Cash and cash equivalents $ 351.7 $ 351.7 $ — Insurance contracts 132.2 — 132.2 Bonds and other long-term investments 5.1 5.1 — Interest rate derivatives 23.1 — 23.1 Foreign currency derivatives 8.3 — 8.3 Cross currency contracts 4.4 — 4.4 Total $ 524.8 $ 356.8 $ 168.0 Liabilities Foreign currency derivatives $ 2.8 $ — $ 2.8 Cross currency contracts 8.0 — 8.0 Total $ 10.8 $ — $ 10.8 |
Fair Value, by Balance Sheet Grouping | The following table sets forth the carrying amounts and fair values of our long-term debt including the current portion thereof (in millions): February 28, 2022 November 30, 2021 Carrying amount $ 4,735.3 $ 4,743.6 Level 1 valuation techniques $ 4,571.8 $ 4,722.3 Level 2 valuation techniques 196.3 199.2 Total fair value $ 4,768.1 $ 4,921.5 |
Employee Benefit and Retireme_2
Employee Benefit and Retirement Plans (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of defined benefit plans disclosures | The following table presents the components of our pension (income) and other postretirement benefits expense for the three months ended February 28, 2022 and 2021 (in millions): United States pension International pension Other postretirement benefits 2022 2021 2022 2021 2022 2021 Service cost $ 0.9 $ 0.9 $ 0.2 $ 0.3 $ 0.4 $ 0.5 Interest costs 6.6 6.5 1.8 1.7 0.4 0.4 Expected return on plan assets (10.7) (10.3) (3.2) (3.5) — — Amortization of prior service costs 0.1 0.1 — — (0.1) (0.1) Amortization of net actuarial losses 2.2 2.8 0.4 0.6 — — Total (income) expense $ (0.9) $ — $ (0.8) $ (0.9) $ 0.7 $ 0.8 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock Based Compensation in Selling, General and Administrative Expense | The following table sets forth the stock-based compensation expense recorded in selling, general and administrative ("SG&A") expense (in millions): Three months ended February 28, 2022 2021 Stock-based compensation expense $ 11.1 $ 14.2 |
Summary of Option Activity | The following is a summary of our stock option activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in millions) Number Weighted- Number Weighted- Outstanding at beginning of period 5.0 $ 59.71 4.5 $ 53.56 Exercised (0.6) 45.25 (0.1) 39.30 Outstanding at end of the period 4.4 $ 61.72 4.4 $ 53.62 Exercisable at end of the period 3.0 $ 53.17 3.2 $ 47.95 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following is a summary of our RSU activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in thousands) Number Weighted- Number Weighted- Outstanding at beginning of period 563 $ 69.52 714 $ 61.74 Granted 6 92.47 10 91.85 Vested (24) 54.02 (10) 47.70 Forfeited (8) 78.51 (6) 65.74 Outstanding at end of period 537 $ 70.31 708 $ 62.34 |
Schedule of Share Based Compensation, Performance Shares, Activity | The following is a summary of our LTPP activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in thousands) Number Weighted- Number Weighted- Outstanding at beginning of period 497 $ 83.74 382 $ 71.20 Granted 151 95.00 141 98.30 Vested (251) 75.26 (121) 50.95 Forfeited (2) 96.03 (5) 82.59 Outstanding at end of period 395 $ 93.42 397 $ 86.89 |
Price Vested Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Activity | The following is a summary of our price-vested stock options activity for the three months ended February 28, 2022 and 2021: 2022 2021 (shares in thousands) Number Weighted- Number Weighted- Outstanding at beginning of period 2,193 $ 9.40 2,482 $ 9.40 Granted — — 15 9.66 Forfeited (27) 9.40 (13) 9.40 Outstanding at end of period 2,166 $ 9.40 2,484 $ 9.40 |
Capital Stock and Earnings Pe_2
Capital Stock and Earnings Per Share (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Reconciliation of average shares outstanding | The following table sets forth the reconciliation of average shares outstanding (in millions): Three months ended February 28, 2022 2021 Average shares outstanding – basic 267.8 267.1 Effect of dilutive securities: Stock options/RSUs/LTPP 2.7 2.8 Average shares outstanding – diluted 270.5 269.9 |
