Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 03, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Entity File Number | 0-16211 | |
Entity Registrant Name | DENTSPLY SIRONA Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 39-1434669 | |
Entity Address, Address Line One | 13320 Ballantyne Corporate Place | |
Entity Address, City or Town | Charlotte | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 28277-3607 | |
City Area Code | 844 | |
Local Phone Number | 848-0137 | |
Title of 12(b) Security | Common Stock, par value $.01 per share | |
Trading Symbol | XRAY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Small Business Entity | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 218,318,121 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Central Index Key | 0000818479 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Total net sales | $ 1,027 | $ 874 |
Cost of products sold | 448 | 406 |
Gross profit | 579 | 468 |
Selling, general, and administrative expenses | 385 | 359 |
Research and development expenses | 37 | 34 |
Goodwill impairment | 0 | 157 |
Restructuring and other costs | 3 | 43 |
Operating income (loss) | 154 | (125) |
Other income and expenses: | ||
Interest expense, net | 14 | 7 |
Other expense (income), net | (9) | (2) |
Income (loss) before income taxes | 149 | (130) |
Provision for income taxes | 32 | 10 |
Net income (loss) | 117 | (140) |
Net Income (Loss) Attributable to Noncontrolling Interest | 0 | 0 |
Net income (loss) attributable to Dentsply Sirona | $ 117 | $ (140) |
Net income (loss) per common share attributable to Dentsply Sirona: | ||
Basic (in dollars per share) | $ 0.53 | $ (0.63) |
Diluted (in dollars per share) | $ 0.53 | $ (0.63) |
Weighted average common shares outstanding: | ||
Basic (in shares) | 218.8 | 220.9 |
Diluted (in shares) | 219.9 | 220.9 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 117 | $ (140) |
Other comprehensive loss, net of tax: | ||
Foreign currency translation loss | (99) | (119) |
Net gain on derivative financial instruments | 5 | 5 |
Pension liability gain | 4 | 2 |
Total other comprehensive loss, net of tax | (90) | (112) |
Total comprehensive income (loss) | 27 | (252) |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 0 | 0 |
Total comprehensive income (loss) attributable to Dentsply Sirona | $ 27 | $ (252) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 318 | $ 438 |
Accounts and notes receivables-trade, net | 643 | 673 |
Inventories, net | 500 | 466 |
Prepaid expenses and other current assets | 235 | 214 |
Total Current Assets | 1,696 | 1,791 |
Property, plant, and equipment | 758 | 791 |
Operating lease right-of-use assets, net | 168 | 176 |
Identifiable intangible assets, net | 2,461 | 2,504 |
Goodwill | 3,952 | 3,986 |
Other noncurrent assets | 102 | 94 |
Total Assets | 9,137 | 9,342 |
Current Liabilities: | ||
Accounts payable | 283 | 305 |
Accrued liabilities | 557 | 653 |
Income taxes payable | 44 | 60 |
Notes payable and current portion of long-term debt | 328 | 299 |
Total Current Liabilities | 1,212 | 1,317 |
Long-term debt | 1,923 | 1,978 |
Operating lease liabilities | 125 | 130 |
Deferred income taxes | 411 | 393 |
Other noncurrent liabilities | 536 | 554 |
Total Liabilities | 4,207 | 4,372 |
Equity: | ||
Preferred stock, $1.00 par value; 0.25 million shares authorized; no shares issued | 0 | 0 |
Common stock, $0.01 par value; | 3 | 3 |
Capital in excess of par value | 6,618 | 6,604 |
Retained earnings | 1,328 | 1,233 |
Accumulated other comprehensive loss | (554) | (464) |
Treasury stock, at cost, 46.3 million and 45.8 million shares at March 31, 2021 and December 31, 2020, respectively | (2,468) | (2,409) |
Total Dentsply Sirona Equity | 4,927 | 4,967 |
Noncontrolling interests | 3 | 3 |
Total Equity | 4,930 | 4,970 |
Total Liabilities and Equity | $ 9,137 | $ 9,342 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Equity: | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 250,000 | 250,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 264,500,000 | 264,500,000 |
Common stock, shares outstanding (in shares) | 218,200,000 | 218,700,000 |
Treasury stock, shares (in shares) | 46,300,000 | 45,800,000 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Millions | Total | Total Dentsply Sirona Equity | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock | Noncontrolling Interests |
Beginning Balance at Dec. 31, 2019 | $ 5,095 | $ 5,093 | $ 3 | $ 6,587 | $ 1,404 | $ (600) | $ (2,301) | $ 2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | (140) | (140) | (140) | |||||
Other comprehensive loss | (112) | (112) | (112) | |||||
Exercise of stock options | 4 | 4 | 4 | |||||
Stock based compensation expense | 9 | 9 | 9 | |||||
Funding of employee stock purchase plan | 2 | 2 | 1 | 1 | ||||
Treasury shares purchased | (140) | (140) | (28) | (112) | ||||
Restricted stock unit distributions | (6) | (6) | (15) | 9 | ||||
Cash dividends | (22) | (22) | (22) | |||||
Ending Balance at Mar. 31, 2020 | 4,690 | 4,688 | 3 | 6,554 | 1,242 | (712) | (2,399) | 2 |
Beginning Balance at Dec. 31, 2020 | 4,970 | 4,967 | 3 | 6,604 | 1,233 | (464) | (2,409) | 3 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 117 | 117 | 117 | |||||
Other comprehensive loss | (90) | (90) | (90) | |||||
Exercise of stock options | 33 | 33 | 11 | 22 | ||||
Stock based compensation expense | 13 | 13 | 13 | |||||
Funding of employee stock purchase plan | 3 | 3 | 1 | 2 | ||||
Treasury shares purchased | (90) | (90) | (90) | |||||
Restricted stock unit distributions | (4) | (4) | (11) | 7 | ||||
Cash dividends | (22) | (22) | (22) | |||||
Ending Balance at Mar. 31, 2021 | $ 4,930 | $ 4,927 | $ 3 | $ 6,618 | $ 1,328 | $ (554) | $ (2,468) | $ 3 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||
Cash dividends (in dollars per share) | $ 0.1000 | $ 0.1000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 117 | $ (140) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 32 | 32 |
Amortization of intangible assets | 56 | 47 |
Amortization of deferred financing costs | 2 | 1 |
Goodwill impairment | 0 | 157 |
Indefinite-lived intangible asset impairment | 0 | 39 |
Deferred income taxes | (3) | (8) |
Stock based compensation expense | 13 | 10 |
Other non-cash expense | 17 | 10 |
Gain on sale of non-strategic businesses and product lines | (13) | 0 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts and notes receivable-trade, net | 11 | 53 |
Inventories, net | (50) | (57) |
Prepaid expenses and other current assets | (27) | (27) |
Other noncurrent assets | (13) | (7) |
Accounts payable | (17) | (29) |
Accrued liabilities | (81) | (95) |
Income taxes | (8) | 7 |
Other noncurrent liabilities | 13 | (3) |
Net cash provided by (used in) operating activities | 49 | (10) |
Cash flows from investing activities: | ||
Capital expenditures | (30) | (26) |
Cash paid for acquisitions of businesses and equity investments, net of cash acquired | (92) | 0 |
Cash received on sale of non-strategic businesses or product lines | 19 | 0 |
Cash received on derivative contracts | 0 | 9 |
Proceeds from sale of property, plant, and equipment | 0 | 1 |
Net cash used in investing activities | (103) | (16) |
Cash flows from financing activities: | ||
Proceeds on short-term borrowings | 30 | 31 |
Cash paid for treasury stock | (90) | (140) |
Cash dividends paid | (22) | (22) |
Proceeds from long-term borrowings, net of deferred financing costs | 4 | 0 |
Repayments on long-term borrowings, net | 0 | (1) |
Proceeds from exercised stock options | 33 | 4 |
Net cash used in financing activities | (53) | (130) |
Effect of exchange rate changes on cash and cash equivalents | (13) | (13) |
Net decrease in cash and cash equivalents | (120) | (169) |
Cash and cash equivalents at beginning of period | 438 | 405 |
Cash and cash equivalents at end of period | 318 | 236 |
Proceeds from (Payments for) Other Financing Activities | $ (8) | $ (2) |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of the results for interim periods have been included. Results for interim periods should not be considered indicative of results for a full year. These financial statements and related notes contain the accounts of DENTSPLY SIRONA Inc. and subsidiaries (“Dentsply Sirona” or the “Company”) on a consolidated basis and should be read in conjunction with the consolidated financial statements and notes included in the Company’s most recent Form 10-K for the year ended December 31, 2020. The accounting policies of the Company, as applied in the interim consolidated financial statements presented herein, are substantially the same as presented in the Company’s Form 10-K for the year ended December 31, 2020, except as may be indicated below. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ materially from those estimates. Revenue Recognition At March 31, 2021, the Company had $44 million of deferred revenue recorded predominantly in Accrued liabilities in the Consolidated Balance Sheets, with an immaterial portion recorded in Other noncurrent liabilities. The Company expects to recognize significantly all of this deferred revenue within the next 12 months. Accounts and Notes Receivable The Company records a provision for doubtful accounts, which is included in Selling, general, and administrative expenses in the Consolidated Statements of Operations. Accounts and notes receivables – trade, net are stated net of allowances for doubtful accounts and trade discounts, which were $18 million at March 31, 2021 and $18 million at December 31, 2020. Accounting Pronouncements Not Yet Adopted 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", which was subsequently amended by ASU No. 2021-01 "Reference Rate Reform (Topic 848): Scope" in January 2021. The new standard provides optional expedients and exceptions to contracts, hedging relationships, and other transactions that reference the London Interbank Offer Rate ("LIBOR") or another rate expected to be discontinued due to the reference rate reform. This standard is permitted to be adopted any time through December 31, 2022, and does not apply to contract modifications made or hedging relationships entered into or evaluated after December 31, 2022. The Company is currently assessing the impact that this standard will have on its financial position, results of operations, cash flows, and disclosures. |
STOCK COMPENSATION
STOCK COMPENSATION | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
STOCK COMPENSATION | STOCK COMPENSATION Total stock based compensation expense for non-qualified stock options, restricted stock units ("RSU"), and the tax related benefit for the three months ended March 31, 2021 and 2020 were as follows: Three Months Ended (in millions) 2021 2020 Stock option expense $ 2 $ 1 RSU expense 11 8 Total stock based compensation expense $ 13 $ 9 Related deferred income tax benefit $ 2 $ 1 For the three months ended March 31, 2021 and 2020, stock compensation expense was $13 million and $9 million respectively, and was recorded in Selling, general, and administrative expense in the Consolidated Statements of Operations. |
COMPREHENSIVE INCOME (LOSS)
COMPREHENSIVE INCOME (LOSS) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
COMPREHENSIVE INCOME (LOSS) | COMPREHENSIVE INCOME (LOSS) Changes in Accumulated other comprehensive income (loss) ("AOCI"), net of tax, by component for the three months ended March 31, 2021 and 2020 were as follows: (in millions) Foreign Currency Translation Gain (Loss) Gain (Loss) on Cash Flow Hedges Gain (Loss) on Net Investment Hedges Pension Liability Gain (Loss) Total Balance, net of tax, at December 31, 2020 $ (187) $ (25) $ (119) $ (133) $ (464) Other comprehensive (loss) income before reclassifications and tax impact (74) (6) 9 3 (68) Tax (expense) benefit (25) 2 (2) (1) (26) Other comprehensive (loss) income, net of tax, before reclassifications (99) (4) 7 2 (94) Amounts reclassified from accumulated other comprehensive income, net of tax — 2 — 2 4 Net (decrease) increase in other comprehensive loss (99) (2) 7 4 (90) Balance, net of tax, at March 31, 2021 $ (286) $ (27) $ (112) $ (129) $ (554) (in millions) Foreign Currency Translation Gain (Loss) Gain (Loss) on Cash Flow Hedges Gain (Loss) on Net Investment Hedges Pension Liability Gain (Loss) Total Balance, net of tax, at December 31, 2019 $ (368) $ (11) $ (101) $ (120) $ (600) Other comprehensive (loss) income before reclassifications and tax impact (117) (16) 25 — (108) Tax (expense) benefit (2) 4 (8) — (6) Other comprehensive (loss) income, net of tax, before reclassifications (119) (12) 17 — (114) Amounts reclassified from accumulated other comprehensive income, net of tax — — — 2 2 Net (decrease) increase in other comprehensive loss (119) (12) 17 2 (112) Balance, net of tax, at March 31, 2020 $ (487) $ (23) $ (84) $ (118) $ (712) These amounts are recorded in AOCI, net of any related tax adjustments. At March 31, 2021 and December 31, 2020, the cumulative tax adjustments were $190 million and $216 million, respectively, primarily related to foreign currency translation gains and losses. The cumulative foreign currency translation adjustments included translation losses of $159 million and $25 million at March 31, 2021 and December 31, 2020, respectively, and cumulative losses on loans designated as hedges of net investments of $127 million and $162 million, respectively. These foreign currency translation losses were partially offset by movements on derivative financial instruments. Reclassifications out of AOCI to the Consolidated Statements of Operations for the three months ended March 31, 2021 and 2020 were insignificant. |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | EARNINGS PER COMMON SHARE The computation of basic and diluted earnings per common share for the three months ended March 31, 2021 and 2020 were as follows: Basic Earnings (Loss) Per Common Share Three Months Ended (in millions, except per share amounts) 2021 2020 Net income (loss) attributable to Dentsply Sirona $ 117 $ (140) Weighted average common shares outstanding 218.8 220.9 Earnings (loss) per common share - basic $ 0.53 $ (0.63) Diluted Earnings (Loss) Per Common Share Three Months Ended (in millions, except per share amounts) 2021 2020 Net income (loss) attributable to Dentsply Sirona $ 117 $ (140) Weighted average common shares outstanding 218.8 220.9 Incremental weighted average shares from assumed exercise of dilutive options from stock-based compensation awards 1.1 — Total weighted average diluted shares outstanding 219.9 220.9 Earnings (loss) per common share - diluted $ 0.53 $ (0.63) The calculation of weighted average diluted common shares outstanding excluded 1.4 million of potentially diluted common shares because the Company reported a net loss for the three months ended March 31, 2020. Stock options and RSUs of 0.8 million and 2.6 million equivalent shares of common stock outstanding during the three months ended March 31, 2021 and 2020, respectively were excluded from the computation of weighted average diluted shares outstanding because their effect would be antidilutive. During the quarter ended March 31, 2021, the Company repurchased approximately 1.5 million shares pursuant to its open market shares repurchase plan for a net cost of $90 million at an average price of $60.62. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS Acquisitions 2021 Transactions On January 21, 2021, the effective date of the transaction, the Company paid $94 million with the potential for additional earn-out provision payments of up to $10 million, to acquire 100% of the outstanding shares of Datum Dental, Ltd., a privately-owned producer and distributor of specialized regenerative dental material based in Israel. The fair value of the earn-out provision has been valued at $9 million as of the transaction date, resulting in a total purchase price of $103 million. The preliminary fair values of the assets acquired and liabilities assumed in connection with the Datum acquisition were as follows: (in millions) Cash and cash equivalents $ 2 Other current assets 2 Intangible assets 81 Current liabilities (2) Other long-term assets (liabilities), net (13) Net assets acquired 70 Goodwill 33 Purchase consideration $ 103 The purchase price has been allocated on the basis of the preliminary estimates of fair values of assets acquired and liabilities assumed, resulting in the recording of $33 million in goodwill, which is considered to represent the value associated with the acquired workforce and synergies the two companies anticipate realizing as a combined company. The goodwill is not expected to be deductible for tax purposes. Management is continuing to finalize its valuation of certain assets including other intangible assets and will conclude its valuation no later than one year from the acquisition date. Identifiable intangible assets acquired were as follows: Weighted Average Useful Life (in millions, except for useful life) Amount (in years) Developed technology $ 70 15-20 In-process R&D 11 Indefinite Total $ 81 2020 Transactions On December 31, 2020, the effective date of the transaction, the Company acquired 100% of the outstanding interests of Straight Smile, LLC ("Byte"), a privately-held company, for approximately $1.0 billion using cash on hand. Byte is a doctor-directed, direct-to-consumer, clear aligner business. The acquisition is expected to enhance scale and accelerate the growth and profitability of the Company's combined clear aligners business. The preliminary fair values of the assets acquired and liabilities assumed in connection with the Byte acquisition for the year ended December 31, 2020 were as follows: (in millions) Cash and cash equivalents $ 13 Current assets 17 Intangible assets 416 Current liabilities (30) Long-term assets (liabilities), net 1 Net assets acquired 417 Goodwill 628 Purchase consideration $ 1,045 The purchase price has been allocated on the basis of the preliminary estimates of fair values of assets acquired and liabilities assumed, which resulted in the recording of $628 million in goodwill. The amount of goodwill is considered to represent the value associated with the acquired workforce and synergies the two companies anticipate realizing as a combined company, including alignment with the Company’s existing clear aligner business, and is deductible for tax purposes. Measurement period adjustments made to the fair values of the assets acquired and liabilities assumed during the first quarter of 2021 were immaterial to the financial statements, resulting in a reduction to goodwill of less than $3 million. Final determination of consideration as well as valuation of certain current assets are subject to a post-closing adjustment for the change in working capital to the date of closing, which is expected to be completed by the end of the second quarter of 2021. Intangible assets acquired were as follows: Weighted Average Useful Life (in millions, except for useful life) Amount (in years) Non-compete agreements $ 16 5 Technology know-how 210 10 Tradenames and trademarks 190 20 Total $ 416 The results of operations for both the Byte and Datum businesses upon the effective date of each transaction have been included in the accompanying financial statements. These results, as well as the historical results for the above acquired businesses for the periods ended March 31, 2021 and 2020, are not material in relation to the Company’s net sales and earnings for those periods. The Company therefore does not believe these acquisitions represent material transactions either individually or in the aggregate requiring the supplemental pro-forma information prescribed by ASC 805 and accordingly, this information is not presented. Divestitures On February 1, 2021, the company disposed of an investment casting business previously included as part of the Consumables segment in exchange for a cash receipt of $19 million. The divestiture resulted in a gain of $13 million recorded in Other expense (income), net in the Consolidated Statements of Operations for the three months ended March 31, 2021. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATIONThe Company’s two operating segments are organized primarily by product and generally have overlapping geographical presence, customer bases, distribution channels, and regulatory oversight. These operating segments also comprise the Company’s reportable segments in accordance with how the Company’s chief operating decision-maker regularly reviews financial results and uses this information to evaluate the Company’s performance and allocate resources. The Company evaluates performance of the segments based on net sales and adjusted operating income. Segment adjusted operating income is defined as operating income before income taxes and before certain corporate headquarters unallocated costs, restructuring and other costs, interest expense, interest income, other expense (income), net, amortization of intangible assets and depreciation resulting from the fair value step-up of property, plant, and equipment from acquisitions. A description of the products and services provided within each of the Company’s two reportable segments is provided below. Technologies & Equipment This segment is responsible for the design, manufacture, and sales of the Company’s Dental Technology and Equipment Products and Healthcare Consumable Products. These products include dental implants, CAD/CAM systems, orthodontic clear aligner products, imaging systems, treatment centers, instruments, as well as consumable medical device products. Consumables This segment is responsible for the design, manufacture, and sales of the Company’s Dental Consumable Products which include preventive, restorative, endodontic, and dental laboratory products. The Company’s segment information for the three months ended March 31, 2021 and 2020 was as follows: Net Sales Three Months Ended (in millions) 2021 2020 Technologies & Equipment $ 597 $ 520 Consumables 430 354 Total net sales $ 1,027 $ 874 Segment Adjusted Operating Income Three Months Ended (in millions) 2021 2020 Technologies & Equipment $ 126 $ 111 Consumables 150 62 Segment adjusted operating income 276 173 Reconciling items expense (income): All other (a) 62 49 Goodwill impairment — 157 Restructuring and other costs 3 43 Interest expense 14 7 Other expense (income), net (9) (2) Amortization of intangible assets 55 47 Depreciation resulting from the fair value step-up of property, plant, and equipment from business combinations 2 2 Income (loss) before income taxes $ 149 $ (130) (a) Includes the results of unassigned Corporate headquarters costs and inter-segment eliminations. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories are stated at the lower of cost and net realizable value. All of the Company's inventories were determined by the first-in, first-out (“FIFO”) or average cost methods, with the exception of immaterial amounts determined using the last-in, first-out ("LIFO") method totaling $1 million and $3 million at March 31, 2021 and December 31, 2020, respectively. Inventories, net were as follows: (in millions) March 31, 2021 December 31, 2020 Finished goods $ 303 $ 264 Work-in-process 75 68 Raw materials and supplies 122 134 Inventories, net $ 500 $ 466 |
RESTRUCTURING AND OTHER COSTS
RESTRUCTURING AND OTHER COSTS | 3 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND OTHER COSTS | RESTRUCTURING AND OTHER COSTS During the three months ended March 31, 2021, the Company recorded net restructuring and other costs of $1 million which consists of $3 million in severance and other restructuring related costs offset by $2 million in adjustments to inventory reserves. During the three months ended March 31, 2020, the Company recorded restructuring and other costs of $42 million which consists of asset impairments of $39 million and severance costs of $3 million. The details of total restructuring and other costs for the three months ended March 31 were as follows: Affected Line Item in the Consolidated Statements of Operations Three Months Ended (in millions) 2021 2020 Cost of products sold $ (2) $ — Selling, general, and administrative expenses — (1) Restructuring and other costs 3 43 Total restructuring and other costs $ 1 $ 42 The Company announced on August 6, 2020 that it will exit its traditional orthodontics business as well as both exit and restructure certain portions of its laboratory business. The traditional orthodontics business is part of the Technologies & Equipment segment and the laboratory business is part of the Consumables segment. The Company is exiting several of its facilities and reducing its workforce by approximately 4% to 5%. The Company expects to record restructuring charges in a range of $60 million to $70 million for inventory write-downs, severance costs, fixed asset write-offs, and other facility closure costs. The Company recorded total expenses of approximately $57 million related to these actions which consists primarily of inventory write-downs of approximately $29 million, accelerated depreciation of approximately $14 million, and severance costs of approximately $9 million. For the three months ended March 31, 2021, the Company made a $2 million adjustment related to inventory reserves. The Company expects most of the remaining restructuring charges will be recorded during the second quarter of 2021. The Company’s restructuring accruals at March 31, 2021 were as follows: Severance (in millions) 2019 and 2020 Plans 2021 Plans Total Balance at December 31, 2020 $ 12 $ 17 $ — $ 29 Provisions 1 — 2 3 Amounts applied (7) (7) — (14) Change in estimates — (1) — (1) Balance at March 31, 2021 $ 6 $ 9 $ 2 $ 17 Other Restructuring Costs (in millions) 2019 and 2020 Plans 2021 Plans Total Balance at December 31, 2020 $ 3 $ 2 $ — $ 5 Provisions 1 — — 1 Amounts applied (1) (1) — (2) Balance at March 31, 2021 $ 3 $ 1 $ — $ 4 The cumulative amounts for the provisions and adjustments and amounts applied for all the plans by segment were as follows: (in millions) December 31, 2020 Provisions Amounts Change in Estimates March 31, 2021 Technologies & Equipment $ 16 $ — $ (8) $ (1) $ 7 Consumables 17 3 (7) 13 All Other 1 1 (1) — 1 Total $ 34 $ 4 $ (16) $ (1) $ 21 The associated restructuring liabilities are recorded in Accrued liabilities and Other noncurrent liabilities in the Consolidated Balance Sheets. |
FINANCIAL INSTRUMENTS AND DERIV
FINANCIAL INSTRUMENTS AND DERIVATIVES | 3 Months Ended |
Mar. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
FINANCIAL INSTRUMENTS AND DERIVATIVES | FINANCIAL INSTRUMENTS AND DERIVATIVES Derivative Instruments and Hedging Activities The Company’s activities expose it to a variety of market risks, which primarily include the risks related to the effects of changes in foreign currency exchange rates and interest rates. These financial exposures are monitored and managed by the Company as part of its overall risk management program. The objective of this risk management program is to reduce the volatility that these market risks may have on the Company’s operating results and equity. The Company employs derivative financial instruments to hedge certain anticipated transactions, firm commitments, or assets and liabilities denominated in foreign currencies. Additionally, the Company has utilized interest rate swaps to convert variable rate debt to fixed rate debt. The Company does not hold derivative instruments for trading or speculative purposes. Derivative Instruments The following summarizes the notional amounts of cash flow hedges, hedges of net investments, fair value hedges, and derivative instruments not designated as hedges for accounting purposes by derivative instrument type at March 31, 2021 and the notional amounts expected to mature during the next 12 months. (in millions) Aggregate Notional Amount Aggregate Notional Amount Maturing within 12 Months Cash Flow Hedges Foreign exchange forward contracts $ 230 $ 169 Total derivative instruments designated as cash flow hedges $ 230 $ 169 Hedges of Net Investments Cross currency basis swaps $ 309 309 Total derivative instruments designated as hedges of net investments $ 309 $ 309 Fair Value Hedges Foreign exchange forward contracts $ 240 104 Total derivative instruments designated as fair value hedges $ 240 $ 104 Derivative Instruments not Designated as Hedges Foreign exchange forward contracts $ 218 218 Total derivative instruments not designated as hedges $ 218 $ 218 Cash Flow Hedges Foreign Exchange Risk Management The Company uses a program to hedge select anticipated foreign currency cash flows to reduce volatility in both cash flows and reported earnings. The Company accounts for the designated foreign exchange forward contracts as cash flow hedges. As a result, the Company records the fair value of the contracts primarily through AOCI based on the assessed effectiveness of the foreign exchange forward contracts. The Company measures the effectiveness of cash flow hedges of anticipated transactions on a spot-to-spot basis rather than on a forward-to-forward basis. Accordingly, the spot-to-spot change in the derivative fair value will be deferred in AOCI and released and recorded in the Consolidated Statements of Operations in the same period that the hedged transaction is recorded. The time-value component of the fair value of the derivative is reported on a straight-line basis in Cost of products sold in the Consolidated Statements of Operations in the period which it is applicable. Any cash flows associated with these instruments are included in operating activities in the Consolidated Statements of Cash Flows. These foreign exchange forward contracts generally have maturities up to 18 months, which is the period over which the Company is hedging exposures to variability of cash flows and the counterparties to the transactions are typically large international financial institutions. Interest Rate Risk Management The Company enters into interest