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nwl-20210930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ Quarterly Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

for the Quarterly Period Ended September 30, 2021

Commission File Number 1-9608

NEWELL BRANDS INC.

(Exact name of registrant as specified in its charter)


Delaware						36-3514169
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

6655 Peachtree Dunwoody Road,

Atlanta, Georgia 30328

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (770) 418-7000

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

TITLE OF EACH CLASS

TRADING SYMBOL

NAME OF EXCHANGE ON WHICH REGISTERED

Common stock, $1 par value per share

NWL

Nasdaq Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act: None

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

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


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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Number of shares of common stock outstanding (net of treasury shares) as of October 25, 2021: 425.4 million.

Table of Contents


TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION			2
Item 1. Financial Statements			2
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			29
Item 3. Quantitative and Qualitative Disclosures about Market Risk			46
Item 4. Controls and Procedures			46
PART II. OTHER INFORMATION			47
Item 1. Legal Proceedings			47
Item 1A. Risk Factors			47
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			47
Item 6. Exhibits			48
SIGNATURES			49

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

NEWELL BRANDS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(Amounts in millions, except per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Net sales	$	2,787	$	2,699	$	7,784	$	6,696
Cost of products sold	1,939		1,785		5,323		4,501
Gross profit	848		914		2,461		2,195
Selling, general and administrative expenses	561		545		1,667		1,581
Restructuring costs, net	6		4		16		14
Impairment of goodwill, intangibles and other assets	—		2		—		1,482
Operating income (loss)	281		363		778		(882)
Non-operating expenses:
Interest expense, net	65		71		197		205

Other (income) expense, net	1		9		(3)		20
Income (loss) before income taxes	215		283		584		(1,107)
Income tax provision (benefit)	25		(21)		108		(210)
Net income (loss)	$	190	$	304	$	476	$	(897)

Weighted average common shares outstanding:
Basic	425.4		424.3		425.2		424.1
Diluted	428.5		425.4		427.9		424.1

Earnings (loss) per share:
Basic	$	0.45	$	0.72	$	1.12	$	(2.12)
Diluted	$	0.44	$	0.71	$	1.11	$	(2.12)

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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NEWELL BRANDS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)

(Amounts in millions)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Comprehensive income (loss):
Net income (loss)	$	190	$	304	$	476	$	(897)
Other comprehensive income (loss), net of tax
Foreign currency translation adjustments	(55)		24		(65)		(97)
Pension and postretirement costs	6		1		15		12
Derivative financial instruments	15		(7)		23		17
Total other comprehensive income (loss), net of tax	(34)		18		(27)		(68)
Comprehensive income (loss)	156		322		449		(965)


Total comprehensive income (loss) attributable to noncontrolling interests	—		—		2		(6)
Total comprehensive income (loss) attributable to parent	$	156	$	322	$	447	$	(959)

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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NEWELL BRANDS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(Amounts in millions, except par values)


	September 30, 2021		December 31, 2020
Assets:
Cash and cash equivalents	$	494	$	981
Accounts receivable, net	1,686		1,678
Inventories	2,098		1,638
Prepaid expenses and other current assets	338		331
Total current assets	4,616		4,628
Property, plant and equipment, net	1,155		1,176
Operating lease assets	490		530
Goodwill	3,516		3,553
Other intangible assets, net	3,461		3,564
Deferred income taxes	855		838
Other assets	427		411
Total assets	$	14,520	$	14,700
Liabilities:
Accounts payable	$	1,709	$	1,526
Accrued compensation	241		236
Other accrued liabilities	1,506		1,393
Short-term debt and current portion of long-term debt	253		466
Total current liabilities	3,709		3,621
Long-term debt	4,884		5,141
Deferred income taxes	411		414
Operating lease liabilities	435		472
Other noncurrent liabilities	1,024		1,152
Total liabilities	10,463		10,800
Commitments and contingencies (Footnote 16)
Stockholders’ equity:
Preferred stock (10.0 authorized shares, $1.00 par value, no shares issued at September 30, 2021 and December 31, 2020)	—		—
Common stock (800.0 authorized shares, $1.00 par value, 449.9 shares and 448.4 shares issued at September 30, 2021 and December 31, 2020, respectively)	450		448
Treasury stock, at cost (24.5 shares and 24.0 shares at September 30, 2021 and December 31, 2020, respectively)	(609)		(598)
Additional paid-in capital	7,819		8,078
Retained deficit	(2,698)		(3,174)
Accumulated other comprehensive loss	(907)		(880)
Stockholders’ equity attributable to parent	4,055		3,874
Stockholders’ equity attributable to noncontrolling interests	2		26
Total stockholders’ equity	4,057		3,900
Total liabilities and stockholders’ equity	$	14,520	$	14,700

