UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 20192021
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from             to             
Commission File No.Number: 001-11261
SONOCO PRODUCTS COMPANY
(Exact name of registrant as specified in its charter)

Incorporated under the laws
of South Carolina
(State or other jurisdiction of incorporation or organization)
 
I.R.S.57-0248420 (I.R.S. Employer Identification
No. 57-0248420
)
1 N. Second St. Hartsville, South Carolina (Address of principal executive offices)29550 (Zip Code)
1 N. Second St.
Hartsville, South Carolina 29550
Telephone: 843/(843) 383-7000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading symbolSymbol(s)Name of each exchange on which registered
No par value common stockSONNew York Stock Exchange LLC
Securities registered pursuant to Section 12(g) of the Act:    None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes      No  
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes      No  
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 (§232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 filerAccelerated filer  Non-accelerated filerSmaller reporting companyEmerging 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  
The aggregate market value of voting common stock held by nonaffiliates of the registrant (based on the New York Stock Exchange closing price) on June 28, 2019,July 2, 2021, which was the last business day of the registrant’s most recently completed second fiscal quarter, was $6,455,701,379. Registrant does not (and did not at June 30, 2019) have any non-voting common stock outstanding.$6,541,267,123.
As of February 14, 2020,18, 2022, there were 100,255,00897,452,785 shares of no par value common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the annual meeting of shareholders to be held on April 15, 2020,20, 2022, which statement shall be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Report relates, are incorporated by reference in Part III.



TABLE OF CONTENTS
  
  
Page
Part I
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
Part II
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
Item 9C.
Part III
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Part IV
Item 15.
Item 16.




SONOCO PRODUCTS COMPANY
 
Forward-looking statements
Statements included in this Annual Report on Form 10-K that are not historical in nature, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those settlements are based, are intended to be, and are hereby identified as “forward-looking statements” for purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended. In addition, the Company and its representatives may from time to time make other oral or written statements that are also “forward-looking statements.” Words such as "anticipate," "aspires," "assume," "believe," "can," "committed," "commitment," "consider," "could," "envision," “estimate,” “project,”"expect," "forecast," "future," "goal," "guidance," “intend,” “expect,” “believe,” “consider,”"may," "might," "objective," "opportunity," "outlook," “plan,” "potential," "project," "re-envision," “strategy,” “opportunity,” “commitment,” “target,” “anticipate,” “objective,” “goal,” “guidance,” “outlook,” “forecast,” “future,” “re-envision,” “assume,” “will,” “would,” “can,” “could,” “may,” “might,” “aspires,” “potential,” or the negative thereof, and similar expressions identify forward-looking statements. Forward-looking statements in this Annual Report on Form 10-K include, but are not limited to, statements regarding:

availability and supply of raw materials, and offsetting high raw material costs, including the potential impact of potential changes in tariffs;
potential impacts of the COVID-19 pandemic on the Company's business, operations and financial condition;
consumer and customer actions in connection with the COVID-19 pandemic;
improved productivity and cost containment;
improving margins and leveraging strong cash flow and financial position;
effects of acquisitions and dispositions;divestitures, including the Company's acquisition of Ball Metalpack Holding, LLC ("Ball Metalpack");
realization of synergies resulting from acquisitions;acquisitions, including the acquisition of Ball Metalpack;
costs, timing and effects of restructuring activities;
adequacy and anticipated amounts and uses of cash flows;
expected amounts of capital spending;
refinancing and repayment of debt;
financial and business strategies and the results expected of them;
financial results for future periods;
producing improvements in earnings;
profitable sales growth and rates of growth;
market leadership;
research and development spending;
expected impact and costs of resolution of legal proceedings;
extent of, and adequacy of provisions for, environmental liabilities;liabilities and sustainability commitments;
sustainability commitments;commitments to reduce greenhouse gas emissions;
adequacy of income tax provisions, realization of deferred tax assets, outcomes of uncertain tax issues and tax rates;
goodwill impairment charges and fair values of reporting units;
future asset impairment charges and fair values of assets;
anticipated contributions to pension and postretirement benefit plans, fair values of plan assets, long-term rates of return on plan assets, and projected benefit obligations and payments;
expected impact of implementation of new accounting pronouncements;
creation of long-term value and returns for shareholders;
continued payment of dividends; and
planned stock repurchases.

Such forward-looking statements are based on current expectations, estimates and projections about our industry, management's beliefs and certain assumptions made by management. Such information includes, without limitation, discussions as to guidance and other estimates, perceived opportunities, expectations, beliefs, plans, strategies, goals and objectives concerning our future financial and operating performance. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, actual results may differ materially from those expressed or forecasted in such forward-looking statements. TheSuch risks, uncertainties and assumptions include, without limitation:

availability and pricing of raw materials, energy and transportation, including the impact of potential changes in tariffs or sanctions and escalating trade wars and the impact of war and other geopolitical tensions (such as the ongoing military conflict between Russia and Ukraine and economic sanctions related thereto), and the Company's ability to pass raw material, energy and transportation price increases and surcharges through to customers or otherwise manage these commodity pricing risks;
impacts arising as a result of the COVID-19 pandemic on our results of operations, financial condition, value of assets, liquidity, prospects, growth, and on the industries in which we operate and that we serve, resulting from, without limitation, recent and ongoing financial market volatility, potential governmental actions, changes in consumer behaviors and demand, changes in customer requirements, disruptions to the Company's suppliers and supply chain, availability of labor and personnel, necessary modifications to operations and business, and uncertainties about the extent and duration of the pandemic;
costs of labor;
work stoppages due to labor disputes;
success of new product development, introduction and sales;
success of implementation of new manufacturing technologies and installation of manufacturing equipment, including the startup of new facilities and lines;
consumer demand for products and changing consumer preferences;
ability to be the low-cost global leader in customer-preferred packaging solutions within targeted segments;
competitive pressures, including new product development, industry overcapacity, customer and supplier consolidation, and changes in competitors' pricing for products;
financial conditions of customers and suppliers;
ability to maintain or increase productivity levels, contain or reduce costs, and maintain positive price/cost relationships;
ability to negotiate or retain contracts with customers, including in segments with concentration of sales volume;
inventory management strategies of customers;
timing of introduction of new products or product innovations by customers;
collection of receivables from customers;
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ability to improve margins and leverage cash flows and financial position;
ability to manage the mix of business to take advantage of growing markets while reducing cyclical effects of some of the Company's existing businesses on operating results;
ability to maintain innovative technological market leadership and a reputation for quality;
ability to attract and retain talented and qualified employees, managers and executives;
ability to profitably maintain and grow existing domestic and international business and market share;
ability to expand geographically and win profitable new business;
ability to identify and successfully close suitable acquisitions at the levels needed to meet growth targets, andtargets;
ability to successfully integrate newly acquired businesses, including Ball Metalpack, into the Company's operations;operations and realize synergies and other anticipated benefits within the expected time period, or at all;
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the costs, timing and results of restructuring activities;
availability of credit to us, our customers and suppliers in needed amounts and on reasonable terms;
effects of our indebtedness on our cash flow and business activities;
fluctuations in interest rates and our borrowing costs;
fluctuations in obligations and earnings of pension and postretirement benefit plans;
accuracy of assumptions underlying projections of benefit plan obligations and payments, valuation of plan assets, and projections of long-term rates of return;
timing of funding pension and postretirement benefit plan obligations;
cost of employee and retiree medical, health and life insurance benefits;
resolution of income tax contingencies;
foreign currency exchange rate fluctuations, interest rate and commodity price risk and the effectiveness of related hedges;
changes in U.S. and foreign tariffs, tax rates, and tax laws, regulations interpretations and implementationinterpretations thereof;
the adoption of new, or changes in, accounting standards or interpretations;
challenges and assessments from tax authorities resulting from differences in interpretation of tax laws, including income, sales and use, property, value added, employment, and other taxes;
accuracy in valuation of deferred tax assets;
accuracy of assumptions underlying projections related to goodwill impairment testing, and accuracy of management's assessment of goodwill impairment;
accuracy of assumptions underlying fair value measurements, accuracy of management's assessments of fair value and fluctuations in fair value;
ability to maintain effective internal controls over financial reporting;
liability for and anticipated costs of resolution of litigation, regulatory actions, or other legal proceedings;
liability for and anticipated costs of environmental remediation actions;
effects of environmental laws and regulations;
operational disruptions at our major facilities;
failure or disruptions in our information technologies;
failuresfailure of third party transportation providers to deliver our products to our customers or to deliver raw materials to us;
substantially lower than normal crop yields;
loss of consumer or investor confidence;
ability to protect our intellectual property rights;
changes in laws and regulations relating to packaging for food products and foods packaged therein, other actions and public concerns about products packaged in our containers, or chemicals or substances used in raw materials or in the manufacturing process;
changing consumer attitudes toward plastic packaging;
ability to meet sustainability targets and challenges in implementation;
changing climate, climate change regulations and greenhouse gas effects;
ability to meet commitments to reduce greenhouse gas emissions;
actions of domestic or foreign government agencies and other changes in laws and regulations affecting the Company and increased costs of compliance;
international, national and local economic and market conditions and levels of unemployment;
economic disruptions resulting from war and other geopolitical tensions (such as the ongoing military conflict between Russia and Ukraine), terrorist activities and natural disasters; and
accelerating inflation.

More information about the risks, uncertainties and assumptions that may cause actual results to differ materially from those expressed or forecasted in forward-looking statements is provided in this Annual Report on Form 10-K under Item 1A - "Risk Factors" and throughout other sections of this report and in other reports filed with the Securities and Exchange Commission. In light of these various risks, uncertainties and assumptions, the forward-looking events discussed in this Annual Report on Form 10-K might not occur.

The Company undertakes no obligation to publicly update or revise forward-looking statements, whether as a result of new information, future events or otherwise.otherwise, except as may be required by law. You are, however, advised to review any further disclosures we make on related subjects, and about new or additional risks, uncertainties and assumptions, in our future filings with the Securities and Exchange Commission on Forms 10-K, 10-Q and 8-K.
References to our website address
References to our website address and domain names throughout this Annual Report on Form 10-K are for informational purposes only, or to fulfill specific disclosure requirements of the Securities and Exchange Commission’s rules or the New York Stock Exchange Listing Standards. These references are not intended to, and do not, incorporate the contents of our websites by reference into this Annual Report on Form 10-K.
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PART I
 
Item 1. Business
(a) General developmentDevelopment of businessBusiness
Sonoco Products Company ("Sonoco," "the Company," "we," "us," or "our") is a South Carolina corporation originally founded in Hartsville, South Carolina, in 1899 as the Southern Novelty Company. At its beginnings in 1899, a team of 12 people worked from a rented warehouse in Hartsville, South Carolina. The Company’s first product was a cone-shaped paper yarn carrier used for winding and transporting yarn. Since most of the textile cones of that day were wooden, paper cones were a novelty. The Company soon became the leading producer of cones in the United States. The Southern Novelty Company continued to diversify its product line and add new operations around the country. In 1923, the Southern Novelty Company name was changed to Sonoco Products Company, or "Sonoco," using the first two letters from each word of its original name.
Sonoco is now a multi-billion dollar global manufacturer of a variety of consumer, industrial, protective, and consumerhealthcare packaging products. The Company has approximately 300 locations in 32 countries, serving some of the world’s best-known brands in some 85 nations. Sonoco is committed to creating sustainable products, services and programs for our customers, employees and communities that support our corporate purpose: Better Packaging. Better Life. Our goal is to bring more to packaging than just the package by offering integrated packaging solutions that help define brand personalities, creating unique customer experiences, and enhancing the quality of products. We seek to help our customers solve their packaging challenges by connecting insights to innovation and developing customized solutions that are tailored to the customer’s goals and objectives.
Sonoco changed its financial reporting structure effective January 1, 2021, to reflect the way it manages its operations, evaluates performance and allocates resources. The revised structure consists of two reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other.
The former Protective Solutions and Display and Packaging segments were eliminated and the underlying businesses and their results were realigned into All Other or, in certain cases, subsumed into the remaining two reportable segments. The Company divested its global display and packaging business in two separate transactions: the European contract packaging business on November 30, 2020 and the U.S. display and packaging business on April 4, 2021. Prior to the divestitures, these businesses were reported in All Other. Information about products and services of these segments and the markets they serve is discussed below under “Description of business.” Segment financial information for prior periods has been recast to conform to the current-year presentation.
On January 26, 2022, Sonoco completed the acquisition of Ball Metalpack Holding, LLC ("Ball Metalpack"), a providerleading supplier of sustainable metal packaging services, with approximately 320 locationsfor food and household products and the largest aerosol can manufacturer in 36 countries. North America, for an aggregate purchase price of $1.35 billion in cash, subject to customary adjustments, including for working capital, cash and indebtedness.
(c) Narrative descriptionDescription of businessBusiness
TheSegment Reporting
As noted above, the Company currently reports its financial results in fourtwo reportable segments – Consumer Packaging Paper and Industrial Converted Products, Display andPaper Packaging, and Protective Solutions. Informationwith all remaining businesses reported as All Other. Further information about the Company’s reportable segments is provided in Note 18 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K. We anticipate that the operations of Ball Metalpack will be included in the Consumer Packaging segment in future periods.
Consumer Packaging
The Consumer Packaging segment accounted for approximately 44%42%, 44%43% and 42%41% of the Company’s consolidated net sales in the years ended December 31, 2019, 20182021, 2020 and 2017,2019, respectively. The operations in this segment consistconsisted of 8683 plants throughout the world.world as of December 31, 2021. The products, services and markets of the Consumer Packaging segment, areprior to the Ball Metalpack acquisition, were as follows:
Products and Services  Markets
Round composite cans,and shaped rigid paperboardpaper containers; fiber and plastic caulk/adhesive tubes; aluminum, steelmetal and peelable membrane easy-open closures for compositeends and metal cans;closures; thermoformed rigid plastic trays cups and bowls; injection molded containers, spools and parts;containers; high-barrier flexible and forming plastic packaging films modified atmosphere packaging, lidding films,and printed flexible packaging; rotogravure cylinder engraving,engraving; and global brand artwork management

  Stacked chips, snacks, nuts, cookies, crackers, other hard-baked goods, candy, gum, frozen concentrate, powdered and liquid beverages, powdered infant formula, coffee, refrigerated dough, frozen foods and entrees, processed foods, fresh fruits, vegetables, fresh-cut produce, salads, fresh-baked goods, eggs, seafood, poultry, soup, pasta, dairy, sauces, dips, condiments, pet food, meats, and cheeses labels
Within the Consumer Packaging segment, Sonoco’s rigid packaging – paper-based products – ispaper containers are the Company’s largest revenue-producing group of products and services, representing approximately 22%24% of consolidated net sales in the year ended December 31, 2019.2021. This group comprised 25% and 21% and 22% of consolidated net sales in 20182020 and 2017,2019, respectively.
Display andIndustrial Paper Packaging
The DisplayIndustrial Paper Packaging segment, previously called "Paper and Packaging segmentIndustrial Converted Products," accounted for approximately 10%44%, 11%38% and 10%39% of the Company’s consolidated net sales in the years ended December 31, 2019, 20182021, 2020 and 2017, respectively. The operations in this segment consist of 22 plants around the world including the United States, Poland, Mexico and Brazil. The products, services and markets of the Display and Packaging segment are as follows:
Products and ServicesMarkets
Point-of-purchase displays; custom packaging; retail packaging, including printed backer cards, thermoformed blisters and heat sealing equipment; fulfillment; primary package filling; supply chain management; paperboard specialtiesMiscellaneous foods and beverages, candy, electronics, personal care, baby care, cosmetics, fragrances, hosiery, office supplies, toys, home and garden, medical, over-the-counter drugs, sporting goods, hospitality industry, advertising
Paper and Industrial Converted Products
The Paper and Industrial Converted Products segment accounted for approximately 37%, 35% and 37% of the Company’s consolidated net sales in the years ended December 31, 2019, 2018 and 2017, respectively. This segment servesserved its markets through 183178 plants on five continents.continents as of December 31, 2021. Sonoco’s paper operations provide the primary raw material for the Company’s fiber-based packaging. Sonoco uses approximately 52%46% of the paper it manufactures, and the remainder is sold to third parties. This vertical integration strategy iswas supported by 2523 paper mills with 3431 paper machines and 2423 recycling facilities throughout the world.world as of December 31, 2021. In 2019,2021, Sonoco had the capacity to manufacture approximately 2.42.2 million tons of recycled paperboard. The products,
4 FORM 10-K SONOCO 2021 ANNUAL REPORT


services and markets of the Industrial Paper and Industrial Converted Products segmentPackaging are as follows:
Products and Services  Markets
Recycled paperboard, chipboard, tubeboard, lightweight corestock, boxboard, linerboard, corrugating medium, edgeboard, specialty paper grades, and adhesives; paperboard tubes and cores, molded plugs, and reels; paper-based cones and pallets; paper-based protective packaging; collection, processing and recycling of old corrugated containers, paper, plastics, metal, glass and other recyclable materials; and flexible intermediate bulk containers and bulk bags  Converted paperboard products, spiral winders, construction, plastic films, flowable products, metal, paper mills, shipping and storage, tape and labels, textiles, wire and cable, adhesives, appliances, heating and air conditioning, office furnishings, fitness equipment, promotional and palletized distribution, municipal, residential, customers’ manufacturing and distribution facilities and fiber protective packaging
In 2019,2021, Sonoco’s tubes and cores products were the Company’s second largest revenue-producing group of products, representing approximately 20%21% of consolidated net sales in the year ended December 31, 2019.2021. This group comprised 20% and 22%comprised 19% of consolidated net sales in 2018both 2020 and 2017, respectively.