rate swap contracts infrequently as they are only used to manage interest rate risk on long-term debt instruments and not for speculative purposes. Any cash flows associated with these instruments are included in operating activities in the Consolidated Statements of Cash Flows. AOCI Release Overall, the derivatives designated as cash flow hedges are considered to be highly effective for accounting purposes. At March 31, 2021, the Company expects to reclassify $7 million of deferred net losses on cash flow hedges recorded in AOCI in the Consolidated Statements of Operations during the next 12 months. For the rollforward of derivative instruments designated as cash flow hedges in AOCI see Note 3, Comprehensive (Loss) Income. Hedges of Net Investments in Foreign Operations The Company has significant investments in foreign subsidiaries. The net assets of these subsidiaries are exposed to volatility in currency exchange rates. The Company employs both derivative and non-derivative financial instruments to hedge a portion of this exposure. The derivative instruments consist of foreign exchange forward contracts and cross currency basis swaps. The non-derivative instruments consist of foreign currency denominated debt held at the parent company level. Translation gains and losses related to the net assets of the foreign subsidiaries are offset by gains and losses in derivative and non-derivative financial instruments; which are designated as hedges of net investments and are included in AOCI. The time-value component of the fair value of the derivative is reported on a straight-line basis in Other expense (income), net in the Consolidated Statements of Operations in the applicable period. Any cash flows associated with these instruments are included in investing activities in the Consolidated Statements of Cash Flows except for derivative instruments that include an other-than-insignificant financing element, for which all cash flows are classified as financing activities in the Consolidated Statements of Cash Flows. The fair value of the foreign exchange forward contracts and cross currency basis swaps is the estimated amount the Company would receive or pay at the reporting date, taking into account the effective interest rates, cross currency swap basis rates, and foreign exchange rates. The effective portion of the change in the value of these derivatives is recorded in AOCI, net of tax effects. Fair Value Hedges Foreign Exchange Risk Management The Company has intercompany loans denominated in Swedish kronor that are exposed to volatility in currency exchange rates. The Company employs derivative financial instruments to hedge these exposures. The Company accounts for these designated foreign exchange forward contracts as fair value hedges. The Company measures the effectiveness of fair value hedges of anticipated transactions on a spot-to-spot basis rather than on a forward-to-forward basis. Accordingly, the spot-to-spot change in the derivative fair value will be recorded in the Consolidated Statements of Operations. The time-value component of the fair value of the derivative is reported on a straight-line basis in Other expense (income), net in the Consolidated Statements of Operations in the applicable period. Any cash flows associated with these instruments are included in operating activities in the Consolidated Statements of Cash Flows. On January 6, 2021 the Company entered into foreign exchange forward contracts with a notional value of SEK 1.3 billion as a result of an increase in intercompany loans denominated in Swedish kronor. The foreign exchange forwards are designated as fair value hedges. Derivative Instruments Not Designated as Hedges The Company enters into derivative instruments with the intent to partially mitigate the foreign exchange revaluation risk associated with recorded assets and liabilities that are denominated in a non-functional currency. The Company primarily uses foreign exchange forward contracts to hedge these risks. The gains and losses on these derivative transactions offset the gains and losses generated by the revaluation of the underlying non-functional currency balances and are recorded in Other expense (income), net in the Consolidated Statements of Operations. Any cash flows associated with the foreign exchange forward contracts and interest rate swaps not designated as hedges are included in cash from operating activities in the Consolidated Statements of Cash Flows. Gains and (losses) recorded in the Company’s Consolidated Statements of Operations related to the economic hedges not designated as hedges for the three months ended March 31, 2021 and 2020 were insignificant. Derivative Instrument Activity The amount of gains and losses recorded in AOCI in the Consolidated Balance Sheets, Costs of products sold, Interest expense, and Other expense (income), net in the Company's Consolidated Statement of Operations related to all derivative instruments were as follows: March 31, 2021 (in millions) Gain (Loss) in AOCI Consolidated Statements of Operations Location Effective Portion Reclassified from AOCI into Income (Expense) Recognized in Income (Expense) Cash Flow Hedges Foreign exchange forward contracts $ (6) Cost of products sold $ (1) $ — Interest rate swaps (29) Interest expense (1) — Total for cash flow hedging $ (35) $ (2) $ — Hedges of Net Investments Cross currency basis swaps $ 9 Interest expense $ — $ 2 Total for net investment hedging $ 9 $ — $ 2 Fair Value Hedges Foreign exchange forward contracts $ — Other (expense) income, net $ — $ 16 Total for fair value hedging $ — $ — $ 16 March 31, 2020 (in millions) Gain (Loss) in AOCI Consolidated Statements of Operations Location Effective Portion Reclassified from AOCI into Income (Expense) Recognized in Income (Expense) Cash Flow Hedges Foreign exchange forward contracts $ 2 Cost of products sold $ 1 $ 1 Interest rate swaps (18) Interest expense (1) — Total for cash flow hedging $ (16) $ — $ 1 Hedges of Net Investments Cross currency basis swaps $ 9 Interest expense $ — $ 2 Foreign exchange forward contracts 16 Other expense (income), net — 6 Total for net investment hedging $ 25 $ — $ 8 For the rollforward of derivative instruments designated as cash flow hedges in AOCI see Note 3, Comprehensive Income (Loss). Consolidated Balance Sheets Location of Derivative Fair Values The fair value and the location of the Company's derivatives in the Consolidated Balance Sheets were as follows: March 31, 2021 (in millions) Prepaid Expenses and Other Current Assets Other Noncurrent Assets Accrued Liabilities Other Noncurrent Liabilities Designated as Hedges: Foreign exchange forward contracts $ 6 $ 9 $ 6 $ 1 Cross currency basis swaps — — 10 — Total $ 6 $ 9 $ 16 $ 1 Not Designated as Hedges: Foreign exchange forward contracts $ 1 $ — $ 3 $ — Total $ 1 $ — $ 3 $ — December 31, 2020 (in millions) Prepaid Expenses and Other Current Assets Other Noncurrent Assets Accrued Liabilities Other Noncurrent Liabilities Designated as Hedges: Foreign exchange forward contracts $ 5 $ 2 $ 10 $ 3 Cross currency basis swaps — — 20 — Total $ 5 $ 2 $ 30 $ 3 Not Designated as Hedges: Foreign exchange forward contracts $ 3 $ — $ 2 $ — Total $ 3 $ — $ 2 $ — Balance Sheet Offsetting Substantially all of the Company’s derivative contracts are subject to netting arrangements; whereby the right to offset occurs in the event of default or termination in accordance with the terms of the arrangements with the counterparty. While these contracts contain the enforceable right to offset through netting arrangements with the same counterparty, the Company elects to present them on a gross basis in the Consolidated Balance Sheets. Offsetting of financial assets and liabilities under netting arrangements at March 31, 2021 were as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (in millions) Gross Amounts Recognized Gross Amount Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received/Pledged Net Amount Assets Foreign exchange forward contracts $ 16 $ — $ 16 $ (10) $ — $ 6 Total assets $ 16 $ — $ 16 $ (10) $ — $ 6 Liabilities Foreign exchange forward contracts $ 10 $ — $ 10 $ (6) $ — $ 4 Cross currency basis swaps 10 — 10 (4) — 6 Total liabilities $ 20 $ — $ 20 $ (10) $ — $ 10 Offsetting of financial assets and liabilities under netting arrangements at December 31, 2020 were as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (in millions) Gross Amounts Recognized Gross Amount Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received/Pledged Net Amount Assets Foreign exchange forward contracts $ 9 $ — $ 9 $ (9) $ — $ — Total assets $ 9 $ — $ 9 $ (9) $ — $ — Liabilities Foreign exchange forward contracts $ 15 $ — $ 15 $ — $ — $ 15 Interest rate swaps 20 — 20 (7) — 13 Total liabilities $ 35 $ — $ 35 $ (7) $ — $ 28 |
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENT | FAIR VALUE MEASUREMENT Assets and liabilities measured at fair value on a recurring basis The Company estimated the fair value and carrying value of its total long term debt, including current portion was $2,382 million and $2,251 million, respectively, at March 31, 2021. At December 31, 2020, the Company estimated the fair value and carrying value of this debt were $2,509 million and $2,281 million, respectively. The fair value of long-term debt is based on recent trade information in the financial markets of the Company’s public debt or is determined by discounting future cash flows using interest rates available at March 31, 2021 and December 31, 2020 to companies with similar credit ratings for issues with similar terms and maturities. It is considered a Level 2 fair value measurement. The Company’s financial assets and liabilities set forth by level within the fair value hierarchy that were accounted for at fair value on a recurring basis were as follows: March 31, 2021 (in millions) Total Level 1 Level 2 Level 3 Assets Foreign exchange forward contracts $ 16 $ — $ 16 $ — Total assets $ 16 $ — $ 16 $ — Liabilities Cross currency basis swaps $ 10 $ — $ 10 $ — Foreign exchange forward contracts 10 — 10 — Contingent considerations on acquisitions 13 — — 13 Total liabilities $ 33 $ — $ 20 $ 13 December 31, 2020 (in millions) Total Level 1 Level 2 Level 3 Assets Foreign exchange forward contracts $ 10 $ — $ 10 $ — Total assets $ 10 $ — $ 10 $ — Liabilities Cross currency basis swaps $ 20 $ — $ 20 $ — Foreign exchange forward contracts 15 — 15 — Contingent considerations on acquisitions 5 — — 5 Total liabilities $ 40 $ — $ 35 $ 5 There have been no transfers between levels during the three months ended March 31, 2021. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Uncertainties in Income Taxes The Company recognizes the impact of a tax position in the interim consolidated financial statements if that position is more likely than not of being sustained on audit based on the technical merits of the position. It is reasonably possible that certain amounts of unrecognized tax benefits will significantly increase or decrease within 12 months of the reporting date of the Company’s quarterly consolidated financial statements. Final settlement and resolution of outstanding tax matters in various jurisdictions during the next 12 months are not expected to be significant. Other Tax Matters During the three months ended March 31, 2021, the Company recorded $1 million of tax benefit for other discrete tax matters. The Company also recorded a $4 million tax expense as a discrete item related to business divestitures. During the three months ended March 31, 2020, the Company recorded $6 million of tax expense for discrete tax matters. The Company also recorded a $11 million tax benefit as a discrete item related to the indefinite-lived intangible asset impairment charge. |
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
FINANCING ARRANGEMENTS | FINANCING ARRANGEMENTS At March 31, 2021, the Company had $1,139 million of borrowing available under lines of credit, including lines available under its short-term arrangements and revolving credit facility. The Company has a $500 million commercial paper program. The $700 million multi-currency revolving credit facility serves as a back-stop credit facility for the Company's commercial paper program. At March 31, 2021 and December 31, 2020, there were no outstanding borrowings under the multi-currency revolving credit facility. The company borrowed and had $27 million outstanding under the commercial paper facility at March 31, 2021 and no outstanding borrowings under the commercial paper facility at December 31, 2020. Additionally, at both March 31, 2021 and December 31, 2020, the Company had multiple short-term facilities available as a result of the following actions taken in 2020 to strengthen its liquidity and flexibility in response to the COVID-19 pandemic: • On April 9, 2020, the Company entered into a $310 million 364-day revolving credit facility which matured on April 8, 2021. As of March 31, 2021 there were no outstanding borrowings under this facility. • On April 17, 2020, the Company provided a notice to the administrative agent to draw down the full available amount under the 2018 Credit Facility, which is equal to $700 million. The Company had previously not drawn down any sums under this facility. The borrowings incurred interest at the rate of adjusted LIBOR plus 1.25%. The Company subsequently repaid the $700 million revolver borrowing on May 26, 2020. • On May 26, 2020, the Company issued $750 million of senior unsecured notes with a final maturity date of June 1, 2030 at a semi-annual coupon rate of 3.25%. The net proceeds were $748 million, net of discount of $2 million. Issuance fees totaled $6 million. The Company paid $31 million to settle the $150 million notional Treasury Rate Lock ("T-Lock") contract which partially hedged the interest rate risk of the note issuance. This cost will be amortized over the ten-year life of the notes. The proceeds were used to repay the $700 million borrowed against the 2018 Credit Facility and the remaining proceeds will be used for working capital and other general corporate purposes. • During the second quarter of 2020 the company entered into various other credit facilities including a 40 million euro 364-day revolving credit facility which matured on April 30, 2021, a 30 million euro 364-day revolving credit facility with a maturity date of May 6, 2021, and a 3.3 billion Japanese yen 364-day revolving credit facility with a maturity date of June 11, 2021. As of March 31, 2021 there were no outstanding borrowings under these facilities. The Company’s revolving credit facilities and senior unsecured notes contain certain affirmative and negative debt covenants relating to the Company's operations and financial condition. At March 31, 2021, the Company was in compliance with all affirmative and negative debt covenants. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETSThe Company assesses both goodwill and indefinite-lived intangible assets for impairment annually during the second quarter, or from time to time when warranted by facts and circumstances. In conjunction with the most recent annual test of goodwill at April 30, 2020, the Company applied a hypothetical sensitivity analysis to its reporting units. If the discount rate of these reporting units had been hypothetically increased by 100 basis points, or, in a separate test, each reporting unit were subject to a 10% hypothetical reduction in fair value, it is noted that the Implants reporting unit would have had a fair value approximating book value. For the Equipment & Instruments reporting unit which recorded an impairment during the first quarter of 2020, the implied fair value was found to approximate net book value at April 30, 2020, and therefore this reporting unit is noted to be sensitive to any unfavorable change in assumptions. Goodwill associated with the Implants and Equipment & Instruments reporting units was $1,222 million and $292 million respectively as of March 31, 2021. The Company also previously applied a hypothetical sensitivity analysis as part of the April 30, 2020 annual impairment test of indefinite-lived intangibles. It was noted that if the fair value of each of these indefinite-lived intangibles assets had been hypothetically reduced by 10% or the discount rate had been hypothetically increased by 100 basis points at April 30, 2020, the fair value of these assets would still exceed their book value, with the exception of certain assets including tradenames and trademarks related to the Equipment & Instruments reporting unit for which an impairment was previously recorded in March 2020. For these assets, the implied fair values continued to approximate net book values at April 30, 2020 and are therefore noted to be sensitive to any unfavorable changes in assumptions. At March 31, 2021, the remaining indefinite-lived tradenames and trademarks related to the Equipment & Instruments reporting unit was $79 million. During the time subsequent to the annual evaluation, and at March 31, 2021, the Company considered whether any events or changes in circumstances had resulted in the likelihood that the goodwill or indefinite-lived intangible assets may have been impaired. It is management's assessment that no such events have occurred. A change in any of the estimates and assumptions used in the annual test, a decline in the overall markets or in the use of intangible assets among other factors, could have a negative material impact to the fair value of either the reporting units or intangible assets and could result in a future impairment charge. There can be no assurance that the Company’s future asset impairment testing will not result in a material charge to earnings. A reconciliation of changes in the Company’s goodwill by reportable segment were as follows: (in millions) Technologies & Equipment Consumables Total Balance at December 31, 2020 $ 3,092 $ 894 $ 3,986 Acquisition related additions 33 — 33 Divestiture of a business — (3) (3) Measurement period adjustments on prior acquisitions (3) — (3) Effects of exchange rate changes (47) (14) (61) Balance at March 31, 2021 $ 3,075 $ 877 $ 3,952 The gross carrying amount of goodwill and the cumulative goodwill impairment were as follows: March 31, 2021 December 31, 2020 (in millions) Gross Carrying Amount Cumulative Impairment Net Carrying Amount Gross Carrying Amount Cumulative Impairment Net Carrying Amount Technologies & Equipment $ 5,968 $ (2,893) $ 3,075 $ 5,985 $ (2,893) $ 3,092 Consumables 877 — 877 894 — 894 Total effect of cumulative impairment $ 6,845 $ (2,893) $ 3,952 $ 6,879 $ (2,893) $ 3,986 Identifiable definite-lived and indefinite-lived intangible assets were as follows: March 31, 2021 December 31, 2020 (in millions) Gross Accumulated Net Gross Accumulated Net Developed technology and patents $ 1,702 $ (685) $ 1,017 $ 1,681 $ (677) $ 1,004 Tradenames and trademarks 269 (70) 199 273 (70) 203 Licensing agreements 36 (30) 6 37 (30) 7 Customer relationships 1,112 (500) 612 1,142 (494) 648 Total definite-lived $ 3,119 $ (1,285) $ 1,834 $ 3,133 $ (1,271) $ 1,862 Indefinite-lived tradenames and trademarks $ 616 $ — $ 616 $ 642 $ — $ 642 In-process R&D (a) 11 — 11 — — — Total indefinite-lived $ 627 $ — $ 627 $ 642 $ — $ 642 Total identifiable intangible assets $ 3,746 $ (1,285) $ 2,461 $ 3,775 $ (1,271) $ 2,504 (a) Intangible assets acquired in a business combination that are in-process and used in research and development ("R&D") activities are considered indefinite-lived until the completion or abandonment of the R&D efforts. The useful life and amortization of those assets will be determined once the R&D efforts are completed. During the three months ended March 31, 2020, as a result of updating the estimates and assumptions pertaining to the impact of the ongoing COVID-19 pandemic the Company determined that the goodwill associated with the Equipment & Instruments reporting unit within the Technologies & Equipment segment was impaired. As a result, the Company recorded a goodwill impairment charge of $157 million. During the same period, the Company also recorded impairment charges of $39 million related to indefinite-lived intangible assets within the Technologies & Equipment segment driven by a decline in forecasted sales as a result of the COVID-19 pandemic as well as an unfavorable change in the discount rate. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Litigation On January 11, 2018, Tom Redlich, a former employee, filed a lawsuit against the Company, demanding supplemental compensation pursuant to an agreement allegedly entered into with Sirona Dental GmbH which was intended to entice Mr. Redlich to continue to work for the company for no less than eight years following the date of this agreement. The Company filed its response on April 4, 2018, denying the authenticity and enforceability of, and all liability under, the alleged agreement. Mr. Jost Fischer, upon invitation of the Company, joined the litigation against Mr. Redlich as a third party. In his submission to the Court, Mr. Fischer disputed the central allegations raised by Mr. Redlich in his lawsuit. The Court held several hearings in the matter, and then closed the hearings in June 2019 pending the Court’s decision on the capacity of Mr. Fischer to enter into a binding agreement of the type alleged by Mr. Redlich in the manner alleged. On November 5, 2019, the Company received the Court’s judgment rejecting Mr. Redlich’s lawsuit and dismissing his claims. Mr. Redlich appealed in December 2019 and the Company filed its response in January 2020 seeking to uphold the Court’s ruling. On February 27, 2020, the Company received the Appellate Court’s decision rejecting Mr. Redlich’s appeal and upholding the decision of the lower court dismissing his claims. The Court of Appeals has denied Mr. Redlich the right to file a further appeal in this matter, however, on March 23, 2020, Mr. Redlich filed an extraordinary appeal with the Austrian Supreme Court. On March 30, 2021, the Austrian Supreme Court rejected Mr. Redlich's appeal, leaving Mr. Redlich with no further possibility or right of appeal in this case. On January 25, 2018, Futuredontics, Inc., a former wholly-owned subsidiary of the Company, received service of a purported class action lawsuit brought by Henry Olivares and other similarly situated individuals in the Superior Court of the State of California for the County of Los Angeles. In January 2019, an amended complaint was filed adding another named plaintiff, Rachael Clarke, and various claims. The plaintiff class alleges several violations of the California wage and hours laws, including, but not limited to, failure to provide rest and meal breaks and the failure to pay overtime. The parties have engaged in written and other discovery. On February 5, 2019, Plaintiff Calethia Holt (represented by the same counsel as Mr. Olivares and Ms. Clarke) filed a separate representative action in Los Angeles Superior Court alleging a single violation of the Private Attorneys’ General Act that is based on the same underlying claims as the Olivares/Clarke lawsuit. On April 5, 2019, Plaintiff Kendra Cato filed a similar action in Los Angeles Superior Court alleging a single violation of the Private Attorneys’ General Act that is based on the same underlying claims as the Olivares/Clarke lawsuit. The Company has agreed to resolve all three actions (Olivares, Holt, and Cato), the parties to each action are in the process of finalizing the settlement terms, and the parties will then seek court approval of the settlements. The expected settlement amount, which is immaterial to the financial statements, has been recorded as an accrued liability within the Company's consolidated balance sheet as of March 31, 2021. On June 7, 2018, and August 9, 2018, two putative class action suits were filed, and later consolidated, in the Supreme Court of the State of New York, County of New York claiming that the Company and certain individual defendants, violated U.S. securities laws (the "State Court Action") by making material misrepresentations and omitting required information in the December 4, 2015 registration statement filed with the SEC in connection with the Merger. The amended complaint alleges that the defendants failed to disclose, among other things, that a distributor had purchased excessive inventory of legacy Sirona products and that three distributors of the Company's products had been engaging in anticompetitive conduct. The plaintiffs seek to recover damages on behalf of a class of former Sirona shareholders who exchanged their shares for shares of the Company's stock in the Merger. On September 26, 2019, the Court granted the Company's motion to dismiss all claims and a judgment dismissing the case was subsequently entered. On February 4, 2020, the Court denied plaintiffs' post-judgment motion to vacate or modify the judgment and to grant them leave to amend their complaint. The plaintiffs appealed the dismissal and the denial of the post-judgment motion to the Supreme Court of the State of New York, Appellate Division, First Department, and the Company cross-appealed select rulings in the Court's decision dismissing the action. The plaintiffs' appeals and the Company's cross-appeal were consolidated and argued on January 12, 2021. On February 2, 2021, the Appellate Division issued its decision upholding the dismissal of the State Court Action with prejudice on statute of limitations grounds. The Plaintiffs did not appeal the Appellate Division decision. On December 19, 2018, a related putative class action was filed in the U.S. District Court for the Eastern District of New York against the Company and certain individual defendants (the "Federal Class Action"). The plaintiff makes similar allegations and asserts the same claims as those asserted in the State Court Action. In addition, the plaintiff alleges that the defendants violated U.S. securities laws by making false and misleading statements in quarterly and annual reports and other public statements between February 20, 2014, and August 7, 2018. The plaintiff asserts claims on behalf of a putative class consisting of (a) all purchasers of the Company's stock during the period February 20, 2014 through August 7, 2018 and (b) former shareholders of Sirona who exchanged their shares of Sirona stock for shares of the Company's stock in the Merger. The Company moved to dismiss the amended complaint on August 15, 2019. On January 8, 2021, the parties filed a stipulation, which is subject to the Court's approval, (1) withdrawing the Company's motion to dismiss without prejudice, (2) allowing plaintiff to file a second amended complaint by January 22, 2021, and (3) providing for a briefing schedule on a motion to dismiss that will be completed by May 13, 2021. The plaintiff filed its second amended complaint on January 22, 2021, and the Company filed a motion to dismiss the second amended complaint on March 8, 2021. On April 29, 2019, two purported stockholders of the Company filed a derivative action on behalf of the Company in the U.S. District Court for the District of Delaware against the Company's directors (the "Stockholder's Derivative Action"). Based on allegations similar to those asserted in the class actions described above, the plaintiffs allege that the directors caused the Company to misrepresent its business prospects and thereby subjected the Company to multiple securities class actions and other litigation. On September 20, 2019, the plaintiffs in the Stockholder's Derivative Action filed an amended derivative complaint on behalf of the Company in the U.S. District Court for the District of Delaware against the Company's directors. The plaintiffs assert claims for breach of fiduciary duty, unjust enrichment, waste of corporate assets, and violations of the U.S. securities laws. The plaintiffs seek relief that includes, among other things, monetary damages and various corporate governance reforms. The Company filed a motion to dismiss, and on July 31, 2020 the Magistrate Judge issued a report and recommendation to the District Court Judge recommending dismissal of the case with prejudice. On September 25, 2020, the District Court Judge issued an order adopting the Magistrate Judge’s report dismissing the case, but without prejudice, and provided the plaintiffs with three weeks to file a motion to amend their complaint. On October 16, 2020, the plaintiffs filed a notice advising the Court that they would not be amending their complaint. On October 23, 2020, the Court issued an order dismissing the case with prejudice as to the plaintiffs. The same day, the plaintiffs submitted a letter to the Board of Directors demanding that the Board investigate and commence legal proceedings against the same current and former directors and officers of the Company previously named as defendants in the Stockholder's Derivative Action on the basis of the same claims alleged in the Stockholder's Derivative Action. On November 6, 2020, the Company sent a letter to counsel for the plaintiffs stating that the Board would consider the litigation demand and respond with its decision. On March 25, 2021, the Company sent a letter to counsel for the plaintiffs relaying that the Board considered the litigation demand, and determined that it was not in the best interests of the Company to pursue the actions identified in the litigation demand. On April 8, 2021, the plaintiffs submitted a letter in response, requesting certain documents from the Company related to the Board’s decision to refuse the litigation demand. On April 19, 2021, counsel for the Company responded to plaintiffs' April 8, 2021 letter, explaining the reasons why plaintiffs are not entitled to the requested documents. The Company intends to defend itself vigorously in these actions. As a result of an audit by the IRS for fiscal years 2012 through 2013, on February 11, 2019, the IRS issued