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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NEWELL BRANDS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(Amounts in millions)


	Nine Months Ended September 30,
	2021		2020
Cash flows from operating activities:
Net income (loss)	$	476	$	(897)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	244		267
Impairment of goodwill, intangibles and other assets	—		1,482

Deferred income taxes	(17)		(293)
Stock based compensation expense	37		28

Other, net	1		10
Changes in operating accounts:
Accounts receivable	(44)		(19)
Inventories	(488)		(139)
Accounts payable	194		323
Accrued liabilities and other	87		58
Net cash provided by operating activities	490		820
Cash flows from investing activities:
Capital expenditures	(181)		(158)

Proceeds from sale of divested businesses	—		15
Other investing activities, net	1		5
Net cash used in investing activities	(180)		(138)
Cash flows from financing activities:
Net payments of short-term debt	—		(26)
Net proceeds from issuance of debt	—		492
Payments on current portion of long-term debt	(447)		(305)
Payments on long-term debt	(6)		(19)


Cash dividends	(296)		(294)

Acquisition of noncontrolling interests	(26)		—
Equity compensation activity and other, net	(25)		(22)
Net cash used in financing activities	(800)		(174)
Exchange rate effect on cash, cash equivalents and restricted cash	(14)		(14)
Increase (decrease) in cash, cash equivalents and restricted cash	(504)		494
Cash, cash equivalents and restricted cash at beginning of period	1,021		371
Cash, cash equivalents and restricted cash at end of period	$	517	$	865
Supplemental disclosures:
Restricted cash at beginning of period	$	40	$	22
Restricted cash at end of period	23		7

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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NEWELL BRANDS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (Unaudited)

(Amounts in millions)


	Common Stock		Treasury Stock		Additional Paid-In Capital		Retained Earnings (Deficit)		Accumulated Other Comprehensive Loss		Stockholders' Equity Attributable to Parent		Noncontrolling Interests		Total Stockholders' Equity
Balance at June 30, 2021	$	450	$	(609)	$	7,906	$	(2,888)	$	(873)	$	3,986	$	25	$	4,011
Comprehensive income (loss)	—		—		—		190		(33)		157		(1)		156
Dividends declared on common stock - $0.23 per share	—		—		(99)		—		—		(99)		—		(99)
Equity compensation, net of tax	—		—		12		—		—		12		—		12
Acquisition of noncontrolling interests	—		—		—		—		—		—		(23)		(23)
Other changes attributable to noncontrolling interests	—		—		—		—		(1)		(1)		1		—


Balance at September 30, 2021	$	450	$	(609)	$	7,819	$	(2,698)	$	(907)	$	4,055	$	2	$	4,057

Balance at December 31, 2020	$	448	$	(598)	$	8,078	$	(3,174)	$	(880)	$	3,874	$	26	$	3,900
Comprehensive income (loss)	—		—		—		476		(27)		449		—		449
Dividends declared on common stock - $0.69 per share	—		—		(299)		—		—		(299)		—		(299)
Equity compensation, net of tax	2		(11)		40		—		—		31		—		31
Acquisition of noncontrolling interests	—		—		—		—		—		—		(26)		(26)
Other changes attributable to noncontrolling interests	—		—		—		—		—		—		2		2