2019.
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Protective SolutionsAll Other
The Protective Solutions segmentbusinesses grouped as All Other accounted for approximately 10%14%, 10%19%, and 11%20% of the Company’s consolidated net sales in the years ended December 31, 2019, 20182021, 2020 and 2017,2019, respectively. The operations in this segment consistconsisted of 2935 plants throughout the world.world as of December 31, 2021. Prior to their divestitures in 2020 and 2021, the Company's global display and packaging businesses, which included point-of-purchase displays, fulfillment operations, and contract packaging, were reported in All Other. The products, services and markets of the Protective Solutions segmentbusinesses grouped as All Other are as follows: 
Products and Services  Markets
Custom-engineered, paperboard-basedThermoformed rigid plastics trays and expandeddevices, custom-engineered, molded foam protective packaging and components; temperature-assured packaging; retail security packaging, including printed backer cards, thermoformed blisters and heat sealing equipment; injection molded and extruded containers, spools and parts; and paper amenities  Consumer electronics,Medical devices, pharmaceuticals, electronics; automotive, appliances, medical devices, temperature-sensitive pharmaceuticals and food, heatingfood; miscellaneous foods and air conditioning,beverages, personal care, cosmetics, fragrances, hosiery, office furnishings, fitness equipment, promotionalsupplies, home and palletized distributiongarden, over-the-counter drugs, sporting goods, hospitality industry
Other Aspects of the Company's Business
Product Distribution – Each of the Company’s operating units has its own sales staff, and maintains direct sales relationships with its customers. Some of the units have service staff at the manufacturing facility that interact directly with customers. The Industrial Paper and Industrial Converted Products Packaging segment and certain operations within the Consumer Packaging segment have customer service centers located in Hartsville, South Carolina, which are the main contact points between their North American business units and their customers. Divisional sales personnel also provide sales management, marketing and product development assistance as needed. Typically, product distribution is directly from the manufacturing plant to the customer, but in some cases, product is warehoused in a mutually advantageous location to be shipped to the customer as needed.
Raw Materials – The principal raw materials used by the Company are recovered paper, paperboard, steel, aluminum and plastic resins. Raw materials are purchased from a number of outside sources. The Company considers the supply and availability of raw materials to be adequate to meet its needs.
Patents, Trademarks and Related Contracts – Most inventions and product and process innovations are generated by Sonoco’s development, marketing and engineering staffs,staff, and are important to the Company’s internal growth. Patents have been granted on many inventions created by Sonoco staff in the United States and in many other countries. Patents and trade secrets were acquired as part of several acquisitions over the past two years, including the acquisitionsAugust 2020 acquisition of Thermoform Engineered Quality, LLC,Can Packaging and Plastique Holdings, LTD, (together "TEQ"), Corenso Holdings America, Inc. ("Corenso"), the remaining 70 percent interest in Conitex Sonoco (BVI), Ltd., and Highland Packaging Solutions. January 2022 acquisition of Ball Metalpack. These patents are managed globally by a Sonoco intellectual capital management team through the Company’s subsidiary, Sonoco Development, Inc. (SDI). SDI globally manages patents, trade secrets, confidentiality agreements and license agreements. Some patents have been licensed to other manufacturers. Sonoco also licenses a few patents from outside companies and universities. U.S. patents expire after about 20 years, and patents on new innovations replace many of the abandoned or expired patents. A second intellectual capital subsidiary of Sonoco, SPC Resources, Inc., globally manages Sonoco’s trademarks, service marks, copyrights and Internet domain names. Most of Sonoco’s products are marketed worldwide under trademarks such as Sonoco®, SmartSeal®, Sonotube®, Sealclick®, Sonopost® and UltraSeal®. Sonoco’s registered web domain names such as www.sonoco.com and www.sonotube.com provide information about Sonoco, its people and its products. Trademarks and domain names are licensed to outside companies where appropriate.
Seasonality The Company’s Although demand for some of the Company's products varies seasonally, overall the Company's operations are not seasonal to any significant degree, although the Display and Packaging segment normally reports slightly higher sales and operating profits in the second half of the year, when compared with the first half.
Working Capital Practices – The Company is not required to carry any significant amounts of inventory to meet customer requirements or to assure itself continuous allotment of goods.degree.
Dependence on CustomersOn an aggregate basis during 2019,2021, the five largest customers in the Paper and Industrial Converted Products segment, the Consumer Packaging segmentsegment and the Protective SolutionsIndustrial Paper Packaging segment accounted for approximately 6%approximately 28% and 9%, 27% and 16%, respectively, of each segment’s net sales.sales. The dependence on a few customers in the Display and Packaging segment is more significant, as the five largest customers in this segmentthe All Other group of businesses accounted for approximately 58%13% of that segment’sthe group’s net sales.
Sales to the Company’s largest customer represented 4.6%represented 4.2% of consolidatedconsolidated revenues in 2019.2021. This concentration of sales volume resulted in a corresponding concentration of credit, representing approximatelyapproxima 8%tely 3.4% of the Company’s consolidated trade accounts receivable at December 31, 2019.2021. The Company’s next largest customer comprised 3.7%3.0% of coconsolidatednsolidated revenues in 2019.2021.
Backlog – Most customer orders are manufactured with a lead time of three weeks or less. Therefore,Additional information regarding Sonoco's customers is provided in Item 1A - Risk Factors under the amount of backlog orders at December 31, 2019, was not material. The Company expects all backlog orders at December 31, 2019,caption "Risks Related to be shipped during 2020.Competition, Customers and Suppliers."
Competition – The Company sells its products in highly competitive markets, which include paper, textile, film, food, chemical, packaging, construction, and wire and cable. All of these markets are influenced by the overall rate of economic activity, and their behavior is principally driven by supply and demand. Because we operate in highly competitive markets, we regularly bid for new and continuing business. Losses and/or awards of business from our largest customers, customer changes to alternative forms of packaging, and the repricing of business, can have a significant effect on our operating results. The Company manufactures and sells many of its products globally. The Company, having operated internationally since 1923, considers its ability to serve its customers worldwide in a timely and consistent manner a competitive advantage. The Company also believes that its technological leadership, reputation for quality, and vertical integration are competitive advantages. Expansion of
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the Company’s product lines and global presence is driven by the rapidly changing needs of its major customers, who demand high-quality, state-of-the-art, environmentally compatible packaging, wherever they choose to do business. It is important to be a low-cost producer in order to compete effectively. The Company is constantly focused on productivity improvements and other cost-reduction initiatives utilizing the latest in technology. Additional information regarding competition is provided in Item 1A - Risk Factors under the caption "Risks Related to Competition, Customers and Suppliers."
Compliance with EnvironmentalGovernment Regulations and Laws The Company must comply with extensive laws, rules and regulations in the United States and in each of the countries where it conducts business with respect to a variety of matters. Management believes that the Company is in compliance with all material applicable government regulations, including environmental regulations and does not believe that there is any material impact on capital expenditures, earnings, or competitive position as a result of efforts to comply with these regulations. Information regarding compliance with government regulations, including environmental laws, is provided in Item 1A - Risk Factors, in Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations under the caption “Risk Management,” and in Note 16 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K.
Number of EmployeesCultureAt Sonoco, had approximately 23,000 employees worldwide asour purpose is engrained in our culture. In fact, it drives our culture. It drives our product development. It drives how we work with our customers and each other. It drives what we do, and the decisions we make. Our purpose isn’t just a collection of December 31, 2019.words. It represents the collective spirit of an organization focused on one thing: Better Packaging. Better Life.

Sustainability
- Packaging plays a fundamental role in providing safe and hygienic delivery systems for food, medicines and other essential products around the world. However, we believe the importance of packaging extends beyond its functionality to also include its impact on the planet. During 2020, we established a new corporate team, led by a staff vice president directly reporting to our CEO, to champion our global sustainability efforts. This team leads the Company’s global sustainability programs for all our Consumer- and Industrial-related packaging businesses, including driving efforts to meet our climate change related goals, and addressing the complex regulatory and policy environment landscape. Additionally, we have set up a Corporate Sustainability Council to provide oversight, guidance, and direction on social, community, and environmental issues that impact the reputation and economic performance of the Company and to help address the concerns of our stakeholders. The Council meets quarterly and reports to and is sponsored by Sonoco’s president and CEO. The Council reports on Sonoco’s sustainability activities, biannually, to the Board of Directors.
Our sustainability goals include the following key elements:
Greenhouse Gas Emissions - While we have reduced normalized greenhouse gas ("GHG") emissions by approximately 25% since 2009, we are committed to further improving our environmental impact by setting ambitious new targets to reduce our global greenhouse gas emissions in line with the Paris Agreement, which is aimed at limiting the warming of global temperatures to well below 2°C above pre-industrial levels. Specifically, Sonoco aims to reduce absolute scope 1 and 2 GHG emissions by 25% by 2030 from a 2020 base year. We have also set a goal to reduce absolute scope 3 GHG emissions by 13.5% by 2030 from a 2019 base year by working with our customers and suppliers to develop innovative packaging solutions that reduce packaging waste and improve recyclability. These goals were validated by the Science-Based Target Initiative in June 2021. In addition, we are actively studying necessary operational changes, technology developments and market changes that would be required to achieve net-zero GHG emissions by 2050.
To meet our Science-Based Targets over the next decade, each of our more than 300 global operations are focused on reducing GHG emissions by investing in energy efficiency and renewable energy projects along with purchasing electricity from certified green and reduced-carbon energy sources. In addition, we are incorporating sustainability and environmental metrics into each of our business units’ plans and management incentives.
Energy Usage - In support of our GHG emission reductions, Sonoco aims to continue energy efficiency improvements in our manufacturing plants targeted to reduce normalized energy use by at least 8% by 2030 from a 2020 baseline in addition to investing in energy efficiency, renewable energy and alternative power projects. For example, our "Greening of the Grid" project includes purchasing less carbon intensive electricity from utilities. We believe these actions will reduce cumulative scope 2 GHG emissions by up to 10% by 2030. Also, our ongoing plant efficiency projects are intended to drive an 8% cumulative reduction in scope 1 GHG emissions, stemming from direct investments in plant boiler efficiency, compressed air, LED lighting, vacuum systems, HVAC systems and process chillers.

Water Usage -
Reducing our water consumption is part of being responsible stewards of our planet’s resources. Many of our actions to reduce water usage involve our global paper mills, which account for the majority of our global water usage. We plan to conduct water risk studies at these manufacturing facilities using WRI Aqueduct, WWF Water Rich Filter or similar tools.

Plastic
Usage - We are committed to responsibly managing resins use at our facilities and are implementing "Operation Clean Sweep", a program focused on preventing discharge of plastic pellets into the environment. We are also working to ensure we can make relevant on-pack recyclability claims for at least 75% of our global rigid plastic product portfolio, while also ensuring we are closing the loop through continued use of post-consumer recycled content.

Recycling
- We also serve as a valued partner to our customers to reduce the environmental impact of their packaging. As such, by utilizing recycled materials, the Company has already achieved its goal set in 2019 to increase to at least 85% of the amount, based on weight, of product we recycle or cause to be recycled as a percent of the product we put in the marketplace.
We are focused on continuing to reduce energy usage and air emissions by improving energy efficiency through targeted investments and initiatives. We continue to engage in activities and make investments that we believe will enable us to innovate our products and improve our operational infrastructure as well as drive end-of-life solutions for our products and develop partnerships with key stakeholders across our value chain to help deliver sustainable solutions.
Human Capital Management -Sonoco’s core belief that “we are only as strong as our people” underlies our efforts to attract, acquire and retain talented employees for our global businesses. We seek to engage, develop and reward our employee base of approximately 20,500 so they can successfully pursue our purpose of Better Packaging. Better Life. We depend on our employees to achieve our mission of creating sustainable packaging solutions that help build our customers’ brands, enhance the quality of their products and improve the quality of life for people around the world. We work towards this goal by establishing a foundation for actions that support health and safety, diversity and inclusion, and talent development.

Health and Safety

– Protecting the health and safety of our employees is a top priority, and we are committed to providing a safe working environment for all our associates. We use global and local incident data along with identifying leading indicators to create program and safety improvement action plans to reduce conditions and behaviors that lead to at-risk situations. In 2021, we moved our safety program from a historical lagging indicator focus to a more proactive, leading indicator approach. Overall injuries in 2021 were slightly down from 2020 but more importantly were down 10% from 2019. To promote the prevention of more significant Life Changing Events, which are injuries or incidents that cause or have the potential to cause permanent disabilities or the loss of life, we engaged outside experts to conduct assessments of high-risk activities and leveraged learnings globally. In addition, we evaluated our safety systems to improve focus and resources. Globally, we achieved completion of 99% of all safety improvement action plans, which are site level improvement plans designed to reduce risk. Finally, our operations leadership worked together to develop a new safety playbook which will be used globally in 2022 to further train our employees.
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Our focus on safeguarding the health of our employees continued to evolve around actions we took to reduce exposures to COVID-19. We continued to implement safety protocols across our facilities following recommendations by the U.S. Center for Disease Control and Prevention and the World Health Organization. As the pandemic continuously evolved, we put in place measures and practices for the health and safety of our employees, customers and suppliers, and in response to changing local laws. We proactively provided employees with personal protective equipment, and where possible, provided on-site testing and vaccination clinics.
Diversity and Inclusion– Sonoco embraces Diversity and Inclusion, and our efforts to increase diversity within our Company are an organizational priority. As of December 31, 2021, our employees were located in the following geographic regions: 53% in North America; 19% in Europe, Middle East and Africa; 17% in Latin America; and 11% in Asia Pacific. Our global workforce is 26% female and 74% male and 34% of our U.S. employees identify as a racial minority. We have labor unions in all regions of our operations, and in North America, approximately 16% of our employees are represented by unions. We rely on the unique qualities and talents of our employees to help us meet our strategic priorities. Our Diversity and Inclusion goals are focused on increasing the representation of women and racial minorities into more salaried and senior leadership positions. We are working toward this goal by increasing hiring, focusing on development and promotions, as well as focusing on retention efforts. We made significant progress in talent acquisition during 2021, despite a challenging labor market. In the U.S., 44% of employee hires were female and 34% a member of a minority group in 2021. For the past 10 years, Sonoco’s employees have expanded and improved our Global Diversity and Inclusion Council, which is chaired by our President and CEO. In 2020, the Global Diversity and Inclusion Council chartered a new Business Resource Group ("BRG"), Black Employees @ Sonoco, to join our other five existing BRGs. In 2021, we continued to focus council activities on workforce representation (diversity) and work environment (inclusion) by addressing unconscious bias to promote an environment where diverse backgrounds are appreciated, and diverse ideas are heard. In addition, we are committed to lifting up historically disadvantaged businesses in an effort to make a positive economic impact on society. We have had a dedicated Supplier Diversity program since 2004, and since 2010 we have spent approximately $1.9 billion with certified, diverse suppliers.
Talent Acquisition and Development– Attracting, developing and retaining talented employees is critical to our success and is an integral part of our human capital strategy. We have created a Global Talent Acquisition and Organization Development team to provide a more holistic approach to managing and enriching the employee lifecycle through continuous training and comprehensive succession planning. In 2021, we significantly expanded Sonoco University, a centralized digital training hub, to provide our employees with diverse learning and career development programs. In addition, we conduct regular talent succession assessments along with individual performance reviews in which managers provide regular feedback and coaching to assist with the development of our employees, including the use of individual development plans to assist with individual career development.
(e) Available informationInformation
The Company electronically files with the Securities and Exchange Commission (SEC)(the "SEC") its annual reports on Form 10-K, its quarterly reports on Form 10-Q, its periodic reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) of the Securities Exchange Act of 1934, as amended (the “1934“Exchange Act”), and proxy materials pursuant to Section 14 of the 1934Exchange Act. The SEC maintains a site on the Internet, www.sec.gov, that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. Sonoco also makes its filings available, free of charge, through its Investor Relations website, www.sonoco.comwww.investor.sonoco.com, as soon as reasonably practical after the electronic filing of such material with the SEC. Sonoco uses its
Investor Relations website as a means of disclosing material non-public information. Accordingly, investors should monitor Sonoco’s Investor
Relations website, in addition to following its press releases, SEC filings, and public conference calls and webcasts. The information posted on
or accessible through Sonoco’s website is not incorporated into this Annual Report on Form 10-K. The references to Sonoco’s websites are
intended to be inactive textual references only.