Anti-dilutive securities not considered in earnings per share calculation | The following table sets forth the stock options and RSUs that were not considered in our earnings per share calculation since they were anti-dilutive (in millions): Three months ended February 28, 2022 2021 Anti-dilutive securities 0.2 — |
Common stock activity | The following table sets forth common stock activity (in millions): Three months ended February 28, 2022 2021 Shares issued under stock options, RSUs, LTPP and employee stock purchase plans 0.9 0.2 Shares repurchased under the stock repurchase program and shares withheld for taxes under stock options, RSUs, and LTPP 0.2 0.1 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | The following table sets forth the components of accumulated other comprehensive loss, net of tax, where applicable (in millions): February 28, 2022 November 30, 2021 Foreign currency translation adjustment (1) $ (228.7) $ (233.3) Unrealized gain (loss) on foreign currency exchange contracts 5.1 0.6 Unamortized value of settled interest rate swaps (0.4) (0.2) Pension and other postretirement costs (192.0) (193.6) Accumulated other comprehensive loss $ (416.0) $ (426.5) |
Reclassification out of Accumulated Other Comprehensive Income | The following table sets forth the amounts reclassified from accumulated other comprehensive income (loss) and into consolidated net income (in millions): Three months ended Affected Line Items in the Condensed Consolidated Income Statement February 28, 2022 February 28, 2021 (Gains)/losses on cash flow hedges: Interest rate derivatives $ (0.1) $ (0.1) Interest expense Foreign exchange contracts 0.2 (0.3) Cost of goods sold Total before tax 0.1 (0.4) Tax effect — 0.1 Income tax expense Net, after tax $ 0.1 $ (0.3) Amortization of pension and postretirement benefit adjustments: Amortization of net actuarial losses (1) $ 2.6 $ 3.4 Other income, net Total before tax 2.6 3.4 Tax effect (0.6) (0.8) Income tax expense Net, after tax $ 2.0 $ 2.6 (1) This accumulated other comprehensive income (loss) component is included in the computation of total pension (income) and other postretirement benefits expense (refer to note 5 for additional details). Amortization of net actuarial losses includes settlement losses. |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Feb. 28, 2022 | |
Segment Reporting [Abstract] | |
Business segments | Consumer Flavor Solutions Total (in millions) Three months ended February 28, 2022 Net sales $ 926.1 $ 596.3 $ 1,522.4 Operating income excluding special charges and transaction and integration expenses 167.0 60.1 227.1 Income from unconsolidated operations 8.4 0.9 9.3 Three months ended February 28, 2021 Net sales $ 946.8 $ 534.7 $ 1,481.5 Operating income excluding special charges and transaction and integration expenses 189.9 72.6 262.5 Income from unconsolidated operations 10.8 2.5 13.3 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | A reconciliation of operating income excluding special charges and transaction and integration expenses, to operating income is as follows (in millions): Consumer Flavor Solutions Total Three months ended February 28, 2022 Operating income excluding special charges and transaction and integration expenses $ 167.0 $ 60.1 $ 227.1 Less: Special charges 3.6 15.9 19.5 Less: Transaction and integration expenses — 0.7 0.7 Operating income $ 163.4 $ 43.5 $ 206.9 Three months ended February 28, 2021 Operating income excluding special charges and transaction and integration expenses $ 189.9 $ 72.6 $ 262.5 Less: Special charges 0.8 0.3 1.1 Less: Transaction-related expenses included in cost of goods sold 4.0 2.3 6.3 Less: Other transaction and integration expenses 4.2 14.6 18.8 Operating income $ 180.9 $ 55.4 $ 236.3 |
Schedule of Disclosure on Geographic Areas | The following table sets forth our net sales, by geographic area, for the three months ended February 28, 2022 and 2021 (in millions): Americas EMEA Asia/Pacific Total Three months ended February 28, 2022 $ 1,022.5 $ 290.5 $ 209.4 $ 1,522.4 Three months ended February 28, 2021 964.8 302.4 214.3 1,481.5 |
