Kraft Heinz Co (KHC) Risk Factors

Recent key developments

Concrete developments — dated events, named agreements and instruments, legal proceedings — that Kraft Heinz Co surfaced in its latest filing.

• Announced intention to separate into two independent publicly traded companies via tax-free spin-off.September 2, 2025
• Board decided to pause work related to the Separation.February 11, 2026
• Berkshire Hathaway owns approximately 27.5% of the common stock.January 16, 2026
• Filed prospectus supplement to register up to 325,442,152 shares held by Berkshire Hathaway.January 20, 2026
• Approximately $20.9 billion aggregate principal amount of senior notes outstanding with maturities from 2026 through 2050.
• As of December 27, 2025, goodwill and intangible assets with a total carrying amount of $59.7 billion.December 27, 2025
• In 2025, recorded non-cash goodwill impairment losses of $9.3 billion.2025
• Commitment announced to remove FD&C colors from U.S. portfolio by end of 2027.2025
• Long-term debt is rated BBB with stable outlook from S&P Global Ratings.
• Long-term debt is rated BBB with rating watch negative outlook from Fitch Ratings.
• Long-term debt is rated Baa2 with ratings under review for downgrade from Moody's Investor Services, Inc.
• In November 2023, the Board authorized repurchases up to $3.0 billion through December 26, 2026.November 2023
• As of December 27, 2025, approximately $1.5 billion of repurchase authorization remains.December 27, 2025
• Our business in Russia generated approximately 1% of consolidated net sales for the year ended December 27, 2025.December 27, 2025
• Our Russian business had a cash and cash equivalents balance equal to approximately $140 million as of December 27, 2025.December 27, 2025
• Company is currently under examination for income taxes by the IRS for the years 2018 through 2022.
• In 2023, received two Notices of Proposed Adjustment relating to transfer pricing with foreign subsidiaries for the years 2018 and 2019.2023
• The 2023 NOPAs propose an increase to U.S. taxable income that could result in additional U.S. federal income tax expense and liability of approximately $200 million for 2018 and approximately $210 million for 2019, excluding interest, and assert penalties of approximately $85 million for each of 2018 and 2019.2023
• In 2025, received two NOPAs for the years 2020 through 2022 that could result in additional U.S. federal income tax expense and liability of approximately $200 million for 2020, $210 million for 2021, and $200 million for 2022, excluding interest, and assert penalties of approximately $85 million for each of the years of 2020, 2021, and 2022.2025
• The company has a Senior Credit Facility with a financial covenant to maintain a minimum shareholders' equity balance excluding accumulated other comprehensive income/(losses).
• Pending litigation alleges certain products are 'ultra-processed' and consuming them causes adverse health impacts.
• Packaging containing PFAS is subject to regulation.
• European Union's Corporate Sustainability Reporting Directive and Corporate Sustainability Due Diligence Directive may impose sustainability-related disclosure requirements.
• State of California's climate disclosure requirements may impose sustainability-related disclosure requirements.