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Information aboutAbout our Executive Officers –
NameAgePosition and Business Experience for the Past Five Years
Executive Committee
R. Howard Coker57 59 Board member since 2020. President and Chief Executive Officer since February 2020.Officer. Previously, Senior Vice President, Global Paper and Industrial Converted Products, 2019-2020; Senior Vice President, Rigid Paper Containers and Paper/Engineered Carriers International, 2017-2018; Group Vice President, Global Rigid Paper & Closures, and Paper & Industrial Converted Products, EMEA, Asia, Australia and/ New Zealand, 2015-2017; Vice President, Global Rigid Paper & Closures 2015;2015-2017. Prior to 2015, Group Vice President, Global Rigid Paper & Plastics 2013-2015;Plastics; Vice President, Global Rigid Paper & Closures; Vice President & General Manager, Rigid Paper & Closures, 2011-2013.N.A.; Division Vice President & General Manager, Rigid Paper & Closures. Joined Sonoco in 1985. Mr. Coker is the brother-in-law of John R.J.R. Haley, Chairman of Sonoco's Board of Directors.
Robert C. Tiede61 
(Resigned as President and Chief Executive Officer effective February 1, 2020.) President and Chief Executive Officer April 2018-February 2020; Previously Vice President and Chief Operating Officer 2017-2018; Senior Vice President, Global Consumer Packaging & Services, Protective Solutions & Reels 2015-2017; Senior Vice President, Global Consumer Packaging and Services 2013-2015; Vice President, Global Flexible & Packaging Services 2009-2013. Joined Sonoco in 2004.

Julie C. Albrecht

5254 Vice President, and Chief Financial Officer since April 2019.Officer. Previously Corporate Vice President, Treasurer/Treasurer / Assistant Chief Financial Officer, 2017-2018; Vice President, Finance and Investor Relations & Treasurer for Esterline Technologies Corporation, 2015-2017; Finance Director, Customer Service Aircraft Systems for United Technologies, 2012-2015.2012-2015; Vice President, Finance Goodrich Customer Services, Goodrich Corporation, 2010-2012. Joined Sonoco in 2017.
Robert R. Dillard45 47 Corporate Vice President, Corporate Development since November 2019.Development. Previously Staff Vice President, Corporate Development 2018-2019; President of Personal Care Europe 2018,and Vice President of Strategy and Innovation at Domtar Personal Care, a division of Domtar Corporation, 2016-2018; President, Stanley Hydraulics at Stanley Black & Decker, Inc. 2013-2016.2016-2018. Joined Sonoco in 2018.
John M. Florence, Jr.

41 43 
Vice President, General Counsel, Human Resources General Counsel, and Secretary since February 2019.Secretary. Previously Corporate Vice President, General Counsel and Secretary, 2016-2019; Corporate Attorney, 2015-2016. Previously an attorney atPrior experience: Attorney with Haynsworth Sinkler Boyd, P.A., Columbia, SC, 2005-2015. Joined Sonoco in 2015.

Rodger D. Fuller5860 Executive Vice President Global Industrial and Consumer since February 2020.Consumer. Previously Senior Vice President, Global Consumer Packaging, Display and Packaging and Protective Solutions, 2019-2020; Senior Vice President, Paper/Engineered Carriers U.S./Canada and Display &and Packaging, 2017-2018; Group Vice President, Paper & Industrial Converted Products, Americas, 2015-2017; Vice President, Global Primary Materials Group 2015; Group Vice President, Paper & Industrial ConvertingPaper/Tubes and Cores N.A., 2013-2015; Vice President, Global Rigid Plastics & Corporate Customers, 2011-2013.2011-2013; Vice President, Global Rigid Paper & Plastics, January-October 2011; Vice President, Global Rigid Paper & Closures, 2008-2011; Vice President, Rigid Paper & Plastics N.A., 2005-2008; Division Vice President & General Manager, Consumer Products N.A., 2000-2005. Joined Sonoco in 1985.
Richard K. Johnson51 54 Corporate Vice President and Chief Information Officer since joining Sonoco in March 2019.Officer. Previously Vice President and Chief Information Officer of HNI Corporation, a global manufacturer of office furniture and hearth products, 2011-2019. Currently, member of the Board of Directors for The Marvin Companies, Inc. Joined Sonoco in 2019.
Roger P. Schrum64 66 Vice President, Investor Relations & Corporate Affairs since February 2009.Affairs. Previously Staff Vice President, Investor Relations & Corporate Affairs, 2005-2009. Joined Sonoco in 2005.
Marcy J. Thompson58 Vice President, Marketing and Innovation since July 2013. Previously Vice President, Rigid Paper N.A. 2011-2013; Division Vice President & General Manager, Sonoco Recycling 2009-2011. Joined Sonoco in 2006.
Other Corporate Officers
Russell K. Grissett52 Vice President, Global Flexible Packaging effective November 1, 2021. Previously Division Vice President and General Manager of Global Flexibles, 2019-2021; Division Vice President and General Manager of Protective Solutions, 2017-2019; Division Vice President and General Manager Thermosafe, 2013-2017. Joined Sonoco in 1993.
James A. Harrell III5860 Vice President Americas Industrial effective March 1, 2020.Industrial. Previously Vice President Tubes & Cores, U.S.US and Canada, 2015-2020; Vice President, Global Tubes & Cores Operations February 2015-December 2015;2016-2020; Vice President, Tubes & Cores N.A. 2012-2015; and, 2010-2015; Vice President & General Manager, Industrial Converted Products, 2009-2010; Division Vice President & General Manager, Paper, N.A., 2008-2009; Staff Vice President, Global Operating Excellence, Industrial Products, 2007-2008; Division Vice President, Industrial Converting Division N.A. 2010-2012.Products/ Paper-Europe, 2002-2007. Joined Sonoco in 1985.
Ernest D. Haynes III49 Vice President, Rigid Paper Containers, North America, effective November 1, 2021. Previously Division Vice President and General Manager of Rigid Paper Containers, North America 2018-2021; Division Vice President of Manufacturing, Tubes and Cores, U.S. and Canada 2015-2018; Director of Manufacturing, Metal Ends & Closures 2012-2015. Joined Sonoco in 1997.
Jeffrey S. Tomaszewski5153 Vice President, North America Consumer and Global RPC effective March 1, 2020.Rigid Paper & Closures. Previously Division Vice President and General Manager – Global Rigid Paper and Closures, and Display and Packaging and Paperboard Specialties, 2019-2020; Division Vice President and General Manager of Rigid Paper Containers, NA and Display and Packaging, 2018-2019; Division Vice President, Rigid Paper Containers, NA, 2015-2018; Division Vice President and General Manager of Global Display and Packaging and Packaging Services, 2013-2015.2013–2015. Joined Sonoco in 2002.
Adam Wood

51 53 
Vice President, Paper & Industrial Converted Products, Europe, Middle East,EMEA, Australia and New Zealand since 2019.Zealand. Previously Vice President, Paper & Industrial Converted Products, EMEA, Asia, Australia and New Zealand, 2015-2019; Vice President, Global Tubes & Cores, February 2015-December 2015; Vice President, Industrial Europe, 2014-2015;2014; Division Vice President and General Manager, Industrial Europe, 2011-2014. Joined Sonoco in 2003.



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Item 1A. Risk factorsFactors
We are subject to risks and uncertainties that could adversely affect our business, consolidated financial condition, results of operations and cash flows, ability to pay dividends, and the trading price of our securities. These factors could also cause our actual results to materially differ from the results contemplated by forward-looking statements we make in this report, in our other filings with the Securities and Exchange Commission, and in our public announcements. You should consider the risk factors described below, as well as other factors described elsewhere in this report and in our other filings with the Securities and Exchange Commission, in evaluating us, our business, and any investment in our securities. Although these are the most significant risk factors of which we are currently aware, they are not the only risk factors to which we are subject. Additional risk factors not currently known to us, or that we currently deem immaterial, could also adversely affect our business operations and financial results.
Changes in domestic and global economic conditions may have a negative impact on our business operations and financial results.
Although our business is diversified across various markets and customers, because of the nature of our products and services, general economic downturns in the United States and globally can adversely affect our business operations and financial results. Current global economic challenges, including the difficulties of the United States and other countries in dealing with their rising debt levels, and currency fluctuations are likely to continue to put pressure on the economy, and on us. In responseRisks Related to the last global economic recession, extraordinary monetary policy actions of the U.S. Federal ReserveDomestic and other central banking institutions, including the utilization of quantitative easing, were takenGlobal Economies and to create and maintain a low interest rate environment. The Federal Reserve began slowly raising its benchmark interest rates over the past few years in response to an improving economy and reduced unemployment, and indications in 2018 were that further increases might be expected in 2019. However, in 2019, the Federal Reserve lowered the rate three times, as concerns grew about a potential global slowdown in the face of unresolved trade negotiations between the United States and China, which dampened business investment and slowed the manufacturing sector. If the U.S. economy remains strong and international trade negotiations are successfully resolved, the Federal Reserve may begin to raise its benchmark rate again. Such an increase may, among other things, reduce the availability and/or increase the costs of obtaining new variable rate debt and refinancing existing indebtedness, and negatively impact our financial condition and results of operations. Additionally, such an increase in rates would put additional pressure on consumers and the economy in general. As evidenced in recent years, tightening of credit availability and/or financial difficulties, leading to declines in consumer and business confidence and spending, affect us, our customers, suppliers and distributors. When such conditions exist, customers may delay, decrease or cancel purchases from us, and may also delay payment or fail to pay us altogether. Suppliers may have difficulty filling our orders and distributors may have difficulty getting our products to market, which may affect our ability to meet customer demands, and result in loss of business. Weakened global economic conditions may also result in unfavorable changes in our product price/mix and lower profit margins. All of these factors may have a material adverse effect on us.
The ongoing coronavirus outbreak emanating from China at the beginning of 2020 has impacted various Chinese and multi-national businesses, including travel restrictions and the extended shutdown of certain businesses in the region. Annual sales of our China operations totaled approximately $130 million in 2019. To date, our eight manufacturing locations in China have been somewhat negatively impacted by lower customer demand and certain supply chain disruptions. If the coronavirus outbreak situation should worsen, we may experience greater disruptions to both customer demand and supply chains in China and on a worldwide basis. We continue to evaluate the potential operational impacts and closely monitor developments as they are reported and will respond accordingly.Doing Business Globally
Our international operations subject us to various risks that could adversely affect our business operations and financial results.
We have operations throughout North and South America, Europe, Australia and Asia, with approximately 320300 facilities in 3632 countries. In 2019,2021, approximately 37%35% of consolidated sales came from operations and sales outside of the United States, and we expect to continue to expand our international operations in the future. Management of global operations is extremely complex, and operations in foreign countries are subject to local statutory and regulatory requirements, differing legal environments and other additional risks that may not exist, or be as significant, in the United States. These additional risks may adversely affect our business operations and financial results, and include, without limitation:
foreign currency exchange rate fluctuations and foreign currency exchange controls;
hyperinflation and currency devaluation;
possible limitations on conversion of foreign currencies into dollars or payment of dividends and other payments by non-U.S. subsidiaries;
tariffs, non-tariff barriers, duties, taxes or government royalties, including the imposition or increase of withholding and other taxes on remittances and other payments by non-U.S. subsidiaries;
our interpretation of our rights and responsibilities under local statutory and regulatory rules for sales taxes, VAT and similar taxes, statutory accounting requirements, licenses and permits, etc. may prove to be incorrect or unsupportable resulting in fines, penalties, and/or other liabilities related to non-compliance, damage to our reputation, unanticipated operational restrictions and/or other consequences as a result of the Company's actions, or inaction, taken to perform our responsibilities or protect our rights;
changes in tax laws, or the interpretation of such laws, affecting taxable income, tax deductions, or other attributes relating to our non-U.S. earnings or operations;
inconsistent product regulation or policy changes by foreign agencies or governments;
difficulties in enforcement of contractual obligations and intellectual property rights;
high social benefit costs for labor, including more expansive rights of foreign unions and work councils, and costs associated with restructuring activities;
national and regional labor strikes;
difficulties in staffing and managing international operations;
geographic, language and cultural differences between personnel in different areas of the world;
differences in local business practices;
foreign governments’ restrictive trade policies, and customs, import/export and other trade compliance regulations;
compliance with and changes in applicable foreign laws;
compliance with U.S. laws, including those affecting trade and foreign investment (including economic sanctions compliance) and the Foreign Corrupt Practices Act;
loss or non-renewal of treaties between foreign governments and the U.S.;
product boycotts, including with respect to products of our multi-national customers;
increased costs of maintaining international manufacturing facilities and undertaking international marketing programs;
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difficulty in collecting international accounts receivable and potentially longer payment cycles;
the potential for nationalization or expropriation of our enterprises or facilities without appropriate compensation; and
political, social, legal and economic instability, civil unrest, war and other geopolitical tensions (such as the ongoing military conflict between Russia and Ukraine), catastrophic events, acts of terrorism, and widespread outbreaks of infectious diseases.diseases, such as COVID-19.

As discussed further elsewhere in this 10-K and in our other filings with the SEC, some of these risks have already affected us.
Global economic conditions and/or disruptions in the credit markets could adversely affect our business, financial condition or results of operations.
The Company has extensive international operations, and is dependent on customers and suppliers that operate in local economies around the world. In addition, the Company accesses global credit markets as part of its capital allocation strategy. Adverse global macroeconomic conditions could negatively impact our ability to access credit, or the price at which funding could be obtained. Likewise, uncertainty about or a decline in global or regional economic conditions, could have a significant impact on the financial stability of our suppliers and customers, and could negatively impact demand for our products.products, as has been the case to some extent as a result of impacts of the COVID-19 pandemic. Potential effects include financial instability, inability to obtain credit to finance operations, and insolvency.

The United Kingdom's exit from the European Union could adversely affect us.
In 2016, the U.K. voted to leave the European Union (E.U.) (referred to as Brexit), and formally exited the E.U. at the end of January 2020. Brexit could cause disruptions to and create uncertainty surrounding our U.K. businesses, including affecting relationships with existing and future customers, suppliers and employees. The effects of Brexit will depend on any agreements the U.K. makes to retain access to E.U. markets either during a transitional period or more permanently. The measures could potentially disrupt the markets we serve and the tax jurisdictions in which we operate and adversely change tax benefits or liabilities in these or other jurisdictions. In addition, Brexit could lead to legal uncertainty and potentially divergent national laws and regulations as the U.K. determines which E.U. laws to replace or replicate. Our annual revenue in 2019 for our U.K. businesses alone totaled $120 million. Although Brexit could have broad-reaching effects beyond just in the U.K. itself, we believe our exposure to this uncertainty is limited.