Special Charges And Transacti_3
Special Charges And Transaction And Integration Expenses (Details) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Special Charges [Line Items] | ||
Special charges | $ 19.5 | $ 1.1 |
Transaction and integration expenses | 0.7 | 18.8 |
Integration expenses | 0.7 | 5 |
Total transaction and integration expenses | 0.7 | 25.1 |
Estimated future integration costs | 3 | |
Cost of goods sold | ||
Special Charges [Line Items] | ||
Transaction and integration expenses | 0 | 6.3 |
Other transaction expenses | ||
Special Charges [Line Items] | ||
Transaction and integration expenses | 0 | 13.8 |
Consumer | ||
Special Charges [Line Items] | ||
Special charges | 3.6 | 0.8 |
Transaction and integration expenses | 0 | 4.2 |
Consumer | Cost of goods sold | ||
Special Charges [Line Items] | ||
Transaction and integration expenses | 4 | |
Flavor Solutions | ||
Special Charges [Line Items] | ||
Special charges | 15.9 | 0.3 |
Transaction and integration expenses | 0.7 | 14.6 |
Flavor Solutions | Cost of goods sold | ||
Special Charges [Line Items] | ||
Transaction and integration expenses | 2.3 | |
Employee severance and related benefits | ||
Special Charges [Line Items] | ||
Special charges | 14.2 | 0.3 |
Other costs (1) | ||
Special Charges [Line Items] | ||
Special charges | 5.3 | 0.8 |
Total | ||
Special Charges [Line Items] | ||
Special charges | 19.5 | 1.1 |
Total | Consumer | ||
Special Charges [Line Items] | ||
Special charges | 3.6 | 0.8 |
Total | Flavor Solutions | ||
Special Charges [Line Items] | ||
Special charges | 15.9 | 0.3 |
EMEA | ||
Special Charges [Line Items] | ||
Special charges | 1.5 | 0.6 |
special charges depreciation | 1.4 | |
EMEA | Manufacturing Facility | ||
Special Charges [Line Items] | ||
Special charges | 14.9 | |
Special charges forecasted cost | 30 | |
Severance costs | 12.5 | |
Restructuring and related cost, accelerated depreciation | 1.4 | |
Other restructuring costs | 1 | |
Americas | ||
Special Charges [Line Items] | ||
Special charges | 2.1 | $ 0.5 |
GE_Project | ||
Special Charges [Line Items] | ||
Special Charges cash paid | 40.7 | |
GE_Project | Minimum | ||
Special Charges [Line Items] | ||
Special charges | 60 | |
GE_Project | Maximum | ||
Special Charges [Line Items] | ||
Special charges | $ 65 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) | 3 Months Ended | |||
Feb. 28, 2022USD ($) | Feb. 28, 2022GBP (£) | Feb. 28, 2022EUR (€) | Nov. 30, 2021USD ($) | |
Debt Instrument [Line Items] | ||||
Investment foreign currency, contract, foreign currency amount | $ 636,500,000 | $ 583,600,000 | ||
Maximum time frame for foreign exchange contracts, months | 18 months | |||
Total derivative assets, Fair Value | $ 33,200,000 | $ 35,800,000 | ||
Amount of accumulated other comprehensive income expected to be reclassified to earnings in next 12 months | $ 2,800,000 | |||
2.5% Notes due April 2030 | ||||
Debt Instrument [Line Items] | ||||
Stated note interest rate | 2.50% | 2.50% | 2.50% | |
Short-term Contract with Customer | ||||
Debt Instrument [Line Items] | ||||
Investment foreign currency, contract, foreign currency amount | $ 242,100,000 | |||
Fair Value Hedges | Foreign exchange contracts | ||||
Debt Instrument [Line Items] | ||||
Derivative, notional amount | 413,400,000 | |||
Net Investment Hedges | Cross currency contracts | ||||
Debt Instrument [Line Items] | ||||
Derivative, notional amount | 250,000,000 | |||
Total derivative assets, Fair Value | 250,000,000 | |||
Derivative, collateral, obligation to return cash | £ | £ 184,100,000 | |||
Net Investment Hedges | Cross currency contract II | ||||
Debt Instrument [Line Items] | ||||
Derivative, notional amount | £ | 184,100,000 | |||
Total derivative assets, Fair Value | £ | £ 184,100,000 | |||
Derivative, collateral, obligation to return cash | € | € 219,200,000 | |||
Interest Rate Swap | Treasury Lock | ||||
Debt Instrument [Line Items] | ||||
Derivative, notional amount | $ 250,000,000 | |||
Interest Rate Swap | Treasury Lock | 2.5% Notes due April 2030 | ||||