to the Company a “30-day letter” and a Revenue Agent’s Report (“RAR”), relating to the Company’s worthless stock deduction in 2013 in the amount of $546 million. The RAR disallows the deduction and, after adjusting the Company’s net operating loss carryforward, asserts that the Company is entitled to a refund of $5 million for 2012, has no tax liability for 2013, and owes a deficiency of $17 million in tax for 2014, excluding interest. In accordance with ASC 740, the Company recorded the tax benefit associated with the worthless stock deduction in the Company’s 2012 financial statements. In March 2019, the Company submitted a formal protest disputing on multiple grounds the proposed taxes. The Company and its advisors discussed its position with the IRS Appeals Office Team on October 28, 2020 and, on November 13, 2020, submitted a supplemental response to questions raised by the Appeals Team. The Company’s position continues to be reviewed by the IRS Appeals Office team. The Company believes the IRS' position is without merit and believes that it is more likely-than-not the Company’s position will be sustained in 2021 upon further review by the IRS Appeals Office Team. The Company has not accrued a liability relating to the proposed tax adjustments. However, the outcome of this dispute involves a number of uncertainties, including those inherent in the valuation of various assets at the time of the worthless stock deduction, and those relating to the application of the Internal Revenue Code and other federal income tax authorities and judicial precedent. Accordingly, there can be no assurance that the dispute with the IRS will be resolved favorably. If determined adversely, the dispute would result in a current period charge to earnings and could have a material adverse effect in the consolidated results of operations, financial position, and liquidity of the Company. The Swedish Tax Agency has disallowed certain of the Company’s interest expense deductions for the tax years from 2013 to 2018. If such interest expense deductions were disallowed, the Company would be subject to an additional $57 million in tax expense. The Company has appealed the disallowance to the Swedish Administrative Court. With respect to such deductions taken in the tax years from 2013 to 2014, the Court ruled against the Company on July 5, 2017. On August 7, 2017, the Company appealed the unfavorable decision of the Swedish Administrative Court. On November 5, 2018, the Company delivered its final argument to the Administrative Court of Appeals at a hearing. The European Union Commission has taken the view that Sweden’s interest deduction limitation rules are incompatible with European Union law and supporting legal opinions, and therefore the Company has not paid the tax or made provision in its financial statements for such potential expense. This view has now been confirmed by the European Union Court of Justice in a preliminary ruling requested by the Swedish Supreme Administrative Court in a pending case. The Company intends to vigorously defend its position and pursue related appeals. In addition to the matters disclosed above, the Company is, from time to time, subject to a variety of litigation and similar proceedings incidental to its business. These legal matters primarily involve claims for damages arising out of the use of the Company’s products and services and claims relating to intellectual property matters including patent infringement, employment matters, tax matters, commercial disputes, competition and sales and trading practices, personal injury, and insurance coverage. The Company may also become subject to lawsuits as a result of past or future acquisitions or as a result of liabilities retained from, or representations, warranties or indemnities provided in connection with, divested businesses. Some of these lawsuits may include claims for punitive and consequential, as well as compensatory damages. Based upon the Company’s experience, current information, and applicable law, it does not believe that these proceedings and claims will have a material adverse effect on its consolidated results of operations, financial position, or liquidity. However, in the event of unexpected further developments, it is possible that the ultimate resolution of these matters, or other similar matters, if unfavorable, may be materially adverse to the Company’s business, financial condition, results of operations, or liquidity. While the Company maintains general, product, property, workers’ compensation, automobile, cargo, aviation, crime, fiduciary and directors’ and officers’ liability insurance up to certain limits that cover certain of these claims, this insurance may be insufficient or unavailable to cover such losses. In addition, while the Company believes it is entitled to indemnification from third parties for some of these claims, these rights may also be insufficient or unavailable to cover such losses. Commitments From time to time, the Company enters into long-term inventory purchase commitments with minimum purchase requirements for raw materials and finished goods to ensure the availability of products for production and distribution. Future minimum annual payments for inventory purchase commitments were immaterial as of March 31, 2021. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of the results for interim periods have been included. Results for interim periods should not be considered indicative of results for a full year. These financial statements and related notes contain the accounts of DENTSPLY SIRONA Inc. and subsidiaries (“Dentsply Sirona” or the “Company”) on a consolidated basis and should be read in conjunction with the consolidated financial statements and notes included in the Company’s most recent Form 10-K for the year ended December 31, 2020. The accounting policies of the Company, as applied in the interim consolidated financial statements presented herein, are substantially the same as presented in the Company’s Form 10-K for the year ended December 31, 2020, except as may be indicated below. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ materially from those estimates. |
Revenue Recognition | Revenue Recognition At March 31, 2021, the Company had $44 million of deferred revenue recorded predominantly in Accrued liabilities in the Consolidated Balance Sheets, with an immaterial portion recorded in Other noncurrent liabilities. The Company expects to recognize significantly all of this deferred revenue within the next 12 months. |
Accounts and Notes Receivable | Accounts and Notes Receivable The Company records a provision for doubtful accounts, which is included in Selling, general, and administrative expenses in the Consolidated Statements of Operations. |
Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Not Yet Adopted 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", which was subsequently amended by ASU No. 2021-01 "Reference Rate Reform (Topic 848): Scope" in January 2021. The new standard provides optional expedients and exceptions to contracts, hedging relationships, and other transactions that reference the London Interbank Offer Rate ("LIBOR") or another rate expected to be discontinued due to the reference rate reform. This standard is permitted to be adopted any time through December 31, 2022, and does not apply to contract modifications made or hedging relationships entered into or evaluated after December 31, 2022. The Company is currently assessing the impact that this standard will have on its financial position, results of operations, cash flows, and disclosures. |
Foreign Exchange Risk Management | Foreign Exchange Risk Management The Company uses a program to hedge select anticipated foreign currency cash flows to reduce volatility in both cash flows and reported earnings. The Company accounts for the designated foreign exchange forward contracts as cash flow hedges. As a result, the Company records the fair value of the contracts primarily through AOCI based on the assessed effectiveness of the foreign exchange forward contracts. The Company measures the effectiveness of cash flow hedges of anticipated transactions on a spot-to-spot basis rather than on a forward-to-forward basis. Accordingly, the spot-to-spot change in the derivative fair value will be deferred in AOCI and released and recorded in the Consolidated Statements of Operations in the same period that the hedged transaction is recorded. The time-value component of the fair value of the derivative is reported on a straight-line basis in Cost of products sold in the Consolidated Statements of Operations in the period which it is applicable. Any cash flows associated with these instruments are included in operating activities in the Consolidated Statements of Cash Flows. These foreign exchange forward contracts generally have maturities up to 18 months, which is the period over which the Company is hedging exposures to variability of cash flows and the counterparties to the transactions are typically large international financial institutions. |
STOCK COMPENSATION (Tables)
STOCK COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Based Compensation | Total stock based compensation expense for non-qualified stock options, restricted stock units ("RSU"), and the tax related benefit for the three months ended March 31, 2021 and 2020 were as follows: Three Months Ended (in millions) 2021 2020 Stock option expense $ 2 $ 1 RSU expense 11 8 Total stock based compensation expense $ 13 $ 9 Related deferred income tax benefit $ 2 $ 1 |
COMPREHENSIVE INCOME (LOSS) (Ta
COMPREHENSIVE INCOME (LOSS) (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Changes in Accumulated other comprehensive income (loss) ("AOCI"), net of tax, by component for the three months ended March 31, 2021 and 2020 were as follows: (in millions) Foreign Currency Translation Gain (Loss) Gain (Loss) on Cash Flow Hedges Gain (Loss) on Net Investment Hedges Pension Liability Gain (Loss) Total Balance, net of tax, at December 31, 2020 $ (187) $ (25) $ (119) $ (133) $ (464) Other comprehensive (loss) income before reclassifications and tax impact (74) (6) 9 3 (68) Tax (expense) benefit (25) 2 (2) (1) (26) Other comprehensive (loss) income, net of tax, before reclassifications (99) (4) 7 2 (94) Amounts reclassified from accumulated other comprehensive income, net of tax — 2 — 2 4 Net (decrease) increase in other comprehensive loss (99) (2) 7 4 (90) Balance, net of tax, at March 31, 2021 $ (286) $ (27) $ (112) $ (129) $ (554) (in millions) Foreign Currency Translation Gain (Loss) Gain (Loss) on Cash Flow Hedges Gain (Loss) on Net Investment Hedges Pension Liability Gain (Loss) Total Balance, net of tax, at December 31, 2019 $ (368) $ (11) $ (101) $ (120) $ (600) Other comprehensive (loss) income before reclassifications and tax impact (117) (16) 25 — (108) Tax (expense) benefit (2) 4 (8) — (6) Other comprehensive (loss) income, net of tax, before reclassifications (119) (12) 17 — (114) Amounts reclassified from accumulated other comprehensive income, net of tax — — — 2 2 Net (decrease) increase in other comprehensive loss (119) (12) 17 2 (112) Balance, net of tax, at March 31, 2020 $ (487) $ (23) $ (84) $ (118) $ (712) |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The computation of basic and diluted earnings per common share for the three months ended March 31, 2021 and 2020 were as follows: Basic Earnings (Loss) Per Common Share Three Months Ended (in millions, except per share amounts) 2021 2020 Net income (loss) attributable to Dentsply Sirona $ 117 $ (140) Weighted average common shares outstanding 218.8 220.9 Earnings (loss) per common share - basic $ 0.53 $ (0.63) Diluted Earnings (Loss) Per Common Share Three Months Ended (in millions, except per share amounts) 2021 2020 Net income (loss) attributable to Dentsply Sirona $ 117 $ (140) Weighted average common shares outstanding 218.8 220.9 Incremental weighted average shares from assumed exercise of dilutive options from stock-based compensation awards 1.1 — Total weighted average diluted shares outstanding 219.9 220.9 Earnings (loss) per common share - diluted $ 0.53 $ (0.63) |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Schedule of Intangible Assets Acquired | Identifiable intangible assets acquired were as follows: Weighted Average Useful Life (in millions, except for useful life) Amount (in years) Developed technology $ 70 15-20 In-process R&D 11 Indefinite Total $ 81 Intangible assets acquired were as follows: Weighted Average Useful Life (in millions, except for useful life) Amount (in years) Non-compete agreements $ 16 5 Technology know-how 210 10 Tradenames and trademarks 190 20 Total $ 416 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The preliminary fair values of the assets acquired and liabilities assumed in connection with the Datum acquisition were as follows: (in millions) Cash and cash equivalents $ 2 Other current assets 2 Intangible assets 81 Current liabilities (2) Other long-term assets (liabilities), net (13) Net assets acquired 70 Goodwill 33 Purchase consideration $ 103 (in millions) Cash and cash equivalents $ 13 Current assets 17 Intangible assets 416 Current liabilities (30) Long-term assets (liabilities), net 1 Net assets acquired 417 Goodwill 628 Purchase consideration $ 1,045 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Third Party Net Sales | The Company’s segment information for the three months ended March 31, 2021 and 2020 was as follows: Net Sales Three Months Ended (in millions) 2021 2020 Technologies & Equipment $ 597 $ 520 Consumables 430 354 Total net sales $ 1,027 $ 874 |
Segment Adjusted Operating Income | Segment Adjusted Operating Income Three Months Ended (in millions) 2021 2020 Technologies & Equipment $ 126 $ 111 Consumables 150 62 Segment adjusted operating income 276 173 Reconciling items expense (income): All other (a) 62 49 Goodwill impairment — 157 Restructuring and other costs 3 43 Interest expense 14 7 Other expense (income), net (9) (2) Amortization of intangible assets 55 47 Depreciation resulting from the fair value step-up of property, plant, and equipment from business combinations 2 2 Income (loss) before income taxes $ 149 $ (130) (a) Includes the results of unassigned Corporate headquarters costs and inter-segment eliminations. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Inventories, net were as follows: (in millions) March 31, 2021 December 31, 2020 Finished goods $ 303 $ 264 Work-in-process 75 68 Raw materials and supplies 122 134 Inventories, net $ 500 $ 466 |
RESTRUCTURING AND OTHER COSTS (