We are subject to governmental export and import control laws and regulations in certain jurisdictions where we do business that could subject us to liability or impair our ability to compete in these markets.
Certain of our products are subject to export control laws and regulations and may be exported only with an export license or through an applicable export license exception. If we fail to comply with export licensing, customs regulations, economic sanctions or other laws, we could be subject to substantial civil or criminal penalties, including economic sanctions against us, incarceration for responsible employees and managers, and the possible loss of export or import privileges. In addition, if our distributors fail to obtain appropriate import, export or re-export licenses or permits, we may also be materially adversely affected through reputational harm and penalties. Obtaining the necessary export license for a particular sale may be time consuming and expensive and could result in the delay or loss of sales opportunities.
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Furthermore, export control laws and economic sanctions prohibit the shipment of certain products to embargoed or sanctioned countries, governments and persons. We cannot guarantee that a violation of export control laws or economic sanctions will not occur. A prohibited shipment could have negative consequences, including government investigations, penalties, fines, civil and criminal sanctions and reputational harm. Any change in export or import regulations, economic sanctions or related legislation, shift in the enforcement or scope of existing regulations, or change in the countries, governments, persons or technologies targeted by such regulations, could decrease our ability to export or sell our products internationally. Any limitation on our ability to export or sell our products could materially adversely affect our business. For example, in February 2022, following Russia’s invasion of Ukraine, the United States and other countries announced economic sanctions against Russia, and the United States and other countries could impose wider sanctions and take other actions should the conflict further escalate. We maintain two small manufacturing operations in Russia and source certain inputs from Russian suppliers. In addition, some of our customers export their products to Russia. While it is difficult to anticipate the effect the sanctions announced to date may have on Sonoco, and any further sanctions imposed or actions taken by the United States or other countries, the effect of current or further economic sanctions may affect the global price and availability of natural gas, raw materials or finished goods, reduce our sales and earnings or otherwise have an adverse effect on our operations.
Changes in U.S. trade policies and regulations, as well as the overall uncertainty surrounding international trade relations, could materially adversely affect our consolidated financial condition and results of operations.
We continue to face uncertainty with respect to trade relations between the U.S. and many of its trading partners. In March 2018, the U.S. announced new tariffs on imported steel and aluminum products. Other international trade actions and initiatives also were announced in 2018 and 2019, notably the imposition by the U.S. of additional tariffs on products of Chinese origin, and China’s imposition of additional tariffs on products of U.S. origin. These tariffs have had, and we expect that they will continue to have, an adverse effect on our costs of products sold and margins in our North America segment.
In December 2019,July 2020, the United States-Mexico-Canada Agreement, (USMCA), which is intended to replacereplaced the North American Free Trade Agreement, (NAFTA), was signed but has only been ratified by the legislative bodies of the United States and Mexico. There remains uncertainty regarding when the USMCA would be adopted as well as the specific impacts of the final agreement. Further changes in U.S. trade policies may be put into place, including additional import tariffs and tariffs on raw materials imported from Canada and Mexico, if the replacement trade agreement reached by the three countries is not ratified by Canada. Additional tariffs and changes to the U.S. trade policies would likely adversely impact our business.became effective. In response to these changes,this agreement, other countries may change their own trade policies, including the imposition of additional tariffs and quotas, which could also adversely affect our business outside the U.S.
In order to mitigate the impact of these trade-related increases on our costs of products sold, we have increased and may in the future increase prices in certain markets and, over the longer term, make changes in our supply chain and, potentially, our U.S. manufacturing strategy. Implementing price increases may cause our customers to find alternative sources for their products. We may be unable successfully to pass on these costs through price increases; adjust our supply chain without incurring significant costs; or locate alternative suppliers for raw materials or finished goods at acceptable costs or in a timely manner. Further, the uncertainty surrounding U.S. trade policy makes it difficult to make long-term strategic decisions regarding the best way to respond to these pressures and could also increase the volatility of currency exchange rates. Our inability to effectively manage the negative impacts of changing U.S. and foreign trade policies could materially adversely impact our consolidated financial condition and results of operations.
Currency exchange rate fluctuations may reduce operating results and shareholders' equity.
Fluctuations in currency exchange rates can cause, and have in the past caused, translation, transaction and other losses that can unpredictably and adversely affect our consolidated operating results. Our reporting currency is the U.S. dollar. However, as a result of operating globally, a portion of our consolidated net sales, costs, assets and liabilities, are denominated in currencies other than the U.S. dollar. In our consolidated financial statements, we translate the local currency financial results of our foreign operations into U.S. dollars based on their respective exchange rates. Depending on the direction, changes in those rates will either increase or decrease operating results and balances as reported in U.S. dollars. Although we monitor our exposures and, from time to time, may use forward currency contracts to hedge certain forecasted foreign currency transactions or foreign currency denominated assets and liabilities, this does not insulate us completely from foreign currency fluctuations and exposes us to counterparty risk of nonperformance.
Changes in domestic and global economic conditions may have a negative impact on our business operations and financial results.
Although our business is diversified across various markets and customers, because of the nature of our products and services, general economic downturns in the United States and globally can adversely affect our business operations and financial results. Current global economic challenges, including the difficulties of the United States and other countries in dealing with the effects of the COVID-19 pandemic, their rising debt levels, and currency fluctuations are likely to continue to put pressure on the economy, and on us. In response to the last global economic recession, extraordinary monetary policy actions of the U.S. Federal Reserve and other central banking institutions, including the utilization of quantitative easing, were taken to create and maintain a low interest rate environment. The Federal Reserve slowly began raising its benchmark interest rates over the past few years in response to an improving economy and reduced unemployment. However, as concerns grew in 2019 about a potential global slowdown in the face of unresolved trade negotiations between the United States and China, dampening business investment and slowing the manufacturing sector, the Federal Reserve began lowering rates. On March 15, 2020, at the beginning of the global coronavirus outbreak, the Federal Reserve cut interest rates even further to near 0% and kept them at that level throughout 2020 and 2021 and into January 2022. However, the Federal Reserve may begin to raise its benchmark rate again as soon as March 2022. Such an increase may, among other things, reduce the availability and/or increase the costs of obtaining new variable rate debt and refinancing existing indebtedness, and negatively impact our financial condition and results of operations. Additionally, such an increase in rates would put additional pressure on consumers and the economy in general. As evidenced in recent years, tightening of credit availability and/or financial difficulties, leading to declines in consumer and business confidence and spending, affect us, our customers, suppliers and distributors. When such conditions exist, customers may delay, decrease or cancel purchases from us, and may also delay payment or fail to pay us altogether. Suppliers may have difficulty filling our orders and distributors may have difficulty getting our products to market, which may affect our ability to meet customer demands, and result in loss of business. Weakened global economic conditions may also result in unfavorable changes in our product price/mix and lower profit margins. We have experienced most of these conditions to some extent as a result of the global economic impact of the pandemic. All of these factors may have a material adverse effect on us.
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Risks Related to Manufacturing Operations
Raw materials, energy and other price increases or shortages may impact our results of operations.
As a manufacturer, our sales and profitability are dependent on the availability and cost of raw materials, labor and other inputs. Most of the raw materials we use are purchased from third parties. Principal examples are recovered paper, steel, aluminum and resin. Prices and availability of these raw materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions, inflation, currency and commodity price fluctuations, tariffs, resource availability, transportation costs, weather conditions and natural disasters, political unrest and instability, such as the ongoing military conflict between Russia and Ukraine, war and other factors impacting supply and demand pressures. Increases in costs can have an adverse effect on our business and financial results. Our performance depends, in part, on our ability to pass on cost increases to our customers by raising selling prices and/or offset the impact by improving productivity. Although many of our long-term contracts and non-contractual pricing arrangements with customers permit limited price adjustments to reflect increased raw material costs, such adjustments may not occur quickly enough, or be sufficient to
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prevent a materiallymaterial and adverse effect on net income and cash flow. Furthermore, we may not be able to improve productivity or realize sufficient savings from our cost reduction initiatives to offset the impact of increased costs.
Some of our manufacturing operations require the use of substantial amounts of electricity and natural gas, which may be subject to significant price increases as the result of changes in overall supply and demand and the impacts of legislation and regulatory action. In addition, we operate manufacturing sites throughout Europe and, in many instances, continued normal operations at those sites depend on the availability of natural gas and other inputs. If the current conflict between Russia and Ukraine is not resolved, any further sanctions imposed or actions taken by the United States or other countries, and any retaliatory measures by Russia in response, could affect the price of oil and natural gas throughout the world and impact the availability of energy supplies and other inputs at our European manufacturing sites. Such a disruption in the supply of natural gas could impact our ability to continue our operations at such sites at normal levels. We forecast and monitor energy usage, and, from time to time, use commodity futures or swaps in an attempt to reduce the impact of energy price increases. However, we cannot guarantee successthese efforts may be insufficient to protect us against fluctuations in these efforts,energy prices or shortages of natural gas and we could suffer adverse effects to net income and cash flow should we be unable to either offset or pass higher energy costs through to our customers in a timely manner or at all.
Supply shortages or disruptions in our supply chains could affect our ability to obtain timely delivery of materials, equipment and supplies from our suppliers, and, in turn, adversely affect our ability to supply products to our customers. Such disruptions could have a material adverse effect on our business and financial results.
We depend on third parties for transportation services.
We rely primarily on third parties for transportation of the products we manufacture and/or distribute, as well as for delivery of our raw materials. In particular, a significant portion of the goods we manufacture and raw materials we use are transported by railroad or trucks, which are highly regulated. If any of our third-party transportation providers were to fail to deliver the goods that we manufacture or distribute in a timely manner, we might be unable to sell those products at full value, or at all. Similarly, if any of these providers were to fail to deliver raw materials to us in a timely manner, we might be unable to manufacture our products in response to customer demand. In addition, if any of these third parties were to cease operations or cease doing business with us, we might be unable to replace them at reasonable cost. Any failure of a third-party transportation provider to deliver raw materials or finished products in a timely manner could harm our reputation, negatively impact our customer relationships and have a material adverse effect on our financial condition and results of operations.
We may be unable to achieve, or may be delayed in achieving, adequate returns from our efforts to optimize our operations, which could have an adverse impact on our financial condition and operating results.
We continually strive to serve our customers and increase returns to our shareholders through innovation and improved operating performance by investing in productivity improvements, manufacturing efficiencies, manufacturing cost reductions and the rationalization of our manufacturing facilities footprints. However, our operations include complex manufacturing systems as well as intricate scheduling and numerous geographic and logistical complexities, and our business initiatives are subject to significant business, economic and competitive uncertainties and contingencies. We may not meet anticipated implementation timetables or stay within budgeted costs, and we may not fully achieve expected results. These initiatives could also adversely impact customer retention or our operations. Additionally, our business strategies may change from time to time in light of our ability to implement new business initiatives, competitive pressures, economic uncertainties or developments, or other factors. A variety of risks could cause us not to realize some or all of the expected benefits of these initiatives. These risks include, among others, delays in the anticipated timing of activities related to such initiatives, strategies and operating plans; increased difficulty and costs in implementing these efforts; and the incurrence of other unexpected costs associated with operating the business. As a result, there can be no assurance that we will realize these benefits. If, for any reason, the benefits we realize are substantially less than our estimates, or the implementation of these growth initiatives and business strategies adversely affects our operations or costs significantly more or takes significantly longer to effectuate than we expect, or if our assumptions prove inaccurate, our results of operations may be materially adversely affected.
WeMaterial disruptions in our business operations could negatively affect our financial results.
Although we take measures to minimize the risks of disruption at our facilities, we from time to time encounter an unforeseen material operational disruption in one of our major facilities, which could negatively impact production and our financial results. Such a disruption could occur as a result of any number of events including but not limited to a major equipment failure, labor stoppages, transportation failures affecting the supply and shipment of materials, disruptions at our suppliers, fire, severe weather conditions, including as a result of climate change, natural disasters and disruptions in utility services. These types of disruptions could materially adversely affect our earnings to varying degrees depending upon the facility, the duration of the disruption, our ability to shift business to another facility or find alternative sources of materials or energy. Any losses due to these events may not be able to identify suitable acquisition candidates, which could limitcovered by our potential for growth.
We have made numerous acquisitions in recent years, and expect to actively seek new acquisitions that management believes will provide meaningful opportunities for growth. However, we may not be able to identify suitable acquisition candidatesexisting insurance policies or complete acquisitions on acceptable terms and conditions. Other companies in our industries have similar investment and acquisition strategies to ours, and competition for acquisitions may intensify. If we are unable to identify acquisition candidates that meet our criteria, our potential for growth may be restricted.subject to certain deductibles.
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Risks Related to Acquisitions, Divestitures and Joint Ventures
We may encounter difficulties in integrating acquisitions, which could have an adverse impact on our financial condition and operating results.
As noted in the risk factors above, we have invested a substantial amount of capital in acquisitions, joint ventures and strategic investments, including our recent acquisition of Ball Metalpack, and we expect that we will continue to do so in the foreseeable future. We are continually evaluating acquisitions and strategic investments that are significant to our business both in the United States and internationally. Acquisitions, joint ventures and strategic investments involve numerous risks. AcquiredAs has happened from time to time in the past, acquired businesses may not achieve the expected levels of revenue, profitability or productivity, or otherwise perform as expected, and acquisitions may involve significant cash expenditures, debt incurrence, operating losses, and expenses that could have a material adverse effect on our financial condition and operating results. Acquisitions also involve special risks, including, without limitation, the potential assumption of unanticipated liabilities and contingencies, and the challenges of effectively integrating acquired businesses.

Other risks and challenges associated with acquisitions, including our recent acquisition of Ball Metalpack, include, without limitation:
substantial costs associated with negotiating and completing acquisitions;
demands on management related to increase in size of our businesses and additional responsibilities of management;
diversion of management's attention;
disruptions to our ongoing businesses;
inaccurate estimates of fair value in accounting for acquisitions and amortization of acquired intangible assets, which could reduce future reported earnings;
difficulties in assimilation and retention of employees;
difficulties in integration of departments, systems, technologies, books and records, controls (including internal financial and disclosure controls), procedures, and policies;
potential loss of major customers and suppliers;
challenges associated with operating in new geographic regions;
difficulties in maintaining uniform standards, controls, procedures and policies;
potential failure to identify material problems and liabilities during due diligence review of acquisition targets; and
potential failure to obtain sufficient indemnification rights to fully offset possible liabilities associated with acquired businesses.

While management believes that acquisitions will improve our competitiveness and profitability, no assurance can be given that acquisitions, including the acquisition of Ball Metalpack, will be successful or accretive to earnings.earnings or that the expected benefits from such transactions will be realized within the anticipated time frame, or at all. If actual performance in an acquisition falls significantly short of the projected results, or the assessment of the relevant facts and circumstances was inaccurate or changes, it is possible that a noncash impairment charge of any related goodwill would be required, and our results of operations and financial condition could be adversely affected.
We may not be able to identify suitable acquisition candidates, which could limit our potential for growth.
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We have made numerous acquisitions in recent years, and expect to actively seek new acquisitions that management believes will provide meaningful opportunities for growth. However, we may not be able to identify suitable acquisition candidates or complete acquisitions on acceptable terms and conditions. Other companies in our industries have similar investment and acquisition strategies to ours, and competition for acquisitions may intensify. If we are unable to identify acquisition candidates that meet our criteria, our potential for growth may be restricted. Even if we do identify acquisition candidates that we believe meet our criteria, we may be unable to complete such acquisitions in a timely manner, on desirable terms or at all, and any acquisitions we complete may not provide the benefits that we anticipate. Our efforts to identify suitable acquisition candidates, even if successful, could also cause us to incur substantial search and transaction fees, divert the time and attention of our management, or fail to identify due diligence or other issues affecting the value and suitability of potential acquisition targets. We may also be unable to complete acquisitions that we believe would be beneficial to the Company if we are unable to satisfy related closing conditions or obtain necessary government consents. Any of these results could have a material and adverse effect on our business, results of operations, financial condition and prospects.
In connection with acquisitions, joint ventures, divestitures or divestitures,other strategic transactions, we may become subject to liabilities and legal claims.
In connection with any acquisitions, joint ventures, divestitures or divestitures,other strategic transactions, we have in the past, and may in the future, become subject to liabilities or legal claims, including but not limited to third party liability and other tort claims; claims for breach of contract; employment-related claims; environmental, health and safety liabilities, conditions or damage; permitting, regulatory or other legal compliance issues; claims for contractual indemnification; or tax liabilities. In addition, we may assume risks and liabilities that our due diligence investigations with respect to acquisitions, joint ventures and other strategic transactions fail to identify, including issues relating to inadequate internal controls and procedures relating to accounting, finance, cybersecurity and data protection controls issues. If we become subject to any of these liabilities or claims with respect to our acquisition of Ball Metalpack or any other acquisition, joint venture, divestiture or other strategic transaction, and they are not adequately covered by insurance or an enforceable indemnity or similar agreement from a creditworthy counterparty, we may be responsible for significant out-of-pocket expenditures. Such underinsured liabilities, if they materialize, could have a material adverse effect on our business, financial condition and results of operations.
We may encounter difficulties restructuring operations or closing or disposing of facilities.facilities, assets or businesses.
We are continuously seeking the mostmore cost-effective means and structurestructures to serve our customers and to respond to changes in our markets. Accordingly, from time to time, we have closed higher-cost facilities, sold non-core assets and businesses, and otherwise restructured operations, and are likely to do so again, close higher-cost facilities, sell non-core assets and otherwise restructure operations in an effort to improve cost competitiveness and profitability. For example, in 2020 and 2021, we divested our global display and packaging operations in two separate transactions. As a result, restructuring and divestiture costs have been, and are expected to be, a recurring component of our operating costs, the magnitude of which could vary significantly from year to year depending on the scope of such activities. Divestitures and restructuring may also result, and have in the past resulted, in significant financial charges for the write-off or impairment of assets, including goodwill and other intangible assets. Furthermore, such activities may divert the attention of management, disrupt our ordinary operations, or result in a reduction in the volume of products produced and sold.sold, and the impact of divestitures on our revenue growth may be larger than we anticipate if we experience greater dis-synergies than we expect. In addition, in cases where we seek to divest or otherwise dispose of certain facilities, operations, assets or other components of our business,
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we may be unable to find buyers or alternative exit strategies on acceptable terms, in a timely manner or at all, and we may dispose of facilities, operations, assets or other components of our business at prices or on terms that are less desirable than we had anticipated. Moreover, we may be prevented from completing dispositions as a result of our or our counterparties’ failure to satisfy pre-closing conditions, obtain necessary regulatory or government approvals. We may also be exposed to continuing financial risks from any businesses we divest, including as a result of continuing equity ownership, guarantees, indemnities, responsibility for environmental clean-up or other financial obligations. There is no guarantee that any such activities will achieve our goals, and if we cannot successfully manage the associated risks, our financial position and results of operations could be adversely affected.
We have investments in joint ventures that are not operated solely for our benefit.
Several of our operations are conducted through joint ventures. In joint ventures, we share ownership and, in some instances, management of a company with one or more parties who may or may not have the same goals, strategies, priorities or resources as we do. In general, joint ventures are intended to be operated for the benefit of all co-owners, rather than for our exclusive benefit. Operating a business as a joint venture often requires additional organizational formalities as well as time-consuming procedures for sharing information, accounting and making decisions. In certain cases, our joint venture partners must agree in order for the applicable joint venture to take certain actions, including acquisitions, the sale of assets, budget approvals, borrowing money and granting liens on joint venture property. Our inability to take unilateral action that we believe is in our best interests may have an adverse effect on the financial performance of the joint venture and the return on our investment. In joint ventures, we believe our relationship with our co-owners is an important factor to the success of the joint venture, and if a co-owner changes, our relationship may be adversely affected. In addition, the benefits from a successful joint venture are shared among the co-owners, so that we do not receive all the benefits from our successful joint ventures. Finally, we may be required on a legal or practical basis or both, to accept liability for obligations of a joint venture beyond our economic interest, including in cases where our co-owner becomes bankrupt or is otherwise unable to meet its commitments.
In addition, because we share ownership and management with our joint venture partners, we may have limited control over the actions of a joint venture, particularly when we own a minority interest. As a result, we may be unable to prevent violations of applicable laws or other
misconduct by a joint venture or the failure to satisfy contractual obligations by one or more parties. Moreover, a joint venture may not follow the same requirements regarding compliance, internal controls and internal control over financial reporting that we follow. To the extent another party makes decisions that negatively impact the joint venture or internal control issues arise within the joint venture, we may have to take responsive actions, or we may be subject to penalties, fines or other punitive actions for these activities.
Risks Related to Competition, Customers and Suppliers
We face intense competition, and failure to compete effectively may have an adverse effect on our operating results.
We sell our products in highly competitive markets. We regularly bid for new and continuing business, and being a responsive, high-quality, low-cost producer is a key component of effective competition. The loss of business from our larger customers, customer changes to alternative forms of packaging, or renewal of business with less favorable terms may have a significant adverse effect on our operating results.