Debt Instrument [Line Items] | ||||
Derivative, fixed interest rate | 2.50% | 2.50% | 2.50% | |
Derivative, basis spread on variable rate | 0.745% | 0.745% | 0.745% | |
Interest Rate Swap 3.25% | Treasury Lock | 2.5% Notes due April 2030 | ||||
Debt Instrument [Line Items] | ||||
Derivative, notional amount | $ 250,000,000 | |||
Notes payable | $ 500,000,000 | |||
Great Britain SONIA | Net Investment Hedges | Cross currency contracts | ||||
Debt Instrument [Line Items] | ||||
Derivative, variable interest rate | 0.859% | 0.859% | 0.859% | |
Great Britain SONIA | Interest Rate Swap 3.40% | Treasury Lock | ||||
Debt Instrument [Line Items] | ||||
Derivative, basis spread on variable rate | 0.574% | 0.574% | 0.574% | |
EURO ESTR | Net Investment Hedges | Cross currency contract II | ||||
Debt Instrument [Line Items] | ||||
Derivative, variable interest rate | 0.667% | 0.667% | 0.667% | |
Great Britain LIBOR | Net Investment Hedges | Cross currency contracts | ||||
Debt Instrument [Line Items] | ||||
Derivative, variable interest rate | 0.74% | 0.74% | 0.74% |
Financial Instruments - Fair Va
Financial Instruments - Fair Value of Derivative Instruments on Balance Sheet (Detail) - USD ($) | Feb. 28, 2022 | Nov. 30, 2021 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total derivative assets, Fair Value | $ 33,200,000 | $ 35,800,000 |
Total derivative liabilities, Fair Value | 16,900,000 | 10,800,000 |
Interest rate contracts | Other Long-term Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset, Notional Amount | 600,000,000 | 350,000,000 |
Interest rate contracts, Fair Value | 23,100,000 | |
Interest rate contracts | Other accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate contracts, Fair Value | 0 | |
Derivative Liability, Notional Amount | 0 | 0 |
Foreign exchange contracts | Other current assets / Other long-term assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset, Notional Amount | 444,500,000 | 380,800,000 |
Foreign exchange contracts | Other accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Liability, Notional Amount | 192,000,000 | 202,800,000 |
Cross currency contracts | Other Long-term Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset, Notional Amount | 495,300,000 | 251,000,000 |
Cross currency contracts | Other accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Liability, Notional Amount | 505,700,000 | 257,500,000 |
Fair Value, Measurements, Recurring | Interest rate contracts | Other Long-term Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate contracts, Fair Value | 14,600,000 | |
Fair Value, Measurements, Recurring | Interest rate contracts | Other accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate contracts, Fair Value | 0 | |
Fair Value, Measurements, Recurring | Foreign exchange contracts | Other current assets / Other long-term assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency derivatives | 7,700,000 | 8,300,000 |
Fair Value, Measurements, Recurring | Foreign exchange contracts | Other accrued liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency derivatives | 2,800,000 | 2,800,000 |
Fair Value, Measurements, Recurring | Cross currency contracts | Assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cross currency contracts | 10,900,000 | 4,400,000 |
Fair Value, Measurements, Recurring | Cross currency contracts | Liability | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cross currency contracts | $ 14,100,000 | $ 8,000,000 |
Financial Instruments - Impact
Financial Instruments - Impact of Fair Value Hedges on Other Comprehensive Income, Accumulated Other Comprehensive Income and Income Statement (Details) - Fair Value Hedges - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Interest expense | Interest rate contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Interest income (expense) | $ 2.2 | $ 2 |
Other income, net | Foreign exchange contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized in income | (0.4) | (2.1) |
