Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Forward-Looking Statements
Certain statements in this report, other than purely historical
information, including estimates, projections, statements
relating to our business plans, objectives and expected
operating results, and the assumptions upon which those
statements are based, are “forward-looking statements”
within the meaning of the Private Securities Litigation
Reform Act of 1995, Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of
1934. Forward-looking statements may appear throughout
this report, including without limitation, the following
sections: “Management's Discussion and Analysis,” “Risk
Factors” and "Notes 4, 8 and 13 to the Consolidated
Financial Statements." These forward-looking statements
generally are identified by the words “believe,” “project,”
“expect,” “anticipate,” “estimate,” “intend,” “strategy,”
“future,” “opportunity,” “plan,” “may,” “should,” “will,”
“would,” “will be,” “will continue,” “will likely result” and
similar expressions. Forward-looking statements are based
on current expectations and assumptions, which are subject
to risks and uncertainties that may cause results to differ
materially from those expressed or implied in the forward-
looking statements. We undertake no obligation to update or
revise publicly any forward-looking statements, whether
because of new information, future events or otherwise,
except to the extent required by law.
Risks and uncertainties to which our forward-looking
statements are subject include, without limitation: (1) the
ability to successfully manage global financial risks,
including foreign currency fluctuations, currency exchange
or pricing controls and localized volatility; (2) the ability to
successfully manage local, regional or global economic
volatility, including reduced market growth rates, and to
generate sufficient income and cash flow to allow the
Company to effect the expected share repurchases and
dividend payments; (3) the ability to manage disruptions in
credit markets or to our banking partners or changes to our
credit rating; (4) the ability to maintain key manufacturing
and supply arrangements (including execution of supply
chain optimizations and sole supplier and sole manufacturing
plant arrangements) and to manage disruption of business
due to various factors, including ones outside of our control,
such as natural disasters, acts of war (including the Russia-
Ukraine War) or terrorism or disease outbreaks; (5) the
ability to successfully manage cost fluctuations and
pressures, including prices of commodities and raw materials
and costs of labor, transportation, energy, pension and
healthcare; (6) the ability to stay on the leading edge of
innovation, obtain necessary intellectual property protections
and successfully respond to changing consumer habits,
evolving digital marketing and selling platform requirements
and technological advances attained by, and patents granted
to, competitors; (7) the ability to compete with our local and
global competitors in new and existing sales channels,
including by successfully responding to competitive factors
such as prices, promotional incentives and trade terms for
products; (8) the ability to manage and maintain key
customer relationships; (9) the ability to protect our
reputation and brand equity by successfully managing real or
perceived issues, including concerns about safety, quality,
ingredients, efficacy, packaging content, supply chain
practices or similar matters that may arise; (10) the ability to
successfully manage the financial, legal, reputational and
operational risk associated with third-party relationships,
such as our suppliers, contract manufacturers, distributors,
contractors and external business partners; (11) the ability to
rely on and maintain key company and third-party
information and operational technology systems, networks
and services and maintain the security and functionality of
such systems, networks and services and the data contained
therein; (12) the ability to successfully manage uncertainties
related to changing political conditions and potential
implications such as exchange rate fluctuations and market
contraction; (13) the ability to successfully manage current
and expanding regulatory and legal requirements and matters
(including, without limitation, those laws and regulations
involving product liability, product and packaging
composition, intellectual property, labor and employment,
antitrust, privacy and data protection, tax, the environment,
due diligence, risk oversight, accounting and financial
reporting) and to resolve new and pending matters within
current estimates; (14) the ability to manage changes in
applicable tax laws and regulations; (15) the ability to
successfully manage our ongoing acquisition, divestiture and
joint venture activities, in each case to achieve the
Company’s overall business strategy and financial
objectives, without impacting the delivery of base business
objectives; (16) the ability to successfully achieve
productivity improvements and cost savings and manage
ongoing organizational changes while successfully
identifying, developing and retaining key employees,
including in key growth markets where the availability of
skilled or experienced employees may be limited; (17) the
ability to successfully manage the demand, supply and
operational challenges, as well as governmental responses or
mandates, associated with a disease outbreak, including
epidemics, pandemics or similar widespread public health
concerns (including COVID-19); (18) the ability to manage
the uncertainties, sanctions and economic effects from the
war between Russia and Ukraine; and (19) the ability to
successfully achieve our ambition of reducing our
greenhouse gas emissions and delivering progress towards
our environmental sustainability priorities. A detailed
discussion of risks and uncertainties that could cause actual
results and events to differ materially from those projected
herein is included in the section titled "Economic Conditions
and Uncertainties" and the section titled "Risk Factors" (Part
I, Item 1A) of this Form 10-K.
Purpose, Approach and Non-GAAP Measures
The purpose of Management's Discussion and Analysis
(MD&A) is to provide an understanding of Procter &
Gamble's financial condition, results of operations and cash
flows by focusing on changes in certain key measures from
year to year. The MD&A is provided as a supplement to,
The Procter & Gamble Company 13