Continuing consolidation of our customer base and suppliers may intensify pricing pressure.
Like us, many of our larger customers have acquired companies with similar or complementary product lines, and many of our customers have been acquired. Additionally, many of our suppliers of raw materials are consolidating. This consolidation of customers and suppliers has increased the concentration of our business with our largest customers, and in some cases, increased pricing pressures. Similarly, consolidation of our larger suppliers has resulted in increased pricing pressures from our suppliers. Further consolidation of customers and suppliers could intensify pricing pressure and reduce our net sales and operating results.

The loss of a key customer, or a reduction in its production requirements, could have a significant adverse impact on our sales and profitability.
Each of our segments has large customers, and the loss of any of these could have a significant adverse effect on the segment’s sales and, depending on the magnitude of the loss, our results of operations and financial condition. Although a majority of our master customer contracts are long-term, they are terminable under certain circumstances, such as our failure to meet quality, pricing, or volume requirements, and the contracts themselves often do not require a specific level of purchasing. There is no assurance that existing customer relationships will be renewed at the same level of production, or at all, at the end of the contract term. Furthermore, although no single customer accounted for more than 10% of our net sales in 2019 or 2018, the loss of any of our major customers, a reduction in their purchasing levels or an adverse change in the terms of supply agreements with these customers could reduce our net sales and net income. Continued consolidation of our customers could exacerbate any such loss. For more information on concentration of sales volume in our reportable segments, see Item1(c), "Dependence on Customers."
Challenges to, or the loss of, our intellectual property rights could have an adverse impact on our ability to compete effectively.
Our ability to compete effectively depends, in part, on our ability to protect and maintain the proprietary nature of our owned and licensed intellectual property. We own a large number of patents on our products, aspects of our products, methods of use and/or methods of manufacturing, and we own, or have licenses to use, all of the material trademark and trade name rights used in connection with the packaging, marketing and distribution of our major products. We also rely on trade secrets, know-how and other unpatented proprietary technology. We attempt to protect and restrict access to our intellectual property and proprietary information by relying on the patent, trademark, copyright and trade secret laws of the U.S. and other countries, as well as non-disclosure agreements. However, it may be possible for a third party to obtain our information without our authorization, independently develop similar technologies, or breach a non-disclosure agreement entered into with us. Furthermore, many of the countries in which we operate do not have intellectual property laws that protect proprietary rights as fully as do laws in the U.S. The use of our intellectual property by someone else without our authorization could reduce or eliminate certain of our competitive advantages, cause us to lose sales or otherwise harm our business. The costs associated with protecting our intellectual property rights could also adversely impact our business.
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In addition, we are from time to time subject to claims from third parties suggesting that we may be infringing on their intellectual property rights. If we were held liable for infringement, we could be required to pay damages, obtain licenses or cease making or selling certain products.
Intellectual property litigation, which could result in substantial cost to us and divert the attention of management, may be necessary to protect our trade secrets or proprietary technology or for us to defend against claimed infringement of the rights of others and to determine the scope and validity of others’ proprietary rights. We may not prevail in any such litigation, and if we are unsuccessful, we may not be able to obtain any necessary licenses on reasonable terms or at all. Failure to protect our patents, trademarks and other intellectual property rights may have a material adverse effect on our business, consolidated financial condition or results of operations.
Risks Related to Our Products
We may not be able to develop new products acceptable to the market.
For many of our businesses, organic growth depends on product innovation, new product development and timely response to constantly changing consumer demands and preferences. Sales of our products and services depend heavily on the volume of sales made by our customers to consumers. Consumer preferences for products and packaging formats are constantly changing based on, among other factors, cost, convenience, and health, environmental and social concerns and perceptions. Our failure, or the failure of our customers, to develop new or better products in response to changing consumer preferences in a timely manner may hinder our growth potential and affect our competitive position, and adversely affect our business and results of operations.
We are subject to costs and liabilities related to environmental, health and safety, and corporate social responsibility laws and regulations that could adversely affect our operating results.
We must comply with extensive laws, rules and regulations in the United States and in each of the countries in which we do business regarding the environment, health and safety, and corporate social responsibility. Compliance with these laws and regulations can require significant expenditures of financial and employee resources.
Federal, state, provincial, foreign and local environmental requirements, including the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), and particularly those relating to air, soil and water quality, handling, discharge, storage and disposal of a variety of substances, and climate change are significant factors in our business and generally increase our costs of operations. We may be found to have environmental liability for the costs of remediating soil or water that is, or was, contaminated by us or a third party at various sites that we now own, use or operate, or previously, owned, used or operated. Legal proceedings may result in the imposition of fines or penalties, as well as mandated remediation programs, that require substantial, and in some instances, unplanned capital expenditures.
We have incurred in the past, and may incur in the future, fines, penalties and legal costs relating to environmental matters, and costs relating to the damage of natural resources, lost property values and toxic tort claims. We have made expenditures to comply with environmental regulations and expect to make additional expenditures in the future. As of December 31, 2019, approximately $8.7 million was reserved for environmental liabilities. Such reserves are established when it is considered probable that we have some liability. However, because the extent of potential environmental damage, and the extent of our liability for the damage, is usually difficult to assess and may only be ascertained over a long period of time, our actual liability in such cases may end up being substantially higher than the currently reserved amount. Accordingly, additional charges could be incurred that would have a material adverse effect on our operating results and financial position.
Many of our products come into contact with the food and beverages packaged within, and therefore we are subject to risks and liabilities related to health and safety matters in connection with those products. Accordingly, our products must comply with various laws and regulations for food and beverages applicable to our customers. Changes in such laws and regulations could negatively impact customers’ demand for our
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products as they comply with such changes and/or require us to make changes to our products. Such changes to our products could include modifications to the coatings and compounds we use, possibly resulting in the incurrence of additional costs. Additionally, because many of our products are used to package consumer goods, we are subject to a variety of risks that could influence consumer behavior and negatively impact demand for our products, including changes in consumer preferences driven by various health-related concerns and perceptions.
Disclosure regulations relating to the use of “conflict minerals” sourced from the Democratic Republic of the Congo and adjoining countries could affect the sourcing, availability and cost of materials used in the manufacture of some of our products. We also incur costs associated with supply chain due diligence, and, if applicable, potential changes to products, processes or sources of supply as a result of such due diligence. Because our supply chain is complex, we may also face reputation risk with our customers and other stakeholders if we are unable sufficiently to verify the origins of all such minerals used in our products.
Changes to laws and regulations dealing with environmental, health and safety, and corporate social responsibility issues are made or proposed with some frequency, and some of the proposals, if adopted, might, directly or indirectly, result in a material reduction in the operating results of one or more of our operating units. However, any such changes are uncertain, and we cannot predict the amount of additional capital expenditures or operating expenses that could be necessary for compliance.

Product liability claims and other legal proceedings could adversely affect our operations and financial performance.
We produce products and provide services related to other parties’ products. While we have built extensive operational processes intended to ensure that the design and manufacture of our products meet rigorous quality standards, there can be no assurance that we or our customers will not experience operational process failures that could result in potential product, safety, regulatory or environmental claims and associated litigation. We are also subject to a variety of legal proceedings and legal compliance risks in our areas of operation around the globe. Any such claims, whether with or without merit, could be time consuming and expensive to defend, affect our reputation, and could divert management’s attention and resources. In accordance with customary practice, we maintain insurance against some, but not all, of these potential claims; however, in the future, we may not be able to maintain such insurance at acceptable premium cost levels. In addition, the levels of insurance we maintain may not be adequate to fully cover any and all losses or liabilities. If any significant judgment or claim is not fully insured or indemnified against, it could have a material adverse impact on our business, financial condition and results of operations.
We and the industries in which we operate are at times being reviewed or investigated by regulators and other governmental authorities, which could lead to enforcement actions, fines and penalties or the assertion of private litigation claims and damages. Simply responding to actual or threatened litigation or government investigations of our compliance with regulatory standards may require significant expenditures of time and other resources. While we believe that we have adopted appropriate risk management and compliance programs, the global and diverse nature of our operations means that legal and compliance risks will continue to exist and legal proceedings and other contingencies, the outcome of which cannot be predicted with certainty, will arise from time to time that could adversely affect our business, results of operations and financial condition.
ChangesClimate Change Related Risk
Adverse weather and climate changes may result in pension plan assets lower sales and/or higher costs. In addition, climate-related regulations may add cost and complexity to our operations.
We manufacture packaging products for foods as well as products used in construction and industrial manufacturing. Adverse or varying weather conditions can impact crop yields and/or harvest timing, which in turn could impact the level and/or timing of demand for our containers. In addition, poor or extreme weather conditions can temporarily impact the level of construction and industrial activity and impact the efficiency of our manufacturing operations. Weather-related events, such as hurricanes and floods, which may increase in frequency and severity due to climate change, could result in lost production, supply chain disruptions and increased material costs. Such disruptions could have, and have in the past had, a material adverse effect on our results of operations.

Regulatory responses to climate change may result in new laws and regulations intended to reduce overall greenhouse gas ("GHG") emissions. Such rules and regulations could include, among other things, cap-and-trade programs, carbon taxes, and mandates within certain industries or activities to reduce GHG emissions. In the U.S., the Environmental Protection Agency has issued a number of regulations under the Clean Air Act with the goal of reducing GHG emissions. Some of our facilities are subject to these regulations and compliance with such rules and any other regulatory responses to climate change could in the future significantly increase costs and add complexity to our operations.

Additionally, in the U.S., several states where we operate manufacturing facilities have enacted or are in the process of enacting regulations related to GHG emissions and/or implementing cap and trade programs. Our facilities currently fall outside of the scope of these regulations but may be impacted in the future. Several of our manufacturing facilities outside of the U.S. have entered into GHG emissions trading programs as a result of local regulations. Certain countries where we have manufacturing facilities have set GHG reduction targets to align with an agreement signed in April 2016 between 170 countries establishing a framework to reduce global GHG emissions (also known as the "Paris Agreement"), that became effective in November 2016 and which the United States formally rejoined in February 2021. Many of the other countries where we conduct business are expected to develop similar climate change related regulations. To the extent our facilities become subject to additional regulations related to GHG emissions in the U.S. or internationally, compliance with such regulations could significantly increase costs and add complexity to our operations, which could have a material adverse effect on our business, results of operations, financial condition and prospects.

In addition, although we have procedures in place to monitor climate related regulatory and policy changes in the jurisdictions in which we operate and have developed processes and tools to track our GHG emissions and assess both the operational and financial impacts of climate-related regulations, any failure in such procedures and tools or other failure to comply with any such regulations and policies could subject us to additional costs and / or penalties as well as harm to our reputation.


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Risks Related to Environmental, Health and Safety, and Corporate Social Responsibility Laws and Regulations
We are subject to costs and potential liabilities related to environmental, health and safety, and corporate social responsibility laws and regulations that could adversely affect our operating results.
We must comply with extensive laws, rules and regulations in the United States and in each of the countries in which we do business regarding the environment, health and safety, and corporate social responsibility. Compliance with these laws and regulations can require significant expenditures of financial and employee resources.
Federal, state, provincial, foreign and local environmental requirements, including the Comprehensive Environmental Response, Compensation and Liability Act, and particularly those relating to air, soil and water quality, handling, discharge, storage and disposal of a variety of substances, and climate change are significant factors in our business and generally increase our costs of operations. We may reducebe found to have environmental liability for the costs of remediating soil or water that is, or was, contaminated by us or a third party at various sites that we now own, use or operate, or previously, owned, used or operated. Legal proceedings may result in the imposition of fines or penalties, as well as mandated remediation programs, that require substantial, and in some instances, unplanned capital expenditures.
We have incurred in the past, and may incur in the future, fines, penalties and legal costs relating to environmental matters, and costs relating to the damage of natural resources, lost property values and toxic tort claims. We have made expenditures to comply with environmental regulations and expect to make additional expenditures in the future. As of December 31, 2021, approximately $7.4 million was reserved for environmental liabilities. Such reserves are established when it is considered probable that we have some liability. However, because the extent of potential environmental damage, and the extent of our liability for the damage, is usually difficult to assess and may only be ascertained over a long period of time, our actual liability in such cases may end up being substantially higher than the currently reserved amount. Accordingly, additional charges could be incurred that would have a material adverse effect on our operating results and shareholders’ equity.financial position.
We sponsorMany of our products come into contact with the food and beverages packaged within, and therefore we are subject to risks and liabilities related to health and safety matters in connection with those products. Accordingly, our products must comply with various defined benefit plans worldwide,laws and have an aggregate projected benefit obligationregulations for these plansfood and beverages applicable to our customers. Changes in such laws and regulations could negatively impact customers’ demand for our products as they comply with such changes and/or require us to make changes to our products. Such changes to our products could include modifications to the coatings and compounds we use, possibly resulting in the incurrence of approximately $2.0 billion asadditional costs. Additionally, because many of December 31, 2019. The difference between defined benefit plan obligationsour products are used to package consumer goods, we are subject to a variety of risks that could influence consumer behavior and assets (the funded statusnegatively impact demand for our products, including changes in consumer preferences driven by various health-related concerns and perceptions.
Disclosure regulations relating to the use of “conflict minerals” sourced from the Democratic Republic of the plans) significantly affectsCongo and adjoining countries could affect the net periodic benefitsourcing, availability and cost of materials used in the manufacture of some of our products. We also incur costs associated with supply chain due diligence, and, if applicable, potential changes to products, processes or sources of supply as a result of such due diligence. Because our supply chain is complex, we may also face reputation risk with our customers and other stakeholders if we are unable sufficiently to verify the ongoing funding requirementsorigins of all such minerals used in our products.
Changes to laws and regulations dealing with environmental, health and safety, and corporate social responsibility issues (e.g., sustainability) are made or proposed with some frequency, and some of the plans. Amongproposals, if adopted, might, directly or indirectly, result in a material reduction in the operating results of one or more of our operating units. For example, we may be subject to future policy changes and regulations that discourage the use of single-use plastics and/or mandate the use of recycled content. Such regulations could both result in customers switching to other factors,packaging formats, and therefore result in lost revenue, and result in increased costs associated with sourcing recycled resins and designing and producing products with enhanced recyclability. These or any other such policy changes in discount ratesor new regulations are uncertain and lower-than-expected investment returns could substantially increase our future plan funding requirements and have a negativewe cannot predict the impact on our resultsmarkets or the amount of operations and cash flows. As of December 31, 2019, these plans hold a total of approximately $1.7 billion in assets consisting primarily of common collective trusts, mutual funds, fixed income securities and alternative investments such as interests in hedge funds, funding a portion of the projected benefit obligations of the plans. If the performance of these assets does not meet our assumptions,additional capital expenditures or discount rates decline, the underfunding of the plans may increase and we mayoperating expenses that could be requirednecessary for compliance.
Risks Related to contribute additional funds to these plans, and our pension expense may increase, which could adversely affect operating results and shareholders’ equity. Beginning in 2019, the Company initiated de-risking measures in its U.S. defined benefit pension plans which at December 31, 2019 comprised approximately 74% and 78% of the aggregate projected benefit obligation and plan asset value, respectively, of the Company's worldwide defined benefit plans, These measures included a voluntary $200 million plan contribution, reallocation of plan assets to primarily fixed income investments, and initiating the process of terminating and annuitizing the Sonoco Pension Plan for Inactive Participants, the larger of the Company's U.S. defined benefit pension plans.Financing Activities
We, or our customers, may not be able to obtain necessary credit or, if so, on reasonable terms.
We have $1.0At December 31, 2021, we had $1.1 billion of fixed-rate debt outstanding. In addition, in January 2022, in connection with our acquisition of Ball Metalpack, we issued $1.2 billion aggregate principal amount of unsecured senior notes and entered into a $300 million term loan facility. We also operate a $500 million commercial paper program, supported by a $500$750 million revolving credit facility committed by a syndicate of eightnine banks until July 2022. If we were prevented from issuing commercial paper, weJune 2026. We have the contractual right to draw funds directly on the underlying bank credit facility. We believe thatfacility, which could possibly occur if there were a disruption in the lenders have the ability to meet their obligations under the facility.commercial paper market. However, if these obligations were not met, we may be forced to seek more costly or cumbersome forms of credit. Should such credit be unavailable for an extended time, it would significantly affect our ability to operate our business and execute our plans. In addition, our customers may experience liquidity problems as a result of a negative change in the economic environment, including the ability to obtain credit, that could limit their ability to purchase our products and services or satisfy their existing obligations.
Our credit ratings are important toIn addition, our ability to issue commercial paper at favorable ratesand access the credit markets, and the cost of interest. Athese borrowings, is affected by the strength of our credit ratings and current market conditions. Failure to maintain credit ratings that are acceptable to investors, including as a result of increased leverage, may adversely affect the cost and other terms upon which we are able to obtain financing, as well as our access to the capital markets. Any downgrade in our credit rating could increase our cost of borrowing.

borrowing, which could have a material and adverse impact on our business, results of operations and financial condition, and our ability to pay dividends.
Our significant indebtedness could adversely affect our cash flow, increase our vulnerability to economic conditions, and limit or restrict our business activities.
We have incurred, and may incur in the future, significant indebtedness, including in connection with mergers or acquisitions, which may impact the manner in which we conduct business or our access to external sources of liquidity. For example, in January 2022, in connection with our acquisition of Ball Metalpack, we issued $1.2 billion aggregate principal amount of unsecured senior notes and entered into a $300 million term loan facility. In addition to interest payments, from time to time a significant portion of our cash flow may need to be used to service our indebtedness, and, therefore, may not be available for use in our business. Our ability to generate cash flow is subject to general economic, financial, competitive, legislative, regulatory, and other factors that may be beyond our control. Our indebtedness could have a significant impact on us, including, but not limited to:
increasing our vulnerability to general adverse economic and industry conditions;
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requiring us to dedicate a significant portion of our cash flow from operations to payments on our indebtedness, thereby reducing the amount of our cash flow available to fund working capital, acquisitions and capital expenditures, and for other general corporate purposes;
limiting our flexibility in planning for, or reacting to, changes in our business and our industry;
restricting us from making strategic acquisitions or exploiting business opportunities; and
necessitating the divestiture of certain of our assets or businesses in order to generate cash to service our indebtedness;
limiting our ability to continue paying dividends; or
limiting our ability to borrow additional funds.
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Certain of our debt agreements impose restrictions with respect to the maintenance of financial ratios and the disposition of assets. The most restrictive covenants currently require us to maintain a minimum level of interest coverage, and a minimum level of net worth. Although we were substantially above these minimum levels at December 31, 2019, theseThese restrictive covenants could adversely affect our ability to engage in certain business activities that would otherwise be in our best long-term interests.