Other income, net | Intercompany loans | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized in income | $ 0.4 | $ 2.4 |
Financial Instruments - Impac_2
Financial Instruments - Impact of Cash Flow Hedges on Other Comprehensive Income, Accumulated Other Comprehensive Income and Income Statement (Details) - USD ($) | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Cash Flow Hedges | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized in OCI | $ 2,900,000 | $ (1,300,000) |
Gain (loss) reclassified from AOCI / Gain (loss) excluded from the assessment of hedge effectiveness | (100,000) | 400,000 |
Cash Flow Hedges | Interest rate contracts | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized in OCI | 0 | 300,000 |
Gain (loss) reclassified from AOCI / Gain (loss) excluded from the assessment of hedge effectiveness | 100,000 | 100,000 |
Cash Flow Hedges | Foreign exchange contracts | Cost of goods sold | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized in OCI | 2,900,000 | (1,600,000) |
Gain (loss) reclassified from AOCI / Gain (loss) excluded from the assessment of hedge effectiveness | (200,000) | 300,000 |
Net Investment Hedges | Cross currency contracts | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) recognized in OCI | 700,000 | (2,000,000) |
Gain (loss) reclassified from AOCI / Gain (loss) excluded from the assessment of hedge effectiveness | $ 500,000 | $ 400,000 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) | Feb. 28, 2022 | Nov. 30, 2021 |
Assets | ||
Cash and cash equivalents at fair value | $ 338,400,000 | $ 351,700,000 |
Liabilities | ||
Long-term debt | 4,735,300,000 | 4,743,600,000 |
Long-term debt, fair value | 4,768,100,000 | 4,921,500,000 |
Level 1 | ||
Liabilities | ||
Long-term debt, fair value | 4,571,800,000 | 4,722,300,000 |
Level 2 | ||
Liabilities | ||
Long-term debt, fair value | 196,300,000 | 199,200,000 |
Fair Value, Measurements, Recurring | ||
Assets | ||
Cash and cash equivalents at fair value | 351,700,000 | |
Insurance contracts | 126,800,000 | 132,200,000 |
Bonds and other long-term investments | 4,100,000 | 5,100,000 |
Total | 502,500,000 | 524,800,000 |
Liabilities | ||
Total | 16,900,000 | 10,800,000 |
Fair Value, Measurements, Recurring | Level 1 | ||
Assets | ||
Cash and cash equivalents | 338,400,000 | 351,700,000 |
Insurance contracts | 0 | 0 |
Bonds and other long-term investments | 4,100,000 | 5,100,000 |
Interest rate derivatives | 0 | 0 |
Foreign currency derivatives | 0 | 0 |
Total | 342,500,000 | 356,800,000 |
Liabilities | ||
Foreign currency derivatives | 0 | 0 |
Cross currency contracts | 0 | 0 |
Total | 0 | 0 |
Fair Value, Measurements, Recurring | Level 2 | ||
Assets | ||
Cash and cash equivalents | 0 | 0 |
Insurance contracts | 126,800,000 | 132,200,000 |
Bonds and other long-term investments | 0 | 0 |
Interest rate derivatives | 14,600,000 | 23,100,000 |
Foreign currency derivatives | 7,700,000 | 8,300,000 |
Total | 160,000,000 | 168,000,000 |
Liabilities | ||
Foreign currency derivatives | 2,800,000 | 2,800,000 |
Cross currency contracts | 14,100,000 | 8,000,000 |
Total | 16,900,000 | 10,800,000 |
Assets | Fair Value, Measurements, Recurring | Level 1 | ||
Assets | ||
Cross currency contracts | 0 | 0 |
Assets | Fair Value, Measurements, Recurring | Level 2 | ||
Assets | ||
Cross currency contracts | 10,900,000 | 4,400,000 |
Interest rate contracts | Other Long-term Investments | ||
Assets | ||
Interest rate contracts, Fair Value | 23,100,000 | |
Interest rate contracts | Other Long-term Investments | Fair Value, Measurements, Recurring | ||
Assets | ||
Interest rate contracts, Fair Value | 14,600,000 | |
Interest rate contracts | Other accrued liabilities | ||
Assets | ||
Interest rate contracts, Fair Value | 0 | |
Interest rate contracts | Other accrued liabilities | Fair Value, Measurements, Recurring | ||
Assets | ||
Interest rate contracts, Fair Value | 0 | |
Foreign exchange contracts | Other current assets / Other long-term assets | Fair Value, Measurements, Recurring | ||
Assets | ||
Foreign currency derivatives | 7,700,000 | 8,300,000 |