Balance at September 30, 2021	$	450	$	(609)	$	7,819	$	(2,698)	$	(907)	$	4,055	$	2	$	4,057


	Common Stock		Treasury Stock		Additional Paid-In Capital		Retained Earnings (Deficit)		Accumulated Other Comprehensive Income (Loss)		Stockholders' Equity Attributable to Parent		Noncontrolling Interests		Total Stockholders' Equity
Balance at June 30, 2020	$	448	$	(597)	$	8,252	$	(3,605)	$	(1,006)	$	3,492	$	24	$	3,516
Comprehensive income (loss)	—		—		—		304		19		323		(1)		322
Dividends declared on common stock - $0.23 per share	—		—		(98)		—		—		(98)		—		(98)
Equity compensation, net of tax	—		—		10		—		—		10		—		10
Other changes attributable to noncontrolling interests	—		—		—		—		(1)		(1)		1		—

Balance at September 30, 2020	$	448	$	(597)	$	8,164	$	(3,301)	$	(988)	$	3,726	$	24	$	3,750

Balance at December 31, 2019	$	447	$	(590)	$	8,430	$	(2,404)	$	(920)	$	4,963	$	33	$	4,996
Comprehensive loss	—		—		—		(897)		(61)		(958)		(7)		(965)
Dividends declared on common stock - $0.69 per share	—		—		(293)		—		—		(293)		—		(293)
Equity compensation, net of tax	1		(7)		27		—		—		21		—		21
Other changes attributable to noncontrolling interests	—		—		—		—		(7)		(7)		1		(6)
Distributions to noncontrolling interests	—		—		—		—		—		—		(3)		(3)
Balance at September 30, 2020	$	448	$	(597)	$	8,164	$	(3,301)	$	(988)	$	3,726	$	24	$	3,750

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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NEWELL BRANDS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Footnote 1 — Basis of Presentation and Significant Accounting Policies

The accompanying unaudited condensed consolidated financial statements of Newell Brands Inc. (collectively with its subsidiaries, the “Company”) have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) and do not include all of the information and footnotes required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments (including normal recurring accruals) considered necessary for a fair statement of the financial position and the results of operations of the Company. These unaudited condensed consolidated financial statements should be read in conjunction with the financial statements, and the footnotes thereto, included in the Company’s most recent Annual Report on Form 10-K. The Condensed Consolidated Balance Sheet at December 31, 2020, has been derived from the audited financial statements as of that date, but it does not include all the information and footnotes required by U.S. GAAP for a complete financial statement. Certain reclassifications have been made in the Company’s financial statements of the prior year to conform to the current year presentation.

Beginning January 1, 2021, the Company reported the operating results of its cookware product lines as part of the Food reporting unit within the Home Solutions segment, and no longer as part of the former Appliances and Cookware segment. This change was the result of an assessment by the chief operating decision maker (“CODM”) to better align the cookware product lines with other similar product lines in various food categories. In connection with this change, the Chief Executive Officer (“CEO”) for the Food business unit assumed full responsibility for the overall brand strategy, business modeling, marketing and innovation of these product lines. The Company determined this product line change did not result in a change to either of its Home Solutions or former Appliances and Cookware reportable segments. In connection with this change, the Appliances and Cookware segment was renamed as the Home Appliances segment. Prior period comparable results for both of these segments have been reclassified to conform to this product line change. The Company also revised the calculation of operating income (loss) by segment to include restructuring charges. Prior period comparable results have been reclassified to conform to the change in calculation (See Footnote 15).

Use of Estimates and Risks and Uncertainty of Coronavirus (COVID-19)

Since early 2020, the COVID-19 pandemic has resulted in various federal, state and local governments, as well as private entities, mandating restrictions on travel and public gatherings, closure of non-essential commerce, stay at home orders and quarantining of people to limit exposure to the virus. The Company's global operations, similar to those of many large, multi-national corporations, were adversely impacted by the COVID-19 pandemic.