Some of our indebtedness is subject to floating interest rates, which would result in our interest expense increasing if interest rates rise.
In 2019, our average variable-rate borrowings were approximately $0.7 billion. Increases in short-term interest rates would directly impact the amountWe on occasion utilize debt instruments with a variable rate of interest, including the $300 million term loan facility we pay.entered into in January 2022 in connection with our acquisition of Ball Metalpack. Fluctuations in interest rates can increase borrowing costs and, depending on the magnitude of variable-rate borrowings outstanding, could potentially have a material adverse effect on our business.

Variable-rate borrowings at December 31, 2021 were approximately $0.5 billion.
We may incur additional debt in the future, which could increase the risks associated with our leverage.
We are continually evaluating and pursuing acquisition opportunities and, as we have in the past, we may from time to time incur additional indebtedness to finance any such acquisitions and to fund any resulting increased operating needs. As new debt is added to our current debt levels, the related risks we face could increase. While we will have to effect any new financing in compliance with the agreements governing our then existing indebtedness, changes in our debt levels and or debt structure may impact our credit rating and costs to borrow, as well as constrain our future financial flexibility in the event of a deterioration in our financial operating performance or financial condition. At December 31, 2021, scheduled debt maturities in 2022 totaled $412 million, including $349 million of outstanding commercial paper.

On January 26, 2022, the Company completed the acquisition of Ball Metalpack for $1.35 billion in cash, subject to customary adjustments, including for working capital, cash and indebtedness. The acquisition was funded in part by proceeds from the Company's $1.2 billion green bond issuance, completed on January 21, 2022, together with borrowings under a new $300 million term loan facility and commercial paper borrowings.
Currency exchange rate fluctuations may reduce operating resultsRisks Related to Information Technology and shareholders' equity.
Fluctuations in currency exchange rates can cause translation, transaction and other losses that can unpredictably and adversely affect our consolidated operating results. Our reporting currency is the U.S. dollar. However, as a result of operating globally, a portion of our consolidated net sales, costs, assets and liabilities, are denominated in currencies other than the U.S. dollar. In our consolidated financial statements, we translate the local currency financial results of our foreign operations into U.S. dollars based on their respective exchange rates. Depending on the direction, changes in those rates will either increase or decrease operating results and balances as reported in U.S. dollars. Although we monitor our exposures and, from time to time, may use forward currency contracts to hedge certain forecasted currency transactions or foreign currency denominated assets and liabilities, this does not insulate us completely from foreign currency fluctuations and exposes us to counterparty risk of nonperformance.

Adverse weather and climate changes may result in lower sales.
We manufacture packaging products for foods as well as products used in construction and industrial manufacturing. Varying weather conditions can impact crop growing seasons and related farming conditions that can then impact the timing or amount of demand for food packaged in our containers. In addition, poor or extreme weather conditions can temporarily impact the level of construction and industrial activity and also impact the efficiency of our manufacturing operations. Such disruptions could have a material adverse effect on our results of operations.

Cybersecurity
We rely on our information technology, and its failure or disruption could disrupt our operations and adversely affect our business, financial condition and results of operations.
We rely on the successful and uninterrupted functioning of our information technologies to securely manage operations and various business functions, and we rely on diverse technologies to process, store and report information about our business, and to interact with customers, vendors and employees around the world. As with all large environments, our information technology systems may be susceptible to damage, disruption or shutdown due to natural disaster, hardware of software failure, obsolescence, cyberattack, support infrastructure failure, user errors or malfeasance resulting in malicious or accidental destruction of information or functionality, or other catastrophic event..events.
From time to time, we have been, and we will likely continue to be, subject to cybersecurity-related incidents. However, to date we have not experienced any material impact on our business or operations from these attacks or events.
Information system damages, disruptions, shutdowns or compromises could result in production downtimes and operational disruptions, transaction errors, loss of customers and business opportunities, legal liability, regulatory fines, penalties or intervention, reputational damage, reimbursement or compensatory payments, and other costs, any of which could have a material adverse effect on our business, financial position and results of operations. Although we attempt to mitigate these risks by employing a number of technical and process-based measures, including employee training, comprehensive monitoring of our networks and systems, and maintenance of backup and protective systems, our systems, networks, products, and services remain potentially vulnerable to cyber threats. Furthermore, the tactics, techniques, and procedures used by malicious actors to obtain unauthorized access to information technology systems and networks change frequently and often are not recognizable until launched against a target. Accordingly, we may be unable to anticipate these techniques or implement adequate preventative measures. It is possible that we may in the future suffer a criminal attack whereby unauthorized parties gain access to our information technology networks and systems, including sensitive, confidential or proprietary data, and we may not be able to identify and respond to such an incident in a timely manner.

A security breach of customer, employee, supplier or company information may have a material adverse effect on our business, financial condition and results of operations.
We maintain and have access to sensitive, confidential, proprietary and personal data and information that is subject to privacy and security laws, regulations and customer controls. This data and information is subject to the risk of intrusion, tampering and theft. Although we develop and maintain systems to prevent such events from occurring, the development and maintenance of these systems is costly and requires ongoing monitoring and updating as technologies change and efforts to overcome security measures become increasingly sophisticated. Moreover, despite our efforts to protect such sensitive, confidential or personal data or information, our facilities and systems and those of our customers, suppliers and third-party service providers may be vulnerable to security breaches, misplaced or lost data, and programming and/or user errors that could lead to the compromisingcompromise of sensitive, confidential, proprietary or personal data and information. Similar security threats exist with respect to the IT systems of our lenders, suppliers, consultants, advisors and other third parties with whom we conduct business. Additionally, we provide confidential, proprietary and personal information to third parties when it is necessary to pursue business objectives. While we obtain assurances that these third parties will protect this informationobjectives and where appropriate, assess the protections employed by these third parties, there is a risk that the confidentiality of data held by third parties may be compromised.
We continue to see increased regulation of data privacy and security and the adoption of more stringent subject matter specific state laws and national laws regulating the collection and use of data, as well as security and data breach obligations – including, for example, the General Data Protection Regulation in the EU, the Cyber Security Law in China, the General Data Protection Law in Brazil, and the state of California's California Consumer Privacy Act of 2018.2018 and California Privacy Rights Act of 2020, and additional state privacy and data protection laws in Virginia and Colorado, each of which will come into full effect in 2023. It is likely that new laws and regulations will continue
16 FORM 10-K SONOCO 2021 ANNUAL REPORT


to be adopted in the United States and internationally, and
12 FORM 10-K SONOCO 2019 ANNUAL REPORT


existing laws and regulations may be interpreted in new ways that would affect our business. Although we take reasonable efforts to comply with all applicable laws and regulations, the uncertainty and changes in the requirements of multiple jurisdictions may increase the cost of compliance, reduce demand for our services, restrict our ability to offer services in certain locations, and jeopardize business transactions across borders.
As a result of potential cyber threats and existing and new data protection requirements, we have incurred and expect to continue to incur ongoing operating costs as part of our efforts to protect and safeguard our sensitive, confidential, proprietary and personal data and information, and the sensitive, confidential, proprietary and personal data and information of our customers, suppliers and third-party service providers. These efforts also may divert management and employee attention from other business and growth initiatives. Failure to provide adequate privacy protections and maintain compliance with the new data privacy laws could result in interruptions or damage to our operations, legal or reputational risks, create liabilities for us, subject us to sanctions by national data protection regulators and result in significant penalties, and increase our cost of doing business, all of which could have a materiallymaterial and adverse impact on our business, financial condition and results of operations.
Risks Related to Accounting, Human Resources, Financial and Business Matters and Taxation
Changes in pension plan assets or liabilities may reduce our operating results and shareholders’ equity.

We sponso
r various defined benefit plans worldwide, and have an aggregate projected benefit obligation for these plans of approximately $0.5 billion as of December 31, 2021. The difference between defined benefit plan obligations and assets (the funded status of the plans) significantly affects the net periodic benefit costs and the ongoing funding requirements of the plans. Among other factors, changes in discount rates and lower-than-expected investment returns could substantially increase our future plan funding requirements and have a negative impact on our results of operations and cash flows. As of December 31, 2021, these plans hold a total of approximately $0.4 billion in assets consisting primarily of mutual funds and fixed income securities, funding a portion of the projected benefit obligations of the plans. If the performance of these assets does not meet our assumptions, or discount rates decline, the net underfunding of the plans may increase and we may be required to contribute additional funds to these plans, and our pension expense may increase, which could adversely affect operating results and shareholders’ equity.
Our largest pension plan, the Sonoco Pension Plan for Inactive Participants (the "Inactive Plan"), was terminated effective September 30, 2019. Following completion of a limited lump sum offering in April 2021, all remaining liabilities under the Inactive Plan were settled in June 2021 through the purchase of annuities. We made additional net contributions of $124 million to the Inactive Plan in 2021 in order to be fully funded on a termination basis at the time of the annuity purchase and recognized non-cash, pretax settlement charges totaling $539 million as the lump sum payouts and annuity purchases were made.
Our ability to attract, develop and retain talented executives, managers and employees is critical to our success.
Our ability to attract, develop and retain talented employees, including executives and other key managers, is important to our business. The experience and industry contacts of our management team and other key personnel significantly benefit us, and we need expertise like theirs to carry out our business strategies and plans. We also rely on the specialized knowledge and experience of certain key technical employees. The loss of these key officers and employees, or the failure to attract and develop talented new executives, managers and employees, could have a materiallymaterial and adverse effect on our business. Effective succession planning is also important to our long-term success, and failure to ensure effective transfer of knowledge and smooth transitions involving key officers and employees could hinder our strategic planning and execution.

Changes in U.S. generally accepted accounting principles (U.S. GAAP) and SEC rules and regulations could materially impact our reported results.
U.S. GAAP and SEC accounting and reporting changes are common and have become more frequent and significant in the past several years. These changes could have significant effects on our reported results when compared to prior periods and to other companies, and may even require us to retrospectively revise prior periods from time to time. Additionally, material changes to the presentation of transactions in the consolidated financial statements could impact key ratios that analysts and credit rating agencies use to rate our company, increase our cost of borrowing, and ultimately our ability to access the credit markets in an efficient manner.

Our financial results are based upon estimates and assumptions that may differ from actual results.
In preparing our consolidated financial statements in accordance with U.S. GAAP, we make estimates and assumptions that affect the accounting for and recognition of assets, liabilities, revenues and expenses. These estimates and assumptions must be made due to certain information used in the preparation of our financial statements that is dependent on future events, cannot be calculated with a high degree of precision from data available, or is not capable of being readily calculated based on generally accepted methodologies. We believe that accounting for long-lived assets, pension benefit plans, contingencies and litigation, and income taxes involves the more significant judgments and estimates used in the preparation of our consolidated financial statements. Actual results for all estimates could differ materially from the estimates and assumptions that we use, which could have a material adverse effect on our financial condition and results of operations.

We have a significant amount of goodwill and other intangible assets, and a write down would negatively impact our operating results and shareholders' equity.
At December 31, 2019,2021, the carrying value of our goodwill and intangible assets was approximately $1.8$1.6 billion. We are required to evaluate our goodwill amounts annually, or more frequently when evidence of potential impairment exists. The impairment test requires us to analyze a number of factors and make estimates that require judgment. As a result of this testing, we have in the past recognized goodwill impairment charges, and we have identified one reporting unit that is currently is at risk of a significant future impairment charge if actual results fall short of expectations. Future changes in the cost of capital, expected cash flows, changes in our business strategy, and external market conditions, among other factors, could require us to record an impairment charge for goodwill, which could lead to decreased assets and reduced net income. If a significant write down were required, the charge could have a material adverse effect on our operating results and shareholders' equity.


17 FORM 10-K SONOCO 2021 ANNUAL REPORT


Full realization of our deferred tax assets may be affected by a number of factors.
We have deferred tax assets, including U.S. and foreign operating loss carryforwards, capital loss carryforwards, employee and retiree benefit items, foreign tax credits, and other accruals not yet deductible for tax purposes. We have established valuation allowances to reduce those deferred tax assets to an amount that we believe is more likely than not to be realized prior to expiration of such deferred tax assets. Our ability to use these deferred tax assets depends in part upon our having future taxable income during the periods in which these temporary differences reverse or our ability to carry back any losses created by the deduction of these temporary differences. We expect to realize these assets over an extended period. However, if we were unable to generate sufficient future taxable income in the U.S. and certain foreign jurisdictions, or if there were a significant change in the time period within which the underlying temporary differences became taxable or deductible, we could be required to increase our valuation allowances against our deferred tax assets, which would increase our effective tax rate which could have a material adverse effect on our reported results of operations.

Our annual effective tax rate and the amount of taxes we pay can change materially as a result of changes in U.S. and foreign tax laws, changes in the mix of our U.S. and foreign earnings, adjustments to our estimates for the potential outcome of any uncertain tax issues, and audits by federal, state and foreign tax authorities.
As a large multinational corporation, we are subject to U.S. federal, state and local, and many foreign tax laws and regulations, all of which are complex and subject to significant change and varying interpretations. Changes in these laws or regulations, or any change in the position of taxing authorities regarding their application, administration or interpretation, could have a material adverse effect on our business, consolidated financial condition or results of our operations.
For example, in the U.S., the Biden administration has proposed several corporate tax increases, including raising the U.S. Tax Cutscorporate income tax rate and Jobs Act (“Jobs Act”),greater taxation of international income, which, if enacted, in 2017, significantly changes how the U.S. taxes corporations. The Jobs Act requires complex computations to be performed that were not previously required under U.S.could materially and adversely affect our tax law, significant judgments to be made in interpretation of the provisions of the Jobs Act, and significant estimates in calculations, and the preparation and analysis of information not previously relevant or regularly produced. The U.S. Treasury Department, the IRS, and other standard-setting bodies could interpret or issue guidance on application or administration of provisions of the Jobs Act and regulations under the act that is different from our interpretations. It is
13 FORM 10-K SONOCO 2019 ANNUAL REPORT


also reasonable to expect that global taxing authorities will be reviewing current legislation for potential modifications in reaction to the implementation of the Jobs Act. Any such additional guidance, along with the potential for additional global tax legislation changes, could have a material adverse impact on our net income and cash flow by impacting significant deductions or income inclusions.liability. In addition, our products, and our customers’ products, are subject to import and excise duties and/or sales or value-added taxes in many jurisdictions in which we operate. Increases in these indirect taxes could affect the affordability of our products and our customers’ products, and, therefore, reduce demand.
Recently, international tax norms governing each country’s jurisdiction to tax cross-border international trade have evolved, and are expected to continue to evolve, due in part to the Base Erosion and Profit Shifting project led by the Organization for Economic Cooperation and Development (“OECD”(the “OECD”), an international association of 36 countries including the United States, and supported by the G20. Changes in these laws and regulations, or any change in the position of tax authorities regarding their application, administration or interpretation could adversely affect our financial results. In addition, a number of countries are actively pursuing changes to their tax laws applicable to multinational corporations.
Due to widely varying tax rates in the taxing jurisdictions applicable to our business, a change in income generation to higher taxing jurisdictions or away from lower taxing jurisdictions may also have an adverse effect on our financial condition and results of operations.
We make estimates of the potential outcome of uncertain tax issues based on our assessment of relevant risks and facts and circumstances existing at the time, and we use these assessments to determine the adequacy of our provision for income taxes and other tax-related accounts. These estimates are highly judgmental. Although we believe we adequately provide for any reasonably foreseeable outcome related to these matters, future results may include favorable or unfavorable adjustments to estimated tax liabilities, which may cause our effective tax rate to fluctuate significantly.
In addition, our income tax returns are subject to regular examination by domestic and foreign tax authorities. These taxing authorities may disagree with the positions we have taken or intend to take regarding the tax treatment or characterization of any of our transactions. If any tax authorities were to successfully challenge the tax treatment or characterization of any of our transactions, it could have a material adverse effect on our business, consolidated financial condition or results of our operations. Furthermore, regardless of whether any such challenge is resolved in our favor, the final resolution of such matter could be expensive and time consuming to defend and/or settle. Future changes in tax law could significantly impact our provision for income taxes, the amount of taxes payable, and our deferred tax asset and liability balances.
As further discussed in Note 14 to our December 31, 2019 financial statements included in Item 8 of this Form 10-K, the IRS has previously notified us that it disagrees with our characterization of a distribution, and subsequent repayment, of an intercompany note in 2012 and 2013. If the IRS were to prevail, we could be required to make an adjustment to income for the affected years and pay a significant amount of additional taxes, which could have a material adverse effect on our results of operations and financial condition.