Foreign exchange contracts | Other accrued liabilities | Fair Value, Measurements, Recurring | ||
Assets | ||
Foreign currency derivatives | 2,800,000 | 2,800,000 |
Cross currency contracts | Assets | Fair Value, Measurements, Recurring | ||
Assets | ||
Cross currency contracts | 10,900,000 | 4,400,000 |
Cross currency contracts | Liability | Fair Value, Measurements, Recurring | ||
Liabilities | ||
Cross currency contracts | $ 14,100,000 | $ 8,000,000 |
Employee Benefit And Retireme_3
Employee Benefit And Retirement Plans - Components of Pension Expense of Defined benefit plans (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Other income, net | $ 6.2 | $ 4.6 |
United States pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0.9 | 0.9 |
Interest costs | 6.6 | 6.5 |
Expected return on plan assets | (10.7) | (10.3) |
Amortization of prior service costs | 0.1 | 0.1 |
Amortization of net actuarial losses | 2.2 | 2.8 |
Total pension expense | (0.9) | 0 |
International pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0.2 | 0.3 |
Interest costs | 1.8 | 1.7 |
Expected return on plan assets | (3.2) | (3.5) |
Amortization of prior service costs | 0 | 0 |
Amortization of net actuarial losses | 0.4 | 0.6 |
Total pension expense | $ (0.8) | $ (0.9) |
Employee Benefit and Retireme_4
Employee Benefit and Retirement Plans - Components of Other Postretirement Benefit Expenses (Details) - Other postretirement benefits - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | $ 0.4 | $ 0.5 |
Interest costs | 0.4 | 0.4 |
Expected return on plan assets | 0 | 0 |
Amortization of prior service costs | (0.1) | (0.1) |
Amortization of net actuarial losses | 0 | 0 |
Total other postretirement expense | $ 0.7 | $ 0.8 |
Employee Benefit And Retireme_5
Employee Benefit And Retirement Plans - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | Nov. 30, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Payment for pension benefits | $ 2 | $ 2.3 | $ 15 |
Other income, net | 6.2 | 4.6 | |
Accounting Standards Update 2017-07 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Other income, net | $ (2.5) | $ (1.8) |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) $ in Millions | 3 Months Ended | |
Feb. 28, 2022USD ($)award_type | Feb. 28, 2021USD ($) | |
Share-based Payment Arrangement [Abstract] | ||
Number of stock-based compensation award types | award_type | 4 | |
Intrinsic value for all options outstanding | $ 145.5 | |
Intrinsic value for exercisable options | 128 | |
Total Intrinsic Value of all options exercised | $ 32.6 | $ 2.2 |
Stock-Based Compensation - Sell
Stock-Based Compensation - Selling, General and Administrative Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Share-based Payment Arrangement [Abstract] | ||
Total stock-based compensation expense | $ 11.1 | $ 14.2 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - Stock Options - $ / shares shares in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding at beginning of period, Number of Shares | 5 | 4.5 |
Exercised, Number of Shares | (0.6) | (0.1) |
Outstanding at end of period, Number of Shares | 4.4 | 4.4 |
Excercisable at end of the period, Number of Shares | 3 | 3.2 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||
Outstanding at beginning of period, Weighted-Average Exercise Price | $ 59.71 | $ 53.56 |
Exercised, Weighted-Average Exercise Price | 45.25 | 39.30 |
Outstanding at end of period, Weighted-Average Exercise Price | 61.72 | 53.62 |
Exercisable at end of the period, Weighted-Average Exercise Price | $ 53.17 | $ 47.95 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) - $ / shares shares in Thousands | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding at beginning of period, Number of Shares | 563 | 714 |
Granted, Number of Shares | 6 | 10 |
Vested, Number of Shares | (24) | (10) |
Forfeited, Number of Shares | (8) | (6) |
Outstanding at end of period, Number of Shares | 537 | 708 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Outstanding at beginning of period, Weighted-Average Grant-Date Fair Value | $ 69.52 | $ 61.74 |