During the first quarter of 2020, the Company concluded that an impairment triggering event had occurred, as it had experienced significant COVID-19 related disruption for all of its reporting units, and performed an impairment test for its goodwill and indefinite-lived intangible assets and a recoverability test for its long-lived assets, which primarily include finite-lived intangible assets, property plant and equipment and right of use lease assets. As a result of the impairment and recoverability testing performed in connection with the triggering event, the Company determined that certain of its goodwill, indefinite-lived intangible assets, property plant and equipment and right of use operating leases assets were impaired. During the first quarter of 2020, the Company recorded an aggregate non-cash charge of approximately $1.5 billion in connection with these impairments. See Footnotes 5 and 6 for further information.

The extent of the impact of the COVID-19 pandemic to the Company's future sales, operating results, cash flows, liquidity and financial condition will continue to be driven by numerous evolving factors that the Company cannot accurately predict and which will vary by jurisdiction and market, including the severity and duration of the pandemic, the emergence of new strains and variants of the coronavirus, the likelihood of a resurgence of positive cases, the development and availability of effective treatments and vaccines, especially in areas where conditions have recently worsened and lockdowns or travel bans have been reinstituted, the rate at which vaccines are administered to the general public, the impact of any vaccine mandates on our global businesses, the timing and amount of fiscal stimulus and relief programs packages that are available to the general public, the availability and prices of supply chain resources, including materials, products and transportation; and changes in consumer demand patterns for the Company's products as the impact of the global pandemic lessens. These primary drivers are beyond the Company's knowledge and control, and as a result, at this time it is difficult to predict the cumulative impact, both in terms of severity and duration, COVID-19 will have on its future sales, operating results, cash flows and financial condition.

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Management’s application of U.S. GAAP in preparing the Company's consolidated financial statements requires the pervasive use of estimates and assumptions. As discussed above, the world continues to be impacted by the COVID-19 pandemic which has required greater use of estimates and assumptions in the preparation of the consolidated financial statements, more specifically, those estimates and assumptions utilized in the Company’s forecasted cash flows that form the basis in developing the fair values utilized in its impairment assessments as well as its annual effective tax rate. These estimates also include assumptions as to the duration and severity of the pandemic, timing and amount of demand shifts amongst sales channels, workforce availability, supply chain continuity, and timing as to a return to normalcy. Although management has made its best estimates based upon current information, actual results could materially differ from those estimates and may require future changes to such estimates and assumptions. If so, the Company may be subject to future incremental impairment charges as well as changes to recorded reserves and valuations.

Seasonal Variations

Sales of the Company’s products tend to be seasonal, with sales, operating income and operating cash flow in the first quarter generally lower than any other quarter during the year, driven principally by reduced volume and the mix of products sold in the first quarter. The seasonality of the Company’s sales volume combined with the accounting for fixed costs, such as depreciation, amortization, rent, personnel costs and interest expense, impacts the Company’s results on a quarterly basis. In addition, the Company typically tends to generate the majority of its operating cash flow in the third and fourth quarters of the year due to seasonal variations in operating results, the timing of annual performance-based compensation payments, customer program payments, working capital requirements and credit terms provided to customers. Accordingly, the Company’s results of operations for the three and nine months ended September 30, 2021 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2021.

The Company's sales and operating results were disrupted by the COVID-19 pandemic, negatively impacting the Company's performance during the first half of 2020, with improved performance thereafter. While the Company believes the seasonality of its businesses will revert back to historical patterns as the impact of the global pandemic lessens, uncertainty still remains over the volatility of the direction of future consumer demand patterns.

Recent Accounting Pronouncements

Changes to U.S. GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASUs”) to the FASB’s Accounting Standards Codification. The Company considers the applicability and impact of all ASUs.

In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” In January 2021, the FASB clarified the scope of this guidance with the issuance of ASU 2021-01, Reference Rate Reform: Scope. ASU 2020-04 provides optional expedients and exceptions to account for contracts, hedging relationships and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate if certain criteria are met. ASU 2020-04 may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is currently evaluating the potential effects of the adoption of ASU 2020-04.