If we fail to continue to maintain effective internal control over financial reporting at a reasonable assurance level, we may not be able to accurately report our financial results, and may be required to restate previously published financial information, which could have a material adverse effect on our operations, investor confidence in our business and the trading prices of our securities.
Effective internal controls are necessary to provide reliable financial reports and to assist in the effective prevention of fraud. Any inability to provide reliable financial reports or prevent fraud could harm our business. We are required to assess the effectiveness of our internal control over financial reporting annually, as required by Section 404 of the Sarbanes-Oxley Act. We need to maintain our processes and systems and adapt them as our business grows and changes. This continuous process of maintaining and adapting our internal controls and complying with Section 404 is expensive, time-consuming and requires significant management attention. As we grow our businesses and acquire other businesses, our internal controls will become increasingly complex and we may require significantly more resources. The integration of acquired businesses, including Ball Metalpack, into our internal control over financial reporting has required, and will continue to require, significant time and resources from our management and other personnel and will increase our compliance costs. Additionally, maintaining effectiveness of our internal control over financial reporting is made more challenging by the fact that we have over 190approximately 180 subsidiaries and joint ventures in 3632 countries around the world. As described in Item 9A of this Form 10-K, management has concluded that our internal controls over financial reporting were effective as of December 31, 2019. There is no assurance that, in the future, material weaknesses will not be identified that would cause management to change its current conclusion as to the effectiveness of our internal controls. If we fail to maintain the adequacy of our internal controls, as such standards are modified, supplemented or amended from time to time, we could be subject to regulatory scrutiny, civil or criminal penalties or litigation. In addition, failure to maintain adequate internal controls could result in financial statements that do not accurately reflect our financial condition, and we may be required to restate previously published financial information, which could have a material adverse effect on our operations, investor confidence in our business and the trading prices of our securities.

Challenges to, or the loss of, our intellectual property rights could have an adverse impact on our ability to compete effectively.
Our ability to compete effectively depends, in part, on our ability to protect and maintain the proprietary nature of our owned and licensed intellectual property. We own a large number of patents on our products, aspects of our products, methods of use and/or methods of manufacturing, and we own, or have licenses to use, all of the material trademark and trade name rights used in connection with the packaging, marketing and distribution of our major products. We also rely on trade secrets, know-how and other unpatented proprietary technology. We attempt to protect and restrict access to our intellectual property and proprietary information by relying on the patent, trademark, copyright and trade secret laws of the U.S. and other countries, as well as non-disclosure agreements. However, it may be possible for a third party to obtain our information without our authorization, independently develop similar technologies, or breach a non-disclosure agreement entered into with us. Furthermore, many of the countries in which we operate do not have intellectual property laws that protect proprietary rights as fully as do laws in the U.S. The use of our intellectual property by someone else without our authorization could reduce or eliminate certain of our competitive advantages, cause us to lose sales or otherwise harm our business. The costs associated with protecting our intellectual property rights could also adversely impact our business.
In addition, we are from time to time subject to claims from third parties suggesting that we may be infringing on their intellectual property rights. If we were held liable for infringement, we could be required to pay damages, obtain licenses or cease making or selling certain products.
Intellectual property litigation, which could result in substantial cost to us and divert the attention of management, may be necessary to protect our trade secrets or proprietary technology or for us to defend against claimed infringement of the rights of others and to determine the scope and validity of others’ proprietary rights. We may not prevail in any such litigation, and if we are unsuccessful, we may not be able to obtain any necessary licenses on reasonable terms or at all. Failure to protect our patents, trademarks and other intellectual property rights may have a material adverse effect on our business, consolidated financial condition or results of operations.

1418 FORM 10-K SONOCO 20192021 ANNUAL REPORT


SeveralRisks Related to COVID-19
The direct and indirect results of the COVID-19 pandemic may adversely affect our operations, results of our operations and our financial condition.
Globally, the impact of the COVID-19 pandemic continues to evolve. Our operations and financial performance have continued to be negatively impacted to varying degrees during 2021. For example, consumer demand for certain food and household products retreated from the elevated levels of 2020 as the pantry stocking and panic buying phenomenon experienced in 2020 normalized in 2021. In addition, the supply chain constraints and labor shortages that were seen throughout the economy contributed to a negative price/cost relationship in 2021.
We expect that the future impact of COVID-19 on our operational and financial performance will depend on the behavior of the virus and the world's reaction to it, which are conducted by joint ventures that wehighly uncertain and cannot operate solelybe predicted. New variants such as Delta, Omicron, and others have caused and have the potential to cause further outbreak and economic disruption. Additionally, the effectiveness of vaccines and containment measures to mitigate the impacts of the virus on people's health and the economy could diminish resulting in decreased demand for our benefit.products and/or disruption to our operations. Recent indications of a resurgence of the virus in certain regions and the emergence of variants of the virus for which existing vaccines could be less effective have raised concerns about the re-imposition of local restrictions on business activity and a negative effect on consumer behavior that alone, or together, could impede the Company's business.
SeveralWe have experienced, and may experience in the future, lower overall demand for certain of our operations are conducted through joint ventures. In joint ventures, we share ownershipproducts due to economic uncertainty and changing consumer behaviors driven by COVID-19 or reduced demand due to our customers’ supply chain issues. We have, and may continue to, experience strong headwinds related to higher supply chain costs and tight labor market due to the continued impacts of COVID-19. Inflation continues, and may continue in some instances, management of a company with one or more parties who may or may not have the same goals, strategies, priorities or resources as we do. In general, joint ventures are intendedfuture, to be operated forrampant resulting in higher commodity and other input costs. Our production capabilities may be disrupted if we are unable to secure sufficient supplies of raw materials, if significant portions of our workforce are unable to work effectively, including because of illness, government actions or other restrictions, or if we have periods of disruptions due to deep cleaning and sanitizing our facilities. An extended period of disruption to our served markets or global supply chains could materially and adversely affect our results of operations, access to sources of liquidity and overall financial condition. In addition, an extended global recession caused by the benefit of all co-owners, rather than for our exclusive benefit. Operating a business as a joint venture often requires additional organizational formalities as well as time-consuming procedures for sharing information, accounting and making decisions. In certain cases, our joint venture partners must agree in order for the applicable joint venture to take certain actions, including acquisitions, the sale of assets, budget approvals, borrowing money and granting liens on joint venture property. Our inability to take unilateral action that we believe is in our best interests maypandemic would have an adverse impact on the Company's operations and financial condition.
On September 9, 2021, the Biden Administration announced a plan directing the Occupational Safety and Health Administration (“OSHA”) to issue an emergency temporary standard (“ETS”) requiring all private employers with 100 or more workers to mandate COVID-19 vaccinations or a weekly test for all employees. The ETS was issued on November 5, 2021. However, on January 13, 2022, the United States Supreme Court blocked the OSHA ETS from going into effect. There may be additional action required or enforcement on the part of OSHA as it relates to vaccination or testing policies. Although we cannot currently assess the impact of such potential future enforcement action by OSHA, such regulations or similar regulations in other jurisdictions could have a material and adverse effect on theour results of operations, financial performance of the joint venture and the return on our investment. In joint ventures, we believe our relationship with our co-owners is an important factor to the success of the joint venture, and if a co-owner changes, our relationship may be adversely affected. In addition, the benefits from a successful joint venture are shared among the co-owners, so that we do not receive all the benefits from our successful joint ventures. Finally, we may be required on a legalcondition or practical basis or both, to accept liability for obligations of a joint venture beyond our economic interest, including in cases where our co-owner becomes bankrupt or is otherwise unable to meet its commitments.

Material disruptions in our business operations could negatively affect our financial results.
Although we take measures to minimize the risks of disruption at our facilities, we from time to time encounter an unforeseen material operational disruption in one of our major facilities, which could negatively impact production and our financial results. Such a disruption could occur as a result of any number of events including but not limited to a major equipment failure, labor stoppages, transportation failures affecting the supply and shipment of materials, disruptions at our suppliers, fire, severe weather conditions, natural disasters and disruptions in utility services. These types of disruptions could materially adversely affect our earnings to varying degrees depending upon the facility, the duration of the disruption, our ability to shift business to another facility or find alternative sources of materials or energy. Any losses due to these events may not be covered by our existing insurance policies or may be subject to certain deductibles.cash flows.
Item 1B. Unresolved staff commentsStaff Comments
There are no unresolved written comments from the SEC staff regarding the Company’s periodic or current 1934Exchange Act reports.
Item 2. Properties
The Company’s corporate offices are owned and operated in Hartsville, South Carolina. There are approximately 320300 owned and leased facilities used by the Company in 3632 countries around the world. The majority of these facilities are located in North America. The most significant foreign geographic region in which the Company operates is Europe, followed by Asia.
The Company believes that its facilities have been well maintained, are generally in good condition and are suitable for the conduct of its business. The Company does not anticipate difficulty in renewing existing leases as they expire or in finding alternative facilities.
Item 3. Legal proceedingsProceedings
The Company has been named as a potentially responsible party (PRP) at several environmentally contaminated sites not owned by the Company. All of the sites are also the responsibility of other parties. The Company’s liability, if any, is shared with such other parties, but the Company’s share has not been finally determined in most cases. In some cases, the Company has cost-sharing agreements with other PRPs relating to the sharing of legal defense costs and cleanup costs for a particular site. The Company has assumed, for accrual purposes, that the other parties to these cost-sharing agreements will perform as agreed. Final resolution of some of the sites is years away, and actual costs to be incurred for these matters in future periods is likely to vary from current estimates because of the inherent uncertainties in evaluating environmental exposures. Accordingly, the ultimate cost to the Company with respect to such sites, beyond what has been accrued as of December 31, 2019,2021, cannot be determined.
As of December 31, 20192021 and 2018,2020, the Company had accrueued d $8.7$7.4 million and $20.18.1 million, respectively, related to environmental contingencies. The Company periodically reevaluates the assumptions used in determining the appropriate reserves for environmental matters as additional information becomes available and makes appropriate adjustments when warranted.
For further information about legal proceedings, see Note 16 to the Company's Consolidated Financial Statements under Item 8 of this Annual Report on Form 10-K.
Other legal mattersLegal Matters
Additional information regarding legal proceedingsproceedings is provided in Note 16 to thethe Consolidated Financial Statements of this Annual Report on Form 10-K.
Item 4. Mine safety disclosuresSafety Disclosures
Not applicable.

1519 FORM 10-K SONOCO 20192021 ANNUAL REPORT



PART II
 
Item 5. Market for registrant’s common equity, related stockholder mattersRegistrant’s Common Equity, Related Stockholder Matters and issuer purchasesIssuer Purchases of equity securitiesEquity Securities
The Company’s common stock is traded on the New York Stock Exchange under the stock symbol “SON.” As of December 31, 2019,2021, there were approximately 95,00079,000 shareholder accounts. Information required by Item 201(d) of Regulation S-K can be found in Part III, Item 12 of this Annual Report on Form 10-K.

Although the ultimate determination of whether to pay dividends is within the sole discretion of the Board of Directors and is based on a variety of factors, the Company currently plans to continue paying dividends consistent with historical practice as earnings and the Company's liquidity permit. Dividends per common share were $1.80 in 2021, $1.72 in 2020 and $1.70 in 2019. On February 9, 2022, the Company declared a regular quarterly dividend of $0.45 per common share payable on March 10, 2022, to shareholders of record on February 23, 2022.

son-20211231_g1.jpg

12/1612/1712/1812/1912/2012/21
Sonoco Products Company$100.00$103.92$107.11$128.02$127.04$127.71
S&P 500$100.00$121.83$116.49$153.17$181.35$233.41
Dow Jones US Containers & Packaging$100.00$119.02$97.06$124.80$151.18$167.76








20 FORM 10-K SONOCO 2021 ANNUAL REPORT



The Company made the following purchases of its securities during the fourth quarter of 2019:2021:
Issuer purchases of equity securities
Period
(a) Total Number of  
Shares Purchased1
(b) Average Price  
Paid per Share
(c) Total Number of  
Shares Purchased
as Part of Publicly
Announced Plans or
Programs2
(d) Maximum
Number of Shares
that May Yet be
Purchased under the
Plans or Programs2
09/30/19 - 11/03/1912,589  $58.12  —  2,969,611  
11/04/19 - 12/01/19887  $59.27  —  2,969,611  
12/02/19 - 12/31/192,067  $61.40  —  2,969,611  
Total15,543  $58.62  —  2,969,611  

Period
(a) Total Number of  
Shares Purchased1
(b) Average Price  
Paid per Share
(c) Total Number of  
Shares Purchased
as Part of Publicly
Announced Plans or
Programs
(d) Maximum
Number or Approximate Dollar Value of Shares
that May Yet be
Purchased under the
Plans or Programs1
10/04/21 - 11/07/21558,683 $58.81558,683 $163,529,035 
11/08/21 - 12/05/21417,508 $61.21417,508 $137,971,853 
12/06/21 - 12/31/21— $—— $137,971,853 
Total976,191 $59.84976,191 $137,971,853 
1
A total of 15,543 common shares were repurchased inOn April 20, 2021, the fourth quarter of 2019 related to shares withheld to satisfy employee tax withholding obligations in association with the exercise of certain share-based compensation awards. These shares were not repurchased as part of a publicly announced plan or program.
2
On February 10, 2016, theCompany's Board of Directors authorized the repurchase of the Company's common stock in an aggregate amount of up to 5,000,000$350.0 million. On October 25, 2021, the Company entered into a Rule 10b5-1 Repurchase Plan (“Repurchase Plan") with a financial institution to repurchase outstanding shares of the Company's common stock. Nostock pursuant to its Board authorized repurchase program. The Company repurchased and retired 976,191 shares were repurchased under this authorizationfor $58.4 million during 2019, 2018 or 2017. During 2016, a totalthe fourth quarter of 2,030,389 shares were repurchased at a cost2021 prior to the termination of $100 million. Accordingly, at December 31, 2019, a total of 2,969,611 shares remain available for repurchase under this authorization.the Repurchase Plan's trading period on November 23, 2021.
The Company did not make any unregistered sales of its securities during 2019.2021.
16 FORM 10-K SONOCO 2019 ANNUAL REPORT


Item 6. Selected financial data[Reserved]
The following table sets forth the Company’s selected consolidated financial information for the past five years. The information presented below should be read together with

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Item 7 of this Annual Report on Form 10-K and the Company’s historical Consolidated Financial Statements and the Notes thereto included in Item 8 of this Annual Report on Form 10-K. The selected statement of income data and balance sheet data are derived from the Company’s Consolidated Financial Statements.
  