Granted, Weighted-Average Grant-Date Fair Value | 92.47 | 91.85 |
Vested, Weighted-Average Grant-Date Fair Value | 54.02 | 47.70 |
Forfeited, Weighted-Average Grant-Date Fair Value | 78.51 | 65.74 |
Outstanding at end of period, Weighted-Average Grant-Date Fair Value | $ 70.31 | $ 62.34 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Price-Vested Stock Options Activity (Details) - Price Vested Stock Options - $ / shares shares in Thousands | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding at beginning of period, Number of Shares | 2,193 | 2,482 |
Granted, Number of Shares | 0 | 15 |
Forfeited, Number of Shares | (27) | (13) |
Outstanding at end of period, Number of Shares | 2,166 | 2,484 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Outstanding at beginning of period, Weighted-Average Grant-Date Fair Value | $ 9.40 | $ 9.40 |
Granted, Weighted-Average Grant-Date Fair Value | 0 | 9.66 |
Forfeited, Weighted-Average Grant-Date Fair Value | 9.40 | 9.40 |
Outstanding at end of period, Weighted-Average Grant-Date Fair Value | $ 9.40 | $ 9.40 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of LTPP awards (Details) - Performance Shares - $ / shares shares in Thousands | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding at beginning of period, Number of Shares | 497 | 382 |
Granted, Number of Shares | 151 | 141 |
Vested, Number of Shares | (251) | (121) |
Forfeited, Number of Shares | (2) | (5) |
Outstanding at end of period, Number of Shares | 395 | 397 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Outstanding at beginning of period, Weighted-Average Grant-Date Fair Value | $ 83.74 | $ 71.20 |
Granted, Weighted-Average Grant-Date Fair Value | 95 | 98.30 |
Vested, Weighted-Average Grant-Date Fair Value | 75.26 | 50.95 |
Forfeited, Weighted-Average Grant-Date Fair Value | 96.03 | 82.59 |
Outstanding at end of period, Weighted-Average Grant-Date Fair Value | $ 93.42 | $ 86.89 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate reconciliation, tax credit, amount | $ 10.3 | $ 5.3 |
Shares issued, tax benefit | 7.6 | |
Tax benefits related to the revaluation of deferred taxes | $ 2.5 | |
Unrecognized tax benefits, decrease resulting from acquisition | 11.4 | |
Effective income tax rate reconciliation, change in deferred tax assets valuation allowance, amount | 4.5 | |
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | $ 1.2 |
Capital Stock and Earnings Pe_3
Capital Stock and Earnings Per Share - Reconciliation of Average Shares Outstanding (Details) - shares shares in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||
Average shares outstanding - basic (shares) | 267.8 | 267.1 |
Effect of dilutive securities: [Abstract] | ||
Stock options/RSUs/LTPP | 2.7 | 2.8 |
Average shares outstanding – diluted (shares) | 270.5 | 269.9 |
Capital Stock and Earnings Pe_4
Capital Stock and Earnings Per Share - Antidilutive Securities not Considered in Earnings Per Share Calculation (Details) - shares shares in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||
Anti-dilutive securities | 0.2 | 0 |
Capital Stock and Earnings Pe_5
Capital Stock and Earnings Per Share - Common Stock Activity (Details) - shares shares in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Stock Options And Restricted Stock Units | ||
Employee Stock Purchase Plan [Line Items] | ||
Shares issued under stock options, RSUs, LTPP and employee stock purchase plans | 0.9 | 0.2 |
Share Repurchase Program | ||
Employee Stock Purchase Plan [Line Items] | ||
Shares repurchased under the stock repurchase program and shares withheld for taxes under stock options, RSUs, and LTPP | 0.2 | 0.1 |
Capital Stock and Earnings Pe_6
Capital Stock and Earnings Per Share - Additional Information (Details) - November 2019 $ in Millions | Feb. 28, 2022USD ($) |
Class of Stock [Line Items] | |
Stock repurchase program, remaining authorized repurchase amount | $ 567.4 |