RESTRUCTURING AND OTHER COSTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The details of total restructuring and other costs for the three months ended March 31 were as follows: Affected Line Item in the Consolidated Statements of Operations Three Months Ended (in millions) 2021 2020 Cost of products sold $ (2) $ — Selling, general, and administrative expenses — (1) Restructuring and other costs 3 43 Total restructuring and other costs $ 1 $ 42 The Company’s restructuring accruals at March 31, 2021 were as follows: Severance (in millions) 2019 and 2020 Plans 2021 Plans Total Balance at December 31, 2020 $ 12 $ 17 $ — $ 29 Provisions 1 — 2 3 Amounts applied (7) (7) — (14) Change in estimates — (1) — (1) Balance at March 31, 2021 $ 6 $ 9 $ 2 $ 17 Other Restructuring Costs (in millions) 2019 and 2020 Plans 2021 Plans Total Balance at December 31, 2020 $ 3 $ 2 $ — $ 5 Provisions 1 — — 1 Amounts applied (1) (1) — (2) Balance at March 31, 2021 $ 3 $ 1 $ — $ 4 |
Cumulative Amounts for the Provisions and Adjustments and Amounts Applied for All the Plans by Segment | The cumulative amounts for the provisions and adjustments and amounts applied for all the plans by segment were as follows: (in millions) December 31, 2020 Provisions Amounts Change in Estimates March 31, 2021 Technologies & Equipment $ 16 $ — $ (8) $ (1) $ 7 Consumables 17 3 (7) 13 All Other 1 1 (1) — 1 Total $ 34 $ 4 $ (16) $ (1) $ 21 |
FINANCIAL INSTRUMENTS AND DER_2
FINANCIAL INSTRUMENTS AND DERIVATIVES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions | The following summarizes the notional amounts of cash flow hedges, hedges of net investments, fair value hedges, and derivative instruments not designated as hedges for accounting purposes by derivative instrument type at March 31, 2021 and the notional amounts expected to mature during the next 12 months. (in millions) Aggregate Notional Amount Aggregate Notional Amount Maturing within 12 Months Cash Flow Hedges Foreign exchange forward contracts $ 230 $ 169 Total derivative instruments designated as cash flow hedges $ 230 $ 169 Hedges of Net Investments Cross currency basis swaps $ 309 309 Total derivative instruments designated as hedges of net investments $ 309 $ 309 Fair Value Hedges Foreign exchange forward contracts $ 240 104 Total derivative instruments designated as fair value hedges $ 240 $ 104 Derivative Instruments not Designated as Hedges Foreign exchange forward contracts $ 218 218 Total derivative instruments not designated as hedges $ 218 $ 218 |
Schedule of Derivative Instruments | The amount of gains and losses recorded in AOCI in the Consolidated Balance Sheets, Costs of products sold, Interest expense, and Other expense (income), net in the Company's Consolidated Statement of Operations related to all derivative instruments were as follows: March 31, 2021 (in millions) Gain (Loss) in AOCI Consolidated Statements of Operations Location Effective Portion Reclassified from AOCI into Income (Expense) Recognized in Income (Expense) Cash Flow Hedges Foreign exchange forward contracts $ (6) Cost of products sold $ (1) $ — Interest rate swaps (29) Interest expense (1) — Total for cash flow hedging $ (35) $ (2) $ — Hedges of Net Investments Cross currency basis swaps $ 9 Interest expense $ — $ 2 Total for net investment hedging $ 9 $ — $ 2 Fair Value Hedges Foreign exchange forward contracts $ — Other (expense) income, net $ — $ 16 Total for fair value hedging $ — $ — $ 16 March 31, 2020 (in millions) Gain (Loss) in AOCI Consolidated Statements of Operations Location Effective Portion Reclassified from AOCI into Income (Expense) Recognized in Income (Expense) Cash Flow Hedges Foreign exchange forward contracts $ 2 Cost of products sold $ 1 $ 1 Interest rate swaps (18) Interest expense (1) — Total for cash flow hedging $ (16) $ — $ 1 Hedges of Net Investments Cross currency basis swaps $ 9 Interest expense $ — $ 2 Foreign exchange forward contracts 16 Other expense (income), net — 6 Total for net investment hedging $ 25 $ — $ 8 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The fair value and the location of the Company's derivatives in the Consolidated Balance Sheets were as follows: March 31, 2021 (in millions) Prepaid Expenses and Other Current Assets Other Noncurrent Assets Accrued Liabilities Other Noncurrent Liabilities Designated as Hedges: Foreign exchange forward contracts $ 6 $ 9 $ 6 $ 1 Cross currency basis swaps — — 10 — Total $ 6 $ 9 $ 16 $ 1 Not Designated as Hedges: Foreign exchange forward contracts $ 1 $ — $ 3 $ — Total $ 1 $ — $ 3 $ — December 31, 2020 (in millions) Prepaid Expenses and Other Current Assets Other Noncurrent Assets Accrued Liabilities Other Noncurrent Liabilities Designated as Hedges: Foreign exchange forward contracts $ 5 $ 2 $ 10 $ 3 Cross currency basis swaps — — 20 — Total $ 5 $ 2 $ 30 $ 3 Not Designated as Hedges: Foreign exchange forward contracts $ 3 $ — $ 2 $ — Total $ 3 $ — $ 2 $ — |
Offsetting Derivative Assets and Liabilities | Offsetting of financial assets and liabilities under netting arrangements at March 31, 2021 were as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (in millions) Gross Amounts Recognized Gross Amount Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received/Pledged Net Amount Assets Foreign exchange forward contracts $ 16 $ — $ 16 $ (10) $ — $ 6 Total assets $ 16 $ — $ 16 $ (10) $ — $ 6 Liabilities Foreign exchange forward contracts $ 10 $ — $ 10 $ (6) $ — $ 4 Cross currency basis swaps 10 — 10 (4) — 6 Total liabilities $ 20 $ — $ 20 $ (10) $ — $ 10 Offsetting of financial assets and liabilities under netting arrangements at December 31, 2020 were as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (in millions) Gross Amounts Recognized Gross Amount Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received/Pledged Net Amount Assets Foreign exchange forward contracts $ 9 $ — $ 9 $ (9) $ — $ — Total assets $ 9 $ — $ 9 $ (9) $ — $ — Liabilities Foreign exchange forward contracts $ 15 $ — $ 15 $ — $ — $ 15 Interest rate swaps 20 — 20 (7) — 13 Total liabilities $ 35 $ — $ 35 $ (7) $ — $ 28 |
FAIR VALUE MEASUREMENT (Tables)
FAIR VALUE MEASUREMENT (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities at fair value | The Company’s financial assets and liabilities set forth by level within the fair value hierarchy that were accounted for at fair value on a recurring basis were as follows: March 31, 2021 (in millions) Total Level 1 Level 2 Level 3 Assets Foreign exchange forward contracts $ 16 $ — $ 16 $ — Total assets $ 16 $ — $ 16 $ — Liabilities Cross currency basis swaps $ 10 $ — $ 10 $ — Foreign exchange forward contracts 10 — 10 — Contingent considerations on acquisitions 13 — — 13 Total liabilities $ 33 $ — $ 20 $ 13 December 31, 2020 (in millions) Total Level 1 Level 2 Level 3 Assets Foreign exchange forward contracts $ 10 $ — $ 10 $ — Total assets $ 10 $ — $ 10 $ — Liabilities Cross currency basis swaps $ 20 $ — $ 20 $ — Foreign exchange forward contracts 15 — 15 — Contingent considerations on acquisitions 5 — — 5 Total liabilities $ 40 $ — $ 35 $ 5 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | A reconciliation of changes in the Company’s goodwill by reportable segment were as follows: (in millions) Technologies & Equipment Consumables Total Balance at December 31, 2020 $ 3,092 $ 894 $ 3,986 Acquisition related additions 33 — 33 Divestiture of a business — (3) (3) Measurement period adjustments on prior acquisitions (3) — (3) Effects of exchange rate changes (47) (14) (61) Balance at March 31, 2021 $ 3,075 $ 877 $ 3,952 The gross carrying amount of goodwill and the cumulative goodwill impairment were as follows: March 31, 2021 December 31, 2020 (in millions) Gross Carrying Amount Cumulative Impairment Net Carrying Amount Gross Carrying Amount Cumulative Impairment Net Carrying Amount Technologies & Equipment $ 5,968 $ (2,893) $ 3,075 $ 5,985 $ (2,893) $ 3,092 Consumables 877 — 877 894 — 894 Total effect of cumulative impairment $ 6,845 $ (2,893) $ 3,952 $ 6,879 $ (2,893) $ 3,986 |
Schedule of Definite-lived and Indefinite-lived Intangible Assets | Identifiable definite-lived and indefinite-lived intangible assets were as follows: March 31, 2021 December 31, 2020 (in millions) Gross Accumulated Net Gross Accumulated Net Developed technology and patents $ 1,702 $ (685) $ 1,017 $ 1,681 $ (677) $ 1,004 Tradenames and trademarks 269 (70) 199 273 (70) 203 Licensing agreements 36 (30) 6 37 (30) 7 Customer relationships 1,112 (500) 612 1,142 (494) 648 Total definite-lived $ 3,119 $ (1,285) $ 1,834 $ 3,133 $ (1,271) $ 1,862 Indefinite-lived tradenames and trademarks $ 616 $ — $ 616 $ 642 $ — $ 642 In-process R&D (a) 11 — 11 — — — Total indefinite-lived $ 627 $ — $ 627 $ 642 $ — $ 642 Total identifiable intangible assets $ 3,746 $ (1,285) $ 2,461 $ 3,775 $ (1,271) $ 2,504 (a) Intangible assets acquired in a business combination that are in-process and used in research and development ("R&D") activities are considered indefinite-lived until the completion or abandonment of the R&D efforts. The useful life and amortization of those assets will be determined once the R&D efforts are completed. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES - REVENUE RECOGNITION (Details) $ in Millions | Mar. 31, 2021USD ($) |
Accounting Policies [Abstract] | |
Contract with customer, liability, current | $ 44 |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES - ADDITIONAL INFORMATION (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Trade Accounts Receivable | ||
Significant Accounting Policies [Line Items] | ||
Allowance for doubtful accounts and trade discounts | $ 18 | $ 18 |
STOCK COMPENSATION (Details)
STOCK COMPENSATION (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock based compensation expense | $ 13 | $ 9 |
Related deferred income tax benefit | 2 | 1 |
Stock option expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock based compensation expense | 2 | 1 |
RSU expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock based compensation expense | $ 11 | $ 8 |
COMPREHENSIVE INCOME (LOSS) - B
COMPREHENSIVE INCOME (LOSS) - BALANCES INCLUDED IN AOCI, NET OF TAX, IN THE CONSOLIDATED BALANCE SHEETS (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | $ 4,970 | $ 5,095 |
Total other comprehensive loss, net of tax | (90) | (112) |
Ending Balance | 4,930 | 4,690 |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (464) | (600) |
Other comprehensive (loss) income before reclassifications and tax impact | (68) | (108) |
Tax (expense) benefit | (26) | (6) |
Other comprehensive (loss) income, net of tax, before reclassifications | (94) | (114) |
Amounts reclassified from accumulated other comprehensive income, net of tax | 4 | 2 |
Total other comprehensive loss, net of tax | (90) | (112) |
Ending Balance | (554) | (712) |
Foreign Currency Translation Gain (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (187) | (368) |
Other comprehensive (loss) income before reclassifications and tax impact | (74) | (117) |
Tax (expense) benefit | (25) | (2) |
Other comprehensive (loss) income, net of tax, before reclassifications | (99) | (119) |
Amounts reclassified from accumulated other comprehensive income, net of tax | 0 | 0 |
Total other comprehensive loss, net of tax | (99) | (119) |
Ending Balance | (286) | (487) |
Gain (Loss) on Cash Flow Hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (25) | (11) |
Other comprehensive (loss) income before reclassifications and tax impact | (6) | (16) |
Tax (expense) benefit | 2 | 4 |
Other comprehensive (loss) income, net of tax, before reclassifications | (4) | (12) |
Amounts reclassified from accumulated other comprehensive income, net of tax | 2 | 0 |
Total other comprehensive loss, net of tax | (2) | (12) |
Ending Balance | (27) | (23) |
Gain (Loss) on Net Investment Hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (119) | (101) |
Other comprehensive (loss) income before reclassifications and tax impact | 9 | 25 |
Tax (expense) benefit | (2) | (8) |
Other comprehensive (loss) income, net of tax, before reclassifications | 7 | 17 |
Amounts reclassified from accumulated other comprehensive income, net of tax | 0 | 0 |
Total other comprehensive loss, net of tax | 7 | 17 |
Ending Balance | (112) | (84) |
Pension Liability Gain (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (133) | (120) |
Other comprehensive (loss) income before reclassifications and tax impact | 3 | 0 |
Tax (expense) benefit | (1) | 0 |
Other comprehensive (loss) income, net of tax, before reclassifications | 2 | 0 |
Amounts reclassified from accumulated other comprehensive income, net of tax | 2 | 2 |
Total other comprehensive loss, net of tax | 4 | 2 |
Ending Balance | $ (129) | $ (118) |
COMPREHENSIVE INCOME (LOSS) - A
COMPREHENSIVE INCOME (LOSS) - ADDITIONAL INFORMATION (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Derivative [Line Items] | ||||
Cumulative foreign currency translation adjustment gain (loss) | $ 4,930 | $ 4,970 | $ 4,690 | $ 5,095 |
Foreign Currency Translation Gain (Loss) | ||||
Derivative [Line Items] | ||||
Foreign currency tax adjustment | 190 | 216 | ||
Cumulative foreign currency translation adjustment gain (loss) | (286) | (187) | $ (487) | $ (368) |
Accumulated Foreign Currency Adjustment Including Portion Attributable to Noncontrolling Interest, Translation Gain (Loss) | ||||
Derivative [Line Items] | ||||
Cumulative foreign currency translation adjustment gain (loss) | (159) | (25) | ||
Accumulated Foreign Currency Adjustment Including Portion Attributable to Noncontrolling Interest, Net Investment Hedges | ||||
Derivative [Line Items] | ||||
Cumulative foreign currency translation adjustment gain (loss) | $ (127) | $ (162) |
EARNINGS PER COMMON SHARE - EAR
EARNINGS PER COMMON SHARE - EARNINGS PER SHARE COMPUTATION (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Basic Earnings Per Common Share Computation | ||
Net income (loss) attributable to Dentsply Sirona | $ 117 | $ (140) |
Weighted average common shares outstanding (in shares) | 218.8 | 220.9 |
Earnings (loss) per common share - basic (in dollars per share) | $ 0.53 | $ (0.63) |
Diluted Earnings Per Common Share Computation | ||
Net income (loss) attributable to Dentsply Sirona | $ 117 | $ (140) |
Weighted average common shares outstanding (in shares) | 218.8 | 220.9 |
Incremental weighted average shares from assumed exercise of dilutive options from stock-based compensation awards (in shares) | 1.1 | 0 |
Total weighted average diluted shares outstanding (in shares) | 219.9 | 220.9 |
Earnings (loss) per common share - diluted (in dollars per share) | $ 0.53 | $ (0.63) |
EARNINGS PER COMMON SHARE - ADD
EARNINGS PER COMMON SHARE - ADDITIONAL INFORMATION (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Line Items] | ||
Treasury stock, shares, acquired (in shares) | 1.5 | |
Treasury shares purchased | $ 90 | $ 140 |
Treasury stock acquired, average cost per share (in usd per share) | $ 60.62 | |
Earnings Per Share, Potentially Dilutive Securities | 1.4 million | |
Stock Options And Restricted Stock Units | ||
Earnings Per Share [Line Items] | ||
Antidilutive common stock options not included in the computation of diluted earnings per common share (in shares) | 0.8 | |
Common Stock | ||
Earnings Per Share [Line Items] | ||