Years ended December 31
(Dollars and shares in thousands except per share data)20192018201720162015
Operating Results
Net sales$5,374,207  $5,390,938  $5,036,650  $4,782,877  $4,964,369  
Cost of sales and operating expenses4,847,245  4,913,238  4,585,822  4,339,643  4,512,927  
Restructuring/Asset impairment charges59,880  40,071  38,419  42,883  50,637  
Gain on disposition of business—  —  —  (104,292) —  
Non-operating pension costs24,713  941  45,110  11,809  18,261  
Interest expense66,845  63,147  57,220  54,170  56,973  
Interest income(5,242) (4,990) (4,475) (2,613) (2,375) 
Income before income taxes380,766  378,531  314,554  441,277  327,946  
Provision for income taxes93,269  75,008  146,589  164,631  87,738  
Equity in earnings of affiliates, net of tax(5,171) (11,216) (9,482) (11,235) (10,416) 
Net income292,668  314,739  177,447  287,881  250,624  
Net (income) attributable to noncontrolling interests(883) (1,179) (2,102) (1,447) (488) 
Net income attributable to Sonoco$291,785  $313,560  $175,345  $286,434  $250,136  
Per common share
Net income attributable to Sonoco:
Basic$2.90  $3.12  $1.75  $2.83  $2.46  
Diluted2.88  3.10  1.74  2.81  2.44  
Cash dividends1.70  1.62  1.54  1.46  1.37  
Weighted average common shares outstanding:
Basic100,742  100,539  100,237  101,093  101,482  
Diluted101,176  101,016  100,852  101,782  102,392  
Actual common shares outstanding at December 31100,198  99,829  99,414  99,193  100,944  
Financial Position
Net working capital1
$116,704  $436,342  $563,666  $546,152  $384,862  
Property, plant and equipment, net1,286,842  1,233,821  1,169,377  1,060,017  1,112,036  
Total assets5,126,289  4,583,465  4,557,721  3,923,203  4,013,685  
Long-term debt1,193,135  1,189,717  1,288,002  1,020,698  1,015,270  
Total debt1,681,369  1,385,162  1,447,329  1,052,743  1,128,367  
Total equity1,815,705  1,772,278  1,730,060  1,554,705  1,532,873  
Current ratio1.1  1.4  1.6  1.7  1.4  
Total debt to total capital2
48.1 %43.9 %45.6 %40.4 %42.4 %

1
Calculated as total current assets minus total current liabilities.
2`
Calculated as total debt divided by the sum of total debt and total equity.

17 FORM 10-K SONOCO 2019 ANNUAL REPORT


Item 7. Management’s discussion and analysis of financial condition and results of operations
The following discussion and analysis contains forward-looking statements, including, without limitation, statements relating to the Company's plans, strategies, objectives, expectations, intentions and resources. Such forward-looking statements should be read in conjunction with our disclosures under "Forward-Looking Statements" and under “Item 1A. Risk Factors” of this Form 10-K.

This section of this Form 10-K generally discusses 20192021 and 20182020 items and year-to-year comparisons between 20192021 and 2018.2020. Discussions of 20172020 items and year-to-year comparisons between 20182020 and 20172019 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 2018.

2020.
General overviewOverview
Sonoco is a leading manufacturerprovider of consumer packaging, industrial products and protective packaging products and provider of packaging services with approximately 320300 locations in 3632 countries. As previously disclosed, Sonoco changed its operating and reporting structure in January 2021 and, as a result, realigned certain of its reportable segments effective January 1, 2021. The Company’s operations are reported in fourrevised structure consists of two reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other. The Company's former Protective Solutions and Display and Packaging segments were eliminated and the underlying businesses and their results were grouped into All Other or, in certain cases, subsumed into the remaining two segments. Changes to the Consumer Packaging segment include moving the Plastics - Healthcare Packaging and Industrial Plastics business units to All Other. The Industrial Paper Packaging segment, previously called Paper and Industrial Converted Products, remains unchanged except that it now includes the Company's fiber protective packaging business unit which was previously included in the Protective Solutions segment. All Other includes our healthcare and Protective Solutions.protective packaging businesses, including Plastics - Healthcare, Sonoco ThermoSafe, consumer and automotive molded foam, retail security packaging, and paper amenities. Prior to the divestiture of the Company's global display and packaging operations in two separate transactions, the European contract packaging business on November 30, 2020 and the U.S. display and packaging business on April 4, 2021, these businesses were also included in All Other.
Generally, the Company serves two broad end-use markets, consumer and industrial, which, period to period, can exhibit different economic characteristics from each other. Geographically, in 20192021 approximately 63%65% of sales were generated in the United States, 20%17% in Europe, 7% in Asia, 4% in Canada and 6%7% in other regions.
The Company is a market-share leader in many of its product lines, particularly in uncoated recycled paperboard, tubes, cores, cones and composite containers. Competition in most of the Company’s businesses is intense. Demand for the Company’s products and services is primarily driven by the overall level of consumer consumption of non-durable goods; however, certain product and service groups are tied more directly to durable goods, such as appliances, automobiles and construction. The businesses that supply and/or service consumer product companies have tended to be, on a relative basis, more recession resistantless impacted by economic downturns than those that service industrial markets.
The primary objective of the Company’s enterprise strategy is to be the benchmark company for yield and stability in the packaging industry. Financially, the Company’s objective iskey objectives are to deliver averagegrow annual double-digit totalbase operating profit and to increase returns to shareholders over time. To meet that target,the long-term. Base operating profit is a non-GAAP financial measure reflecting adjustments to the reported GAAP operating profit for certain items. For an explanation of how and why the Company focusesuses such non-GAAP financial measures, and the types of adjustments made, see "Use of Non-GAAP Financial Measures" below. The Company intends to deliver on three major areas: driving profitable sales growth, improving marginsthese objectives by focusing its capital allocation strategy on increased internal investment into its core Consumer and leveragingIndustrial businesses and by consolidating around a uniform operating model to expand the Company’s competitive advantages while simplifying its structure to improve efficiency and effectiveness.
Key focus areas for the Company's operating strategy include:
> Being strategic with capital investments while maintaining a strong balance sheet
> Expanding sustainability excellence
> Expanding operational excellence
> Expanding commercial excellence
> Expanding supply chain excellence
> Executing structural transformation.

21 FORM 10-K SONOCO 2021 ANNUAL REPORT


COVID-19
Impact on Operating Results
While the social distancing response to COVID-19 has resulted in increased consumer demand for certain food and household products, COVID-19 had an overall negative impact on results in 2021 but to a much lesser extent than 2020. Consumer demand for certain food and household products retreated from the elevated levels of 2020 as the pantry stocking and panic buying phenomenon experienced in 2020 normalized in 2021. This retreat in the Consumer Packaging segment was more than offset by a return to pre-pandemic volume levels in our Industrial Paper Packaging segment. However, the supply chain constraints and labor shortages that were seen throughout the economy contributed to a negative price/cost relationship.
As the pandemic wanes, the Company expects sales volume, excluding acquisitions, to modestly increase. Sales volume of at-home food packaging is expected to continue to normalize while demand in other consumer market segments picks up. Volume in our Industrial Paper Packaging businesses as well as All Other is expected to improve. The Company expects COVID-19 induced and other inflationary pressures to flatten out in 2022 and for selling prices to improve resulting in a favorable price/cost relationship.
Financial Flexibility and Liquidity
Sonoco has maintained a strong balance sheet and substantial liquidity in the form of cash, cash equivalents and revolving credit facilities, as well as the ability to issue commercial paper and to access liquidity in the banking and debt capital markets. The following actions taken in 2021 largely related to the Company's efforts to reposition its cash balances and debt portfolio in anticipation of a waning of the COVID-19 pandemic:
On April 5, 2021, the Company received cash proceeds totaling $79.7 million from the sale of its U.S. display and packaging business.
On May 10, 2021, the Company paid $150 million in connection with an accelerated share repurchase agreement to repurchase shares of its common stock.
On May 25, 2021, the Company repurchased $63.2 million of its outstanding 5.75% notes, due November 2040, for a total cash cost of $82.0 million.
On May 25, 2021, upon maturity, the Company paid $177.8 million to retire its 1% Euro loan.
On June 30, 2021, the Company entered into a new five-year $750 million, unsecured revolving credit facility which replaced an existing $500 million facility. Consistent with prior facilities, the new revolving credit facility supports the Company's $500 million commercial paper program.
On August 1, 2021, the Company repaid its $250 million, 4.375% debentures without penalty ahead of their November 2021 maturity.
Following the actions above, at December 31, 2021, the Company had approximately $171 million in cash and cash equivalents on hand and $750 million in committed availability under its revolving credit facility, of which $401 million was available for draw down net of $349 million of outstanding commercial paper. At December 31, 2021, scheduled debt maturities in 2022 totaled approximately $412 million, including outstanding commercial paper. The Company believes cash on hand and available credit, combined with expected net cash flows generated from operating and investing activities, will provide sufficient liquidity to cover these and other cash flow needs of the Company over the course of 2022 and financial position. Operationally,beyond. For additional information concerning the Company’s goal isCompany's liquidity, including debt transactions occurring subsequent to December 31, 2021, see "Capital Resources" in this Form 10-K.
Health, Safety and Business Continuity
The health and safety of Sonoco’s associates, contractors, suppliers and the general public are a top priority. Included among the safety measures the Company implemented in consideration of COVID-19 are: conducting health screenings for personnel entering our operations, routinely cleaning high-touch surfaces, following social distancing protocols, prohibiting all non-critical business travel, and encouraging all associates who can to work from home when possible. Additionally, the Company maintains an internal site dedicated to the communication of COVID-related guidance and policies to our employees around the world.
Sonoco also has a Global Task Force to develop and implement business continuity plans to ensure its operations are as prepared as possible to be the acknowledged leader in high-quality, innovative, value-creating packaging solutions within targeted customer market segments.able to continue producing and shipping product to its customers without disruption. Sonoco has a diverse global supply chain and to date has not experienced significant raw material or other supply disruptions.
Use of Non-GAAP financial measuresFinancial Measures
To assess and communicate the financial performance of the Company, Sonoco management uses, both internally and externally, certain financial performance measures that are not in conformity with generally accepted accounting principles (“non-GAAP” financial measures). These non-GAAP financial measures reflect the Company’s GAAP operating results adjusted to remove amounts, including the associated tax effects, relating to restructuring initiatives, asset impairment charges, environmental charges, acquisition-relatedacquisition/divestiture-related costs, gains or losses from the dispositiondivestiture of businesses, excessearly extinguishment of debt, property insurance recoveries in excess of recorded losses, non-operating pension costs, certain income tax events and adjustments, and other items, if any, including other income tax-related adjustments and/or events, the exclusion of which management believes improves the period-to-period comparability and analysis of the underlying financial performance of the business. The adjusted non-GAAP results are identified using the term “base,” for example, “base earnings.” Starting in the first quarter of 2022 and going forward, the Company will also include adjustments in these non-GAAP financial measures to exclude amortization expense on acquisition intangibles. This change is being made to better align the Company's definition of base earnings with those of its peers, better reflect the Company's operating performance, and increase the usefulness of such measures to the investing community.
The Company’s base financial performance measures are not in accordance with, nor an alternative for, measures conforming to generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. Sonoco continues to provide all information required by GAAP, but it believes that evaluating its ongoing operating results may not be as useful if an investor or other user is limited to reviewing only GAAP financial measures. The Company uses theconsistently applies its non-GAAP “base” performance measures presented herein and uses them for internal planning and forecasting purposes, to evaluate its ongoing operations, and to evaluate the ultimate performance of management and each business unit against plan/forecast all the way up through the evaluation of the Chief Executive Officer’s performance by the Board of Directors. In addition, these same non-GAAP measures are used in determining incentive compensation for the entire management team and in providing earnings guidance to the investing community.
Sonoco management does not, nor does it suggest that investors should, consider these non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Sonoco presents these non-GAAP financial measures to provide users information to evaluate Sonoco’s operating results in a manner similar to how management evaluates business performance. Material limitations associated with the use of such measures are that they do not reflect all period costs included in operating expenses and may not reflect financial results that are comparable to financial results of other companies that present similar costs differently. Furthermore, the calculations of these non-GAAP measures are based on subjective determinations of management regarding the nature and classification of events and circumstances that the investor may find material and view differently. To compensate for these limitations, management believes that
22 FORM 10-K SONOCO 2021 ANNUAL REPORT


it is useful in understanding and analyzing the results of the business to review both GAAP information which includes all of the items impacting financial results and the non-GAAP measures that exclude certain elements, as described above.
Restructuring and restructuring-related asset impairment charges are a recurring item as Sonoco’s restructuring programs usually require several years to fully implement and the Company is continually seeking to take actions that could enhance its efficiency. Although recurring, these charges are subject to significant fluctuations from period to period due to the varying levels of restructuring activity and the inherent imprecision in the estimates used to recognize the impairment of assets and the wide variety of costs and taxes associated with severance and termination benefits in the countries in which the restructuring actions occur. Similarly, non-operating pension expense is a recurring item. However, this expense is subject to significant fluctuations from period to period due to changes in actuarial assumptions, global financial markets (including stock market returns and interest rate changes), plan changes, settlements, curtailments, and other changes in facts and circumstances.
Reconciliations of GAAP to base results are presented on pages 2125 and 22 in conjunction26 in conjunction with management’s discussion and analysis of the Company’s results of operations. Whenever reviewing a non-GAAP financial measure, readers are encouraged to review the related reconciliation to fully understand how it differs from the related GAAP measure. Reconciliations are not provided for non-GAAP measures related to future years due to the likely occurrence of one or more of the following, the timing and magnitude of which management is unable to reliably forecast: possible gains or losses on the sale of businesses or other assets, restructuring costs and restructuring-related asset impairment charges, acquisition-relatedacquisition/divestiture-related costs, and the tax effect of these items and/or other income tax-related events. These items could have a significant impact on the Company's future GAAP financial results.
18 FORM 10-K SONOCO 2019 ANNUAL REPORT


2019 overview and 2020 outlook2021 Overview
Management's primary focus areas in 2019 was on2021 were managing through challenges of the COVID-19 pandemic, generating profitable growth, improving margins, driving free cash flow, and portfolio optimization, including both potentialenhancing the Company's sustainability. Overall, management was expecting relatively flat net sales. Divestitures and acquisitions and divestitures. Management targetedwere expected to have a net negative impact as sales lost due to the divestiture of the Company's European contract packaging business were expected to be greater than the full-year impact of sales added by 2020 acquisitions. This net sales decrease was expected to be mostly offset by an overall 2019 organic volume increase of approximately 1.0% and2.0%. Overall, the Company anticipated a positivenegative price/cost relationship albeit lower than what was achievedas the prices of key raw materials, such as recycled fiber and plastic resins, and freight costs were expected to rise. Manufacturing and other productivity gains were expected to offset a significant portion of the negative price/cost impact and projected increases in 2018. As a result, management was expecting a notable increase in net sales, including the full-year impact of 2018 acquisitions,labor and other costs. The Company expected modest improvements in overall margins for gross profit base operating profit and base operating profit before depreciation and amortization. However, as the year unfolded, price/cost was flat and global weakness in manufacturing, exacerbated by tariffs and overall trade uncertainty, drove volume down in our Paper and Industrial Converted Products segment,margin improvement while continued secular declines in certain end markets of our rigid paper container business and a combination of operational performance issues, competitive pressure and spotty demand in our plastics business resulted in lower overall volume in Consumer Packaging. Despite company-wide volume being down 2.5% and flat price/cost, consolidated operating profit and operating margin improved considerably, due to acquisitions, net productivity gains and the effective control of other fixed costs.
Consolidated operating profit increased in 2019 by $29.4 million, or 6.7% despite a small 0.3% decline in total revenue year over year. The benefit to sales from acquisitions and higher selling prices implemented to recover rising costs were offset by negative volume/mix in most of the Company's businesses, the negative impact of foreign exchange on sales and lost sales from the 2018 exit of a single-customer contract for retail packaging fulfillment. Each of the Company's segments contributed to the year-over-year growth in consolidated operating profit with the greatest gain reported by Display and Packaging, followed by Paper and Industrial Converted Products and Protective Solutions. On a company-wide basis, productivity improvements and the added operating profit from acquisitions were partially offset by negative volume / mix. Volume declines, together with production inefficiencies in certain businesses, were the primary drivers of a significant decline in manufacturing productivity, which was more than offset by purchasing and fixed cost productivity.
Despite the increased consolidated operating profit, Net Income Attributable to Sonoco (GAAP earnings) for 2019 decreased $21.8 million, or 6.9%, year over year. This decrease was primarily due to higher current-year non-operating pension and restructuring costs and a prior-year income tax valuation allowance release triggered by certain provisions of the Tax Cuts and Jobs Act ("Tax Act"). Base earnings, which exclude the previously mentioned non-operating pension costs, restructuring costs and income tax valuation allowance release, as well as certain other items of income and expense, improved $16.6 million, or 4.9%, year over year. Base earnings are more fully described within this Item under "Use of Non-GAAP financial measures" and are reconciled within this Item under "Reconciliations of GAAP to Non-GAAP financial measures." Basebase operating profit as a percent of sales was expected to remain flat.
In line with expectations, divestitures, net of acquisitions, decreased sales by $337.2 million. However, the Company exceeded its organic growth projection which, adjusted for the disposition of the global display and packaging business, was 2.9%. This growth combined with increased selling prices, mostly implemented to 9.8%recover rising raw material and other costs, led to an overall sales increase of 6.7%.
GAAP operating profit increased $129.0 million from 9.1%2020 largely driven by lower restructuring and asset impairment charges as well as a non-recurring loss on the 2020 sale of the Company’s European contract packaging business. In 2021, the Company recorded after-tax asset impairment and restructuring charges of $8.8 million compared to $112.7 million in 2018,2020. The 2020 charges were largely attributable to its Plastics - Food thermoforming operations on the west coast of the United States and in Mexico. Despite the increase in GAAP operating profit, total segment operating profit (referred to as base operating profit) decreased 2.2%. This decline was driven by a negative price/cost environment, increases in labor and other costs, and the negative impact of divestitures (net of acquisitions). These negative factors were only