Adoption of New Accounting Guidance

The Company’s accounting policies are described in Note 1 of the Notes to Consolidated Financial Statements included in our 2020 Annual Report on Form 10-K. Such significant accounting policies are applicable for periods prior to the adoption of the following new accounting standards and updated accounting policies.

In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes” (Topic 740). ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 became effective for years, and interim periods within those years, beginning after December 15, 2020. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

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Sales of Accounts Receivables

Factored receivables at September 30, 2021 associated with the Company's existing factoring agreement (the “Customer Receivables Purchase Agreement”) were approximately $450 million, an increase of approximately $100 million from December 31, 2020. Transactions under this agreement continue to be accounted for as sales of accounts receivable, and the receivables sold are removed from the Condensed Consolidated Balance Sheet at the time of the sales transaction. The Company classifies the proceeds received from the sales of accounts receivable as an operating cash flow in the unaudited Condensed Consolidated Statement of Cash Flows. The Company records the discount as other (income) expense, net in the Condensed Consolidated Statement of Operations and collections of accounts receivables not yet submitted to the financial institution as a financing cash flow.

Other Items

During the quarter ended June 30, 2021, the Company received a notice from a noncontrolling interest holder exercising its redemption rights in an international subsidiary, requiring the purchase of such interest by the Company. In the third quarter, the Company completed the transaction for approximately $22 million. The difference between the consideration paid and the noncontrolling interest was not material to the Company.

On August 31, 2020, the Company divested the foam board product line in its Learning and Development segment. As a result, during the three and nine months ended September 30, 2020, the Company recorded a pretax loss of $8 million, which was included in the other (income) expense, net in the Condensed Consolidated Statement of Operations.

Footnote 2 — Accumulated Other Comprehensive Income (Loss)

The following table displays the changes in Accumulated Other Comprehensive Income (Loss) (“AOCL”) by component, net of tax, for the nine months ended September 30, 2021 (in millions):


	Cumulative Translation Adjustment		Pension and Postretirement Costs		Derivative Financial Instruments		AOCL
Balance at December 31, 2020	$	(481)	$	(356)	$	(43)	$	(880)
Other comprehensive income (loss) before reclassifications	(65)		2		8		(55)
Amounts reclassified to earnings	—		13		15		28
Net current period other comprehensive income (loss)	(65)		15		23		(27)
Balance at September 30, 2021	$	(546)	$	(341)	$	(20)	$	(907)

Reclassifications from AOCL to the results of operations for the three and nine months ended September 30, 2021 and 2020 were pre-tax (income) expense of (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Pension and postretirement benefit plans (1)	$	5	$	6	$	16	$	17
Derivative financial instruments (2)	8		(6)		19		(5)

(1)Primarily represents the amortization of net actuarial losses and plan settlements recorded in other (income) expense, net in the Consolidated Statements of Operations. See Footnote 10 for further information.

(2)See Footnote 9 for further information.

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The income tax provision (benefit) allocated to the components of AOCL for the periods indicated are as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Foreign currency translation adjustments	$	7	$	(12)	$	16	$	(11)
Pension and postretirement benefit costs	1		1		3		3
Derivative financial instruments	4		(2)		7		5
Income tax provision (benefit) related to AOCL	$	12	$	(13)	$	26	$	(3)

Footnote 3 — Restructuring Costs

Restructuring provisions were determined based on estimates prepared at the time the restructuring actions were approved by management and are periodically updated for changes. Restructuring amounts also include amounts recognized as incurred.