Antidilutive common stock options not included in the computation of diluted earnings per common share (in shares) | 2.6 |
BUSINESS COMBINATIONS - ADDITIO
BUSINESS COMBINATIONS - ADDITIONAL INFORMATION (Details) - USD ($) | Feb. 01, 2021 | Jan. 21, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 3,986,000,000 | $ 3,952,000,000 | |||
Reduction in goodwill (less than) | 3,000,000 | ||||
Proceeds from divestiture of business | 19,000,000 | $ 0 | |||
Gain on sale of business | 13,000,000 | $ 0 | |||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Investment Casting Business | |||||
Business Acquisition [Line Items] | |||||
Proceeds from divestiture of business | $ 19,000,000 | ||||
Gain on sale of business | 13,000,000 | ||||
Datum Dental, Ltd | |||||
Business Acquisition [Line Items] | |||||
Payments to acquire businesses, gross | $ 94,000,000 | ||||
Business combination, contingent consideration arrangements, range of outcomes, value, high | $ 10,000,000 | ||||
Percentage of voting interest acquired | 100.00% | ||||
Additional consideration based on earn out | $ 9,000,000 | ||||
Total acquisition consideration | 103,000,000 | ||||
Goodwill | $ 33,000,000 | ||||
Straight Smile LLC | |||||
Business Acquisition [Line Items] | |||||
Payments to acquire businesses, gross | $ 1,000,000,000 | ||||
Percentage of voting interest acquired | 100.00% | ||||
Goodwill | $ 628,000,000 | ||||
Reduction in goodwill (less than) | $ 3,000,000 |
BUSINESS COMBINATIONS - FAIR VA
BUSINESS COMBINATIONS - FAIR VALUES OF ASSETS ACQUIRED AND LIABILITIES ASSUMED (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Jan. 21, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 3,952 | $ 3,986 | |
Datum Dental, Ltd | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 2 | ||
Current assets | 2 | ||
Intangible assets | 81 | ||
Current liabilities | (2) | ||
Long-term assets (liabilities), net | (13) | ||
Net assets acquired | 70 | ||
Goodwill | 33 | ||
Purchase consideration | $ 103 | ||
Straight Smile LLC | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 13 | ||
Current assets | 17 | ||
Intangible assets | 416 | ||
Current liabilities | (30) | ||
Long-term assets (liabilities), net | 1 | ||
Net assets acquired | 417 | ||
Goodwill | 628 | ||
Purchase consideration | $ 1,045 |
BUSINESS COMBINATIONS - SUMMARY
BUSINESS COMBINATIONS - SUMMARY OF INTANGIBLE ASSETS (Details) - USD ($) $ in Millions | Jan. 21, 2021 | Dec. 31, 2020 |
Datum Dental, Ltd | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Intangible assets | $ 81 | |
Straight Smile LLC | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired, amount | $ 416 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Intangible assets | 416 | |
In-process R&D | Datum Dental, Ltd | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets acquired, amount | 11 | |
Developed technology | Datum Dental, Ltd | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired, amount | $ 70 | |
Developed technology | Datum Dental, Ltd | Minimum | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Weighted average useful life (in years) | 15 years | |
Developed technology | Datum Dental, Ltd | Maximum | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Weighted average useful life (in years) | 20 years | |
Non-compete agreements | Straight Smile LLC | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired, amount | $ 16 | |
Weighted average useful life (in years) | 5 years | |
Technology know-how | Straight Smile LLC | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired, amount | $ 210 | |
Weighted average useful life (in years) | 10 years | |
Tradenames and trademarks | Straight Smile LLC | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired, amount | $ 190 | |
Weighted average useful life (in years) | 20 years |
SEGMENT INFORMATION - ADDITIONA
SEGMENT INFORMATION - ADDITIONAL INFORMATION (Details) | 3 Months Ended |
Mar. 31, 2021segment | |
Segment Reporting [Abstract] | |
Number of operating groups | 2 |
SEGMENT INFORMATION - THIRD PAR
SEGMENT INFORMATION - THIRD PARTY NET SALES (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue, Major Customer [Line Items] | ||
Total net sales | $ 1,027 | $ 874 |
Technologies & Equipment | ||
Revenue, Major Customer [Line Items] | ||
Total net sales | 597 | 520 |
Consumables | ||
Revenue, Major Customer [Line Items] | ||
Total net sales | $ 430 | $ 354 |
SEGMENT INFORMATION - SEGMENT A
SEGMENT INFORMATION - SEGMENT ADJUSTED OPERATING INCOME (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Reconciling items expense (income): | ||
Segment adjusted operating income | $ 154 | $ (125) |
Goodwill impairment | 0 | 157 |
Interest expense, net | 14 | 7 |
Other expense (income), net | (9) | (2) |
Amortization of intangible assets | 56 | 47 |
Income (loss) before income taxes | 149 | (130) |
Operating Segments | ||
Reconciling items expense (income): | ||
Segment adjusted operating income | 276 | 173 |
Operating Segments | Technologies & Equipment | ||
Reconciling items expense (income): | ||
Segment adjusted operating income | 126 | 111 |
Operating Segments | Consumables | ||
Reconciling items expense (income): | ||
Segment adjusted operating income | 150 | 62 |
All Other | ||
Reconciling items expense (income): | ||
All Other | 62 | 49 |
Segment Reconciling Items | ||
Reconciling items expense (income): | ||
Goodwill impairment | 0 | 157 |
Restructuring and other costs | 3 | 43 |
Interest expense, net | 14 | 7 |
Other expense (income), net | (9) | (2) |
Amortization of intangible assets | 55 | 47 |
Depreciation resulting from the fair value step-up of property, plant, and equipment from business combinations | $ 2 | $ 2 |
INVENTORIES - ADDITIONAL INFORM
INVENTORIES - ADDITIONAL INFORMATION (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
LIFO inventory amount | $ 1 | $ 3 |
Inventory valuation reserve | $ 95 | $ 117 |
INVENTORIES - SUMMARY OF INVENT
INVENTORIES - SUMMARY OF INVENTORY (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 303 | $ 264 |
Work-in-process | 75 | 68 |
Raw materials and supplies | 122 | 134 |
Inventories, net | $ 500 | $ 466 |
RESTRUCTURING AND OTHER COSTS -
RESTRUCTURING AND OTHER COSTS - ADDITIONAL INFORMATION (Details) - USD ($) | Aug. 06, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs and asset impairment charges (benefit) | $ 1,000,000 | $ 42,000,000 | |
Gain on sale of business | 13,000,000 | 0 | |
Severance costs | 3,000,000 | 3,000,000 | |
Fixed asset impairment | $ 39,000,000 | ||
Inventory Adjustments | 2,000,000 | ||
August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring and other costs | 57,000,000 | ||
Minimum | August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and related cost, expected cost | $ 60,000,000 | ||
Maximum | August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and related cost, expected cost | $ 70,000,000 | ||
Facility Closing | Minimum | August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and related cost, number of positions eliminated, period percent | 4.00% | ||
Facility Closing | Maximum | August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and related cost, number of positions eliminated, period percent | 5.00% | ||
Inventory Write-Down | August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring and other costs | 29,000,000 | ||
Fixed Asset Depreciation | August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring and other costs | 14,000,000 | ||
Severance | August 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring and other costs | $ 9,000,000 |
RESTRUCTURING AND OTHER COSTS_2
RESTRUCTURING AND OTHER COSTS - CONSOLIDATED STATEMENTS OF OPERATIONS (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring and other costs | $ 1 | $ 42 |
Cost of products sold | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring and other costs | (2) | 0 |
Selling, general, and administrative expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring and other costs | 0 | (1) |
Restructuring and other costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring and other costs | $ 3 | $ 43 |
RESTRUCTURING AND OTHER COSTS_3
RESTRUCTURING AND OTHER COSTS - RESTRUCTURING ACCURALS (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring and other costs | $ 3 | $ 43 |
2021 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 34 | |
Restructuring and other costs | 4 | |
Amounts applied | (16) | |
Change in estimates | (1) | |
Ending Balance | 21 | |
Severance | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 29 | |
Restructuring and other costs | 3 | |
Amounts applied | (14) | |
Change in estimates | (1) | |
Ending Balance | 17 | |
Severance | 2019 and Prior Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 12 | |
Restructuring and other costs | 1 | |
Amounts applied | (7) | |
Change in estimates | 0 | |
Ending Balance | 6 | |
Severance | 2020 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 17 | |
Restructuring and other costs | 0 | |
Amounts applied | (7) | |
Change in estimates | (1) | |
Ending Balance | 9 | |
Severance | 2021 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 0 | |
Restructuring and other costs | 2 | |
Amounts applied | 0 | |
Change in estimates | 0 | |
Ending Balance | 2 | |
Other Restructuring Costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 5 | |
Restructuring and other costs | 1 | |
Amounts applied | (2) | |
Ending Balance | 4 | |
Other Restructuring Costs | 2019 and Prior Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 3 | |
Restructuring and other costs | 1 | |
Amounts applied | (1) | |
Ending Balance | 3 | |
Other Restructuring Costs | 2020 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 2 | |
Restructuring and other costs | 0 | |
Amounts applied | (1) | |
Ending Balance | 1 | |
Other Restructuring Costs | 2021 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 0 | |
Restructuring and other costs | 0 | |
Amounts applied | 0 | |
Ending Balance | $ 0 |
RESTRUCTURING AND OTHER COSTS_4
RESTRUCTURING AND OTHER COSTS - PROVISIONS AND ADJUSTMENTS AND AMOUNTS APPLIED FOR ALL PLANS BY SEGMENT (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring and other costs | $ 3 | $ 43 |
2021 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 34 | |
Restructuring and other costs | 4 | |
Amounts applied | (16) | |
Change in estimates | (1) | |
Ending Balance | 21 | |
Operating Segments | Technologies & Equipment | 2021 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 16 | |
Restructuring and other costs | 0 | |
Amounts applied | (8) | |
Change in estimates | (1) | |
Ending Balance | 7 | |
Operating Segments | Consumables | 2021 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 17 | |
Restructuring and other costs | 3 | |
Amounts applied | (7) | |
Change in estimates | ||
Ending Balance | 13 | |
All Other | 2021 Plans | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 1 | |
Restructuring and other costs | 1 | |
Amounts applied | (1) | |
Change in estimates | 0 | |
Ending Balance | $ 1 |
FINANCIAL INSTRUMENTS AND DER_3
FINANCIAL INSTRUMENTS AND DERIVATIVES - SUMMARY OF DERIVATIVE INSTRUMENTS (Details) $ in Millions | Mar. 31, 2021USD ($) |
Derivative Instruments not Designated as Hedges | |
Derivative [Line Items] | |
Aggregate Notional Amount | $ 218 |
Aggregate Notional Amount Maturing within 12 Months | 218 |
Derivative Instruments not Designated as Hedges | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Aggregate Notional Amount | 218 |
Aggregate Notional Amount Maturing within 12 Months | 218 |
Cash Flow Hedges | Designated as Hedging Instrument | |
Derivative [Line Items] | |
Aggregate Notional Amount | 230 |
Aggregate Notional Amount Maturing within 12 Months | 169 |
Cash Flow Hedges | Designated as Hedging Instrument | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Aggregate Notional Amount | 230 |
Aggregate Notional Amount Maturing within 12 Months | 169 |
Hedges of Net Investments | Designated as Hedging Instrument | |
Derivative [Line Items] | |
Aggregate Notional Amount | 309 |
Aggregate Notional Amount Maturing within 12 Months | 309 |
Hedges of Net Investments | Designated as Hedging Instrument | Cross currency basis swaps | |
Derivative [Line Items] | |
Aggregate Notional Amount | 309 |
Aggregate Notional Amount Maturing within 12 Months | 309 |
Fair Value Hedges | Designated as Hedging Instrument | |
Derivative [Line Items] | |
Aggregate Notional Amount | 240 |
Aggregate Notional Amount Maturing within 12 Months | 104 |
Fair Value Hedges | Designated as Hedging Instrument | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Aggregate Notional Amount | 240 |
Aggregate Notional Amount Maturing within 12 Months | $ 104 |
FINANCIAL INSTRUMENTS AND DER_4
FINANCIAL INSTRUMENTS AND DERIVATIVES - ADDITIONAL INFORMATION (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($) | Jan. 06, 2021SEK (kr) | |
Cross currency basis swaps | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Gain (loss) in AOCI | $ | $ 7 | |
Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Derivative, term of contract | 18 months | |
Notional amount | kr | kr 1,300,000,000 |
FINANCIAL INSTRUMENTS AND DER_5
FINANCIAL INSTRUMENTS AND DERIVATIVES - DERIVATIVE INSTRUMENTS - GAIN (LOSS) RECORDED IN AOCI IN THE CONSOLIDATED BALANCE SHEETS (Details) - Designated as Hedging Instrument - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cross currency basis swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | $ (7) | |
Cash Flow Hedges | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | (35) | $ (16) |
Effective Portion Reclassified from AOCI into Income (Expense) | (2) | 0 |
Recognized in Income (Expense) | 0 | 1 |
Cash Flow Hedges | Foreign exchange forward contracts | Cost of products sold | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | (6) | 2 |
Effective Portion Reclassified from AOCI into Income (Expense) | (1) | 1 |
Recognized in Income (Expense) | 0 | 1 |
Cash Flow Hedges | Interest rate swaps | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | (29) | (18) |
Effective Portion Reclassified from AOCI into Income (Expense) | (1) | (1) |
Recognized in Income (Expense) | 0 | 0 |
Hedges of Net Investments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | 9 | 25 |
Effective Portion Reclassified from AOCI into Income (Expense) | 0 | 0 |
Recognized in Income (Expense) | 2 | 8 |
Hedges of Net Investments | Foreign exchange forward contracts | Other expense (income), net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | 16 | |
Effective Portion Reclassified from AOCI into Income (Expense) | 0 | |
Recognized in Income (Expense) | 6 | |
Hedges of Net Investments | Cross currency basis swaps | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | 9 | 9 |
Effective Portion Reclassified from AOCI into Income (Expense) | 0 | 0 |
Recognized in Income (Expense) | 2 | $ 2 |
Fair Value Hedges | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | 0 | |
Effective Portion Reclassified from AOCI into Income (Expense) | 0 | |
Recognized in Income (Expense) | 16 | |
