KRAFT FOODS INC Item 1A Risk Factors The following risk factors should be read carefully in connection with evaluating the Companyapstas business and the forward-looking information contained in this Annual Report on Form 10-K Any of the following risks could materially adversely affect the Companyapstas business, operating results, financial condition and the actual outcome of matters as to which forward-looking statements are made in this Annual Report on Form 10-K While the Company believes it has identified and discussed below the key risk factors affecting its business, there may be additional risks and uncertainties that are not presently known or that are not currently believed to be significant that may adversely affect the Companyapstas business, performance or financial condition in the future |
The Companyapstas profitability may suffer as a result of competition in its markets |
The food industry is intensely competitive |
Competition in the Companyapstas product categories is based on price, product innovation, product quality, brand recognition and loyalty, effectiveness of marketing, promotional activity and the ability to identify and satisfy consumer preferences |
From time to time, the Company may need to reduce the prices for some of its products to respond to competitive and customer pressures and to maintain market share |
Such pressures also may restrict the Companyapstas ability to increase prices, including in response to commodity and other cost increases |
The Companyapstas results of operations will suffer if profit margins decrease, either as a result of a reduction in prices or increased costs, and the Company is not able to increase sales volumes to offset those margin decreases |
In order to protect existing market share or capture increased market share in this highly competitive environment, the Company may also need to increase its spending on marketing, advertising and new product innovation |
The success of marketing, advertising and new product innovation is subject to risks, including uncertainties about trade and consumer acceptance |
As a result, increased expenditures by the Company may not maintain or enhance market share and could result in lower profitability |
The Company must leverage its brand value propositions to compete against lower-priced private label items and offset economic downturns |
Retailers are increasingly offering private label products that compete with the Companyapstas products |
The willingness of consumers to purchase the Companyapstas products will depend upon the Companyapstas ability to offer brand value propositions—products providing the right bundle of consumer benefits at the right price |
This in turn depends in part on the perception that the Companyapstas products are of a higher quality than less expensive alternatives |
If the difference in quality between the Companyapstas products and store brands narrows, or if there is a perception of such a narrowing, consumers may choose not to buy the Companyapstas products |
Furthermore, in periods of economic uncertainty, consumers tend to purchase more private label or other economy brands, which could result in a reduction in the volume of sales of the Companyapstas higher margin products or a shift in the Companyapstas product mix to lower margin offerings |
The Companyapstas ability to maintain or improve its brand value propositions will impact whether these circumstances will result in decreased market share and profitability of the Company |
The consolidation of retail customers may put pressures on the Companyapstas operating margins and profitability |
The Companyapstas customers such as supermarkets, warehouse clubs and food distributors, have consolidated in recent years and consolidation is expected to continue throughout the US, the European Union and other major markets |
These consolidations have produced large, sophisticated customers with increased buying power who are more capable of operating with reduced inventories, resisting price increases, and demanding lower pricing, increased promotional programs and specifically tailored products |
These customers also may use shelf space currently used for the 12 _________________________________________________________________ Companyapstas products for their private label products |
If the Company fails to respond to these trends, its volume growth could slow or it may need to lower prices or increase promotional spending for its products, any of which would adversely affect its profitability |
Commodity price increases will increase operating costs and may reduce profitability |
The Company is a major purchaser of milk, cheese, plastic, nuts, green coffee beans, cocoa, corn products, wheat, rice, pork, poultry, beef, vegetable oil, sugar, other sweeteners and numerous other commodities |
Commodities such as these often experience price volatility caused by conditions outside of the Companyapstas control, including fluctuations in commodities markets, currency fluctuations and changes in governmental agricultural programs |
Commodity prices impact the Companyapstas business directly through the cost of raw materials used to make the Companyapstas products (such as cheese), the cost of inputs used to manufacture and ship the Companyapstas products (such as oil and energy) and the amount the Company pays to produce or purchase packaging for its products (such as cardboard and plastic) |
For 2005, pre-tax aggregate commodity costs increased by approximately dlra800 million versus 2004, following an increase of approximately dlra900 million for 2004 compared with 2003 |
If, as a result of consumer sensitivity to pricing or otherwise, the Company is unable to increase its prices to offset increased commodities costs, the Company may experience lower profitability |
Sales of the Companyapstas products are subject to changing consumer preferences, and the Companyapstas success depends upon its ability to predict, identify and interpret changes in consumer preferences and develop and offer new products rapidly enough to meet those changes |
The Companyapstas success depends on its ability to predict, identify and interpret the tastes and dietary habits of consumers and to offer products that appeal to those preferences |
Consumer preferences for food products are ever-changing |
For example, recently, consumers have been increasingly focused on health and wellness with respect to the food products they buy |
As a result, the Companyapstas products have been subject to scrutiny relating to genetically modified organisms and the health implications of obesity and trans-fatty acids |
The Company has been and will continue to be impacted by publicity concerning the health implications of its products, which could negatively influence consumer perception and acceptance of the Companyapstas products and marketing programs |
Furthermore, if the Company does not succeed in offering products that consumers want to buy, the Companyapstas sales and market share will decrease, resulting in reduced profitability |
A significant challenge for the Company is distinguishing among fads, mid-term trends and lasting changes in the Companyapstas consumer environment |
If the Company is unable to accurately predict which shifts in consumer preferences will be long-lasting, or to introduce new and improved products to satisfy those preferences, its sales will decline |
In addition, given the variety of backgrounds and identities of consumers in the Companyapstas consumer base, the Company must offer a sufficient array of products to satisfy the broad spectrum of consumer preferences |
As such, the Company must be successful in developing innovative products across a multitude of product categories |
Finally, if the Company fails to rapidly develop products in faster growing and more profitable categories, the Company could experience reduced demand for its products |