Restructuring costs, net incurred by reportable business segments for all restructuring activities for the periods indicated are as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Commercial Solutions	$	1	$	—	$	1	$	2
Home Appliances	—		1		4		1
Home Solutions	—		1		3		6
Learning and Development	—		1		1		2
Outdoor and Recreation	2		1		3		2
Corporate	3		—		4		1
	$	6	$	4	$	16	$	14

Accrued restructuring costs activity for the nine months ended September 30, 2021 are as follows (in millions):


	Balance at December 31, 2020		Restructuring Costs, Net		Payments		Balance at September 30, 2021
Severance and termination costs	$	7	$	13	$	(8)	$	12
Contract termination and other costs	4		3		(5)		2
	$	11	$	16	$	(13)	$	14

2020 Restructuring Plan

The Company’s 2020 restructuring program, which was initiated during the second quarter of 2020 largely in response to the impact of the COVID-19 pandemic, was designed to reduce overhead costs, streamline certain underperforming operations and improve future profitability. The restructuring costs, which impact all segments, include employee-related costs, including severance and other termination benefits. During the nine months ended September 30, 2021, the Company recorded restructuring charges of $9 million. During the three and nine months ended September 30, 2020, the Company recorded $4 million and $12 million, respectively. In connection with the program, the Company has incurred cumulative charges of $28 million since inception. This restructuring program is substantially complete and all cash payments are expected to be paid within one year of charges incurred.

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Accelerated Transformation Plan

During the nine months ended September 30, 2020 the company recorded restructuring charges of $2 million in connection with the Company's completed Accelerated Transformation Plan (“ATP”). The Company's ATP was designed in part, to divest the Company's non-core consumer businesses and focus on the realignment of the Company's management structure and overall costs structure as a result of the completed divestitures.

Other Restructuring and Restructuring-Related Costs

The Company regularly incurs other restructuring and restructuring-related costs in connection with various discrete initiatives. Restructuring-related costs are recorded in cost of products sold and SG&A in the Condensed Consolidated Statements of Operations based on the nature of the underlying costs incurred.

Footnote 4 — Inventories

Inventories are comprised of the following at the dates indicated (in millions):


	September 30, 2021		December 31, 2020
Raw materials and supplies	$	314	$	252
Work-in-process	159		157
Finished products	1,625		1,229
	$	2,098	$	1,638

Footnote 5 — Property, Plant and Equipment, Net

Property, plant and equipment, net, is comprised of the following at the dates indicated (in millions):


	September 30, 2021		December 31, 2020
Land	$	83	$	86
Buildings and improvements	676		664
Machinery and equipment	2,359		2,314
	3,118		3,064
Less: Accumulated depreciation	(1,963)		(1,888)
	$	1,155	$	1,176

Depreciation expense was $50 million and $52 million for the three months ended September 30, 2021 and 2020, respectively, and $153 million and $146 million for the nine months ended September 30, 2021 and 2020, respectively.

During the first quarter of 2020, the Company concluded that a triggering event had occurred for all of its reporting units as a result of the COVID-19 pandemic. Pursuant to the authoritative accounting literature, the Company compared the sum of the undiscounted future cash flows attributable to the asset or group of assets (the lowest level for which identifiable cash flows are available) to their respective carrying amount and recorded a non-cash impairment charge of approximately $1 million during the nine months ended September 30, 2020, in the Home Solutions segment associated with its Yankee Candle retail store business. The impairment charge was calculated by subtracting the estimated fair value of the asset group from its carrying value. See Footnote 1 for further information.

During the nine months ended September 30, 2020, the Company also recorded a non-cash impairment charge of $10 million, to reflect a reduction in the carrying values of operating lease assets, mostly related to its Yankee Candle retail store business.

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Footnote 6 — Goodwill and Other Intangible Assets, Net

Goodwill activity for the nine months ended September 30, 2021 is as follows (in millions):


Segments	Net Book Value at December 31, 2020		Foreign Exchange and Other		Gross Carrying Amount		Accumulated Impairment Charges		Net Book Value at September 30, 2021
Commercial Solutions	$	747	$	—	$	1,241	$	(494)	$	747
Home Appliances	—		—		569		(569)		—
Home Solutions	164		—		2,567		(2,403)		164
Learning and Development	2,642		(37)		3,451		(846)		2,605
Outdoor and Recreation	—		—		788		(788)		—
	$	3,553	$	(37<