Fair Value Hedges | Foreign exchange forward contracts | Other expense (income), net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) in AOCI | 0 | |
Effective Portion Reclassified from AOCI into Income (Expense) | 0 | |
Recognized in Income (Expense) | $ 16 |
FINANCIAL INSTRUMENTS AND DER_6
FINANCIAL INSTRUMENTS AND DERIVATIVES - BALANCE SHEET ALLOCATION (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Derivative [Line Items] | ||
Gross asset amount recognized for derivative instruments designated as hedges | $ 16 | $ 9 |
Gross liability amount recognized for derivative instruments designated as hedges | 20 | 35 |
Cross currency basis swaps | ||
Derivative [Line Items] | ||
Gross liability amount recognized for derivative instruments designated as hedges | 10 | |
Prepaid Expenses and Other Current Assets | ||
Derivative [Line Items] | ||
Gross asset amount recognized for derivative instruments designated as hedges | 6 | 5 |
Gross asset amount recognized for derivative instruments not designated as hedges | 1 | 3 |
Prepaid Expenses and Other Current Assets | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gross asset amount recognized for derivative instruments designated as hedges | 6 | 5 |
Gross asset amount recognized for derivative instruments not designated as hedges | 1 | 3 |
Prepaid Expenses and Other Current Assets | Cross currency basis swaps | ||
Derivative [Line Items] | ||
Gross asset amount recognized for derivative instruments designated as hedges | 0 | 0 |
Other Noncurrent Assets | ||
Derivative [Line Items] | ||
Gross asset amount recognized for derivative instruments designated as hedges | 9 | 2 |
Gross asset amount recognized for derivative instruments not designated as hedges | 0 | 0 |
Other Noncurrent Assets | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gross asset amount recognized for derivative instruments designated as hedges | 9 | 2 |
Gross asset amount recognized for derivative instruments not designated as hedges | 0 | 0 |
Other Noncurrent Assets | Cross currency basis swaps | ||
Derivative [Line Items] | ||
Gross asset amount recognized for derivative instruments designated as hedges | 0 | 0 |
Accrued Liabilities | ||
Derivative [Line Items] | ||
Gross liability amount recognized for derivative instruments designated as hedges | 16 | 30 |
Gross liability amount recognized for derivative instruments not designated as hedges | 3 | 2 |
Accrued Liabilities | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gross liability amount recognized for derivative instruments designated as hedges | 6 | 10 |
Gross liability amount recognized for derivative instruments not designated as hedges | 3 | 2 |
Accrued Liabilities | Cross currency basis swaps | ||
Derivative [Line Items] | ||
Gross liability amount recognized for derivative instruments designated as hedges | 10 | 20 |
Other Noncurrent Liabilities | ||
Derivative [Line Items] | ||
Gross liability amount recognized for derivative instruments designated as hedges | 1 | 3 |
Gross liability amount recognized for derivative instruments not designated as hedges | 0 | 0 |
Other Noncurrent Liabilities | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gross liability amount recognized for derivative instruments designated as hedges | 1 | 3 |
Gross liability amount recognized for derivative instruments not designated as hedges | 0 | 0 |
Other Noncurrent Liabilities | Cross currency basis swaps | ||
Derivative [Line Items] | ||
Gross liability amount recognized for derivative instruments designated as hedges | $ 0 | $ 0 |
FINANCIAL INSTRUMENTS AND DER_7
FINANCIAL INSTRUMENTS AND DERIVATIVES - BALANCE SHEET OFFSETTING (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Gross Amounts Recognized | $ 16 | $ 9 |
Gross Amount Offset in the Consolidated Balance Sheets | 0 | 0 |
Net Amounts Presented in the Consolidated Balance Sheets | 16 | 9 |
Financial Instruments | (10) | (9) |
Cash Collateral Received/Pledged | 0 | 0 |
Net Amount | 6 | 0 |
Liabilities | ||
Gross Amounts Recognized | 20 | 35 |
Gross Amount Offset in the Consolidated Balance Sheets | 0 | 0 |
Net Amounts Presented in the Consolidated Balance Sheets | 20 | 35 |
Financial Instruments | (10) | (7) |
Cash Collateral Received/Pledged | 0 | 0 |
Net Amount | 10 | 28 |
Foreign exchange forward contracts | ||
Assets | ||
Gross Amounts Recognized | 16 | 9 |
Gross Amount Offset in the Consolidated Balance Sheets | 0 | 0 |
Net Amounts Presented in the Consolidated Balance Sheets | 16 | 9 |
Financial Instruments | (10) | (9) |
Cash Collateral Received/Pledged | 0 | 0 |
Net Amount | 6 | 0 |
Liabilities | ||
Gross Amounts Recognized | 10 | 15 |
Gross Amount Offset in the Consolidated Balance Sheets | 0 | 0 |
Net Amounts Presented in the Consolidated Balance Sheets | 10 | 15 |
Financial Instruments | (6) | 0 |
Cash Collateral Received/Pledged | 0 | 0 |
Net Amount | 4 | 15 |
Cross currency basis swaps | ||
Liabilities | ||
Gross Amounts Recognized | 10 | |
Gross Amount Offset in the Consolidated Balance Sheets | 0 | |
Net Amounts Presented in the Consolidated Balance Sheets | 10 | |
Financial Instruments | (4) | |
Cash Collateral Received/Pledged | 0 | |
Net Amount | $ 6 | |
Interest rate swaps | ||
Liabilities | ||
Gross Amounts Recognized | 20 | |
Gross Amount Offset in the Consolidated Balance Sheets | 0 | |
Net Amounts Presented in the Consolidated Balance Sheets | 20 | |
Financial Instruments | (7) | |
Cash Collateral Received/Pledged | 0 | |
Net Amount | $ 13 |
FAIR VALUE MEASUREMENT - ADDITI
FAIR VALUE MEASUREMENT - ADDITIONAL INFORMATION (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Estimate of Fair Value, Fair Value Disclosure | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | $ 2,382 | $ 2,509 |
Carrying (Reported) Amount, Fair Value Disclosure | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | $ 2,251 | $ 2,281 |
FAIR VALUE MEASUREMENT - ASSETS
FAIR VALUE MEASUREMENT - ASSETS AND LIABILITIES, RECURRING (Details) - Fair Value, Recurring - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | $ 16 | $ 10 |
Liabilities | 33 | 40 |
Foreign exchange forward contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 16 | 10 |
Liabilities | 10 | 15 |
Cross currency basis swaps | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 10 | 20 |
Contingent considerations on acquisitions | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 13 | 5 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Level 1 | Foreign exchange forward contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Level 1 | Cross currency basis swaps | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 0 | 0 |
Level 1 | Contingent considerations on acquisitions | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 16 | 10 |
Liabilities | 20 | 35 |
Level 2 | Foreign exchange forward contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 16 | 10 |
Liabilities | 10 | 15 |
Level 2 | Cross currency basis swaps | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 10 | 20 |
Level 2 | Contingent considerations on acquisitions | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 0 | 0 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 13 | 5 |
Level 3 | Foreign exchange forward contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Level 3 | Cross currency basis swaps | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | 0 | 0 |
Level 3 | Contingent considerations on acquisitions | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities | $ 13 | $ 5 |
INCOME TAXES - ADDITIONAL INFOR
INCOME TAXES - ADDITIONAL INFORMATION (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Tax expense (benefit) for other discrete tax matters | $ (1) | $ 6 |
Tax expense for business divestitures | $ 4 | |
Tax benefit for intangible asset impairment | $ 11 |
FINANCING ARRANGEMENTS (Details
FINANCING ARRANGEMENTS (Details) | May 26, 2020USD ($) | Apr. 17, 2020USD ($) | Apr. 09, 2020USD ($) | Jun. 30, 2020EUR (€) | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2020JPY (¥) |
Line of Credit Facility [Line Items] | |||||||
Borrowings available under lines of credit | $ 1,139,000,000 | ||||||
Notes payable and current portion of long-term debt | 328,000,000 | $ 299,000,000 | |||||
Treasury Lock | Cash Flow Hedges | |||||||
Line of Credit Facility [Line Items] | |||||||
Term of loan | 10 years | ||||||
Treasury Lock | Cash Flow Hedges | Senior Unsecured Notes Maturing June 1, 2030 | |||||||
Line of Credit Facility [Line Items] | |||||||
Cash paid on derivative contracts | $ 31,000,000 | ||||||
Notional amount | 150,000,000 | ||||||
Revolving Credit Facility | Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 310,000,000 | ¥ 3,300,000,000 | |||||
Notes payable and current portion of long-term debt | 0 | ||||||
Term of loan | 364 days | 364 days | |||||
Revolving Credit Facility, Maturing April 30, 2021 | Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | € | € 40,000,000 | ||||||
Revolving Credit Facility, Maturing May 6, 2021 | Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | € | € 30,000,000 | ||||||
Line of Credit | Commercial paper | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 500,000,000 | ||||||
Outstanding borrowings | 27,000,000 | 0 | |||||
Line of Credit | Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 700,000,000 | ||||||
Notes payable and current portion of long-term debt | $ 0 | $ 0 | |||||
Line of Credit | 2018 Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 700,000,000 | ||||||
Repayments of long-term lines of credit | 700,000,000 | ||||||
Line of Credit | 2018 Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 1.25% | ||||||
Senior Notes | Senior Unsecured Notes Maturing June 1, 2030 | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, face amount | $ 750,000,000 | ||||||
Debt instrument, interest rate, stated percentage | 3.25% | ||||||
Proceeds from issuance of unsecured debt | $ 748,000,000 | ||||||
Debt instrument, unamortized discount | 2,000,000 | ||||||
Debt issuance costs, gross | $ 6,000,000 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - NARRATIVE (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Goodwill [Line Items] | |||
Goodwill | $ 3,952 | $ 3,986 | |
Indefinite-lived tradenames and trademarks | 627 | 642 | |
Goodwill impairment | 0 | $ 157 | |
Indefinite-lived intangible asset impairment | 0 | 39 | |
Tradenames and trademarks | |||
Goodwill [Line Items] | |||
Indefinite-lived tradenames and trademarks | 616 | 642 | |
Equipment and Instruments Reporting Unit | Tradenames and trademarks | |||
Goodwill [Line Items] | |||
Indefinite-lived tradenames and trademarks | 79 | ||
Technologies & Equipment | |||
Goodwill [Line Items] | |||
Goodwill | 3,075 | $ 3,092 | |
Technologies & Equipment | MIS Implants Technologies Ltd. And Healthcare Consumable Business | |||
Goodwill [Line Items] | |||
Goodwill | 1,222 | ||
Technologies & Equipment | Equipment and Instruments Reporting Unit | |||
Goodwill [Line Items] | |||
Goodwill | $ 292 | ||
Goodwill impairment | 157 | ||
Indefinite-lived intangible asset impairment | $ 39 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - RECONCILIATION OF CHANGES IN GOODWILL (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Goodwill [Roll Forward] | |
Balance, beginning of the year | $ 3,986 |
Acquisition related additions | 33 |
Divestiture of a business | (3) |
Measurement period adjustments on prior acquisitions | (3) |
Effects of exchange rate changes | (61) |
Balance, end of the year | 3,952 |
Technologies & Equipment | |
Goodwill [Roll Forward] | |
Balance, beginning of the year | 3,092 |
Acquisition related additions | 33 |
Divestiture of a business | 0 |
Measurement period adjustments on prior acquisitions | (3) |
Effects of exchange rate changes | (47) |
Balance, end of the year | 3,075 |
Consumables | |
Goodwill [Roll Forward] | |
Balance, beginning of the year | 894 |
Acquisition related additions | 0 |
Divestiture of a business | (3) |
Measurement period adjustments on prior acquisitions | 0 |
Effects of exchange rate changes | (14) |
Balance, end of the year | $ 877 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - GOODWILL CARRYING AMOUNT (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 6,845 | $ 6,879 |
Cumulative Impairment | (2,893) | (2,893) |
Net Carrying Amount | 3,952 | 3,986 |
Technologies & Equipment | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | 5,968 | 5,985 |
Cumulative Impairment | (2,893) | (2,893) |
Net Carrying Amount | 3,075 | 3,092 |
Consumables | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | 877 | 894 |
Cumulative Impairment | 0 | 0 |
Net Carrying Amount | $ 877 | $ 894 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - IDENTIFIABLE DEFINITE-LIVED AND INDEFINITE-LIVED INTANGIBLE ASSETS (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived tradenames and trademarks | $ 627 | $ 642 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,119 | 3,133 |
Accumulated Amortization | (1,285) | (1,271) |
Net Carrying Amount | 1,834 | 1,862 |
Total identifiable intangible assets, Gross Carrying Amount | 3,746 | 3,775 |
Identifiable intangible assets, net | 2,461 | 2,504 |
Tradenames and trademarks | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived tradenames and trademarks | 616 | 642 |
In-process R&D | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived tradenames and trademarks | 11 | 0 |
Developed technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,702 | 1,681 |
Accumulated Amortization | (685) | (677) |
Net Carrying Amount | 1,017 | 1,004 |
Tradenames and trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 269 | 273 |
Accumulated Amortization | (70) | (70) |
Net Carrying Amount | 199 | 203 |
Licensing agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 36 | 37 |
Accumulated Amortization | (30) | (30) |
Net Carrying Amount | 6 | 7 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,112 | 1,142 |
Accumulated Amortization | (500) | (494) |
Net Carrying Amount | $ 612 | $ 648 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Apr. 29, 2019stockholder | Jan. 11, 2018 | Mar. 31, 2021USD ($) | Jun. 07, 2018reporting_unitdistributor |
Loss Contingencies [Line Items] | ||||
Employment agreement terms minimum period of employment | 8 years | |||
Number of class action lawsuits | reporting_unit | 2 | |||
Number of distributors | distributor | 3 | |||
Loss contingency, number of plaintiffs | stockholder | 2 | |||
Income tax effects allocated directly to equity, employee stock options | $ 546,000,000 | |||
Swedish Tax Agency | ||||
Loss Contingencies [Line Items] | ||||
Income tax examination, estimate of possible loss | 57,000,000 | |||
Tax Year 2012 | IRS | ||||
Loss Contingencies [Line Items] | ||||
Liability (refund) from income tax examination | 5,000,000 | |||
Tax Year 2013 | IRS | ||||
Loss Contingencies [Line Items] | ||||
Liability (refund) from income tax examination | 0 | |||
Tax Year 2014 | IRS | ||||
Loss Contingencies [Line Items] | ||||
Income tax penalties | $ 17,000,000 |