Stock repurchase program, authorized amount | $ 600 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Income, Net of Tax (Details) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Nov. 30, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Foreign currency translation adjustment | $ (228.7) | $ (233.3) |
Unrealized gain (loss) on foreign currency exchange contracts | 5.1 | 0.6 |
Unamortized value of settled interest rate swaps | (0.4) | (0.2) |
Pension and other postretirement costs | (192) | (193.6) |
Accumulated other comprehensive loss | (416) | $ (426.5) |
Decrease in foreign currency translation adjustment | 4.6 | |
Cross currency contracts | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Foreign currency translation adjustment | $ 0.7 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) Into Consolidated Net Income (Details) - USD ($) | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Interest expense | $ 33,100,000 | $ 33,800,000 |
Cost of goods sold | 962,000,000 | 904,000,000 |
Other income, net | 6,200,000 | 4,600,000 |
Tax effect | 34,400,000 | 58,600,000 |
Net, after tax | 154,900,000 | 161,800,000 |
Reclassification out of Accumulated Other Comprehensive Income | (Gains)/losses on cash flow hedges: | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Total before tax | 100,000 | (400,000) |
Tax effect | 0 | 100,000 |
Net, after tax | 100,000 | (300,000) |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of pension and postretirement benefit adjustments: | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Other income, net | 2,600,000 | 3,400,000 |
Total before tax | 2,600,000 | 3,400,000 |
Tax effect | (600,000) | (800,000) |
Net, after tax | 2,000,000 | 2,600,000 |
Interest rate contracts | Reclassification out of Accumulated Other Comprehensive Income | (Gains)/losses on cash flow hedges: | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Interest expense | (100,000) | (100,000) |
Foreign exchange contracts | Reclassification out of Accumulated Other Comprehensive Income | (Gains)/losses on cash flow hedges: | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Cost of goods sold | $ 200,000 | $ (300,000) |
Business Segments - Additional
Business Segments - Additional Information (Detail) | 3 Months Ended |
Feb. 28, 2022segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Business Segments (Detail)
Business Segments (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 1,522.4 | $ 1,481.5 |
Operating income excluding special charges and transaction and integration expenses | 227.1 | 262.5 |
Income from unconsolidated operations | 9.3 | 13.3 |
Less: Special charges | 19.5 | 1.1 |
Transaction and integration expenses | 0.7 | 18.8 |
Operating income | 206.9 | 236.3 |
Cost of goods sold | ||
Segment Reporting Information [Line Items] | ||
Transaction and integration expenses | 0 | 6.3 |
Consumer | ||
Segment Reporting Information [Line Items] | ||
Revenues | 926.1 | 946.8 |
Operating income excluding special charges and transaction and integration expenses | 167 | 189.9 |
Income from unconsolidated operations | 8.4 | 10.8 |
Less: Special charges | 3.6 | 0.8 |
Transaction and integration expenses | 0 | 4.2 |
Operating income | 163.4 | 180.9 |
Consumer | Cost of goods sold | ||
Segment Reporting Information [Line Items] | ||
Transaction and integration expenses | 4 | |
Flavor Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenues | 596.3 | 534.7 |
Operating income excluding special charges and transaction and integration expenses | 60.1 | 72.6 |
Income from unconsolidated operations | 0.9 | 2.5 |
Less: Special charges | 15.9 | 0.3 |
Transaction and integration expenses | 0.7 | 14.6 |
Operating income | 43.5 | 55.4 |
Flavor Solutions | Cost of goods sold | ||
Segment Reporting Information [Line Items] | ||
Transaction and integration expenses | 2.3 | |
Americas | ||
Segment Reporting Information [Line Items] | ||
Revenues | 1,022.5 | 964.8 |
EMEA | ||
Segment Reporting Information [Line Items] | ||
Revenues | 290.5 | 302.4 |
Asia/Pacific | ||
Segment Reporting Information [Line Items] | ||
Revenues | $ 209.4 | $ 214.3 |