The Companyapstas foreign operations are subject to additional risks |
The Company operates its business and markets its products internationally |
In 2005 and 2004, 38prca of the Companyapstas sales were generated in foreign countries |
The Companyapstas foreign operations are subject to the risks described in this section, as well as risks related to fluctuations in currency values, foreign currency exchange controls, discriminatory fiscal policies, compliance with foreign laws, enforcement of remedies in foreign jurisdictions and other economic or political uncertainties |
In particular, the Companyapstas subsidiaries conduct their businesses in local currency and, for purposes of financial reporting, their results are translated into US dollars based on average exchange rates 13 _________________________________________________________________ prevailing during a reporting period |
During times of a strengthening US dollar, the Companyapstas reported net revenues and operating income will be reduced because the local currency will translate into fewer US dollars |
Additionally, international sales are subject to risks related to imposition of tariffs, quotas, trade barriers and other similar restrictions |
All of these risks could result in increased costs or decreased revenues, either of which could adversely affect the Companyapstas profitability |
The Company may not be able to successfully implement its restructuring program |
The Companyapstas future success and earnings growth depend in part on its ability to make products efficiently |
In January 2004, the Company announced a three-year global restructuring program designed to improve its cost structure and utilization of assets |
In January 2006, the Company announced plans to expand its restructuring efforts beyond those originally contemplated |
Initiatives in the expanded program include further organizational streamlining and facility closures |
If the Company is unable to successfully implement the restructuring program, it may not be able to fully recognize the estimated cost benefits |
Conversely, if the implementation of the program has a negative impact on the Companyapstas relationships with employees, major customers or vendors, the Companyapstas profitability could be adversely affected |
The Company may not be able to successfully consummate proposed acquisitions or divestitures or integrate acquired businesses |
From time to time, the Company evaluates acquiring other businesses that would strategically fit within the Company |
If the Company is unable to consummate, successfully integrate and grow these acquisitions and to realize contemplated revenue synergies and cost savings, its financial results could be adversely affected |
In addition, the Company may, from time to time, divest businesses that are less of a strategic fit within its portfolio or do not meet its growth or profitability targets, and the Companyapstas profitability may be impacted by either gains or losses on the sales, or lost operating income from, those businesses |
The Company may also not be able to divest businesses that are not core businesses or may not be able to do so on terms that are favorable to the Company |
In addition, the Company may be required to incur asset impairment charges related to acquired or divested businesses which may reduce the Companyapstas profitability |
These potential acquisitions or divestitures present financial, managerial and operational challenges, including diversion of management attention from existing businesses, difficulty with integrating or separating personnel and financial and other systems, increased expenses, assumption of unknown liabilities, indemnities and potential disputes with the buyers or sellers |
The Company may experience liabilities or negative effects on its reputation as a result of product recalls, product injuries or other legal claims |
The Company sells products for human consumption, which involves a number of legal risks |
Product contamination, spoilage or other adulteration, product misbranding or product tampering could require the Company to recall products |
The Company may also be subject to liability if its products or operations violate applicable laws or regulations or in the event its products cause injury, illness or death |
In addition, the Company advertises its products and could be the target of claims relating to false or deceptive advertising under US federal and state laws as well as foreign laws, including consumer protection statutes of some states |
A significant product liability or other legal judgment against the Company or a widespread product recall may negatively impact the Companyapstas profitability |
Even if a product liability or consumer fraud claim is unsuccessful or is not merited or fully pursued, the negative publicity surrounding such assertions regarding the Companyapstas products or processes could adversely affect its reputation and brand image |
14 _________________________________________________________________ New regulations could adversely affect the Companyapstas business |
Food production and marketing are highly regulated by a variety of federal, state, local and foreign agencies, and new regulations and changes to existing regulations are issued regularly |
Increased government regulation of the food industry, such as recent requirements regarding the labeling of trans-fat content, could result in increased costs to the Company and adversely affect itapstas profitability |
A possible spin-off from Altria may cause short-term volatility in the trading volume and market price of the Companyapstas common stock |
At December 31, 2005, Altria held 98dtta3prca of the combined voting power of the Companyapstas outstanding capital stock and owned 87dtta2prca of the outstanding shares of the Companyapstas capital stock |
Altria has publicly stated that it is considering a spin-off of the Company, which, if it were to occur, would significantly change the profile of the Companyapstas stockholders |
If a number of the Companyapstas new stockholders choose to sell their shares, or if there is a perception that such sales might occur, this may cause short-term volatility in the trading volume and market price of the Companyapstas common stock |
Changes in the Companyapstas credit ratings may have a negative impact on the Companyapstas financing costs |
The Company maintains revolving credit facilities that have historically been used to support the issuance of commercial paper |
A downgrade in the Companyapstas credit ratings, particularly its short-term credit rating, would likely reduce the amount of commercial paper the Company could issue, raise the Companyapstas borrowing costs, or both |
Volatility in the equity markets or interest rates could substantially increase the Companyapstas pension costs |
The projected benefit obligation and assets of the Companyapstas defined benefit pension plans as of the end of fiscal 2005 were dlra10dtta1 billion and dlra9dtta1 billion, respectively |
The difference between plan obligations and assets, or the funded status of the plans, is a significant factor in determining the net periodic benefit costs of the Companyapstas pension plans and the ongoing funding requirements of those plans |
Changes in interest rates, mortality rates, early retirement rates, investment returns and the market value of plan assets can impact the funded status of these plans and cause volatility in the net periodic benefit cost and future funding requirements of these plans |
In addition, any disposition of certain businesses and the terms of those disposition transactions may impact future contributions to the benefit plans and the related net periodic benefit cost |
A significant increase in the Companyapstas funding requirements could have a negative impact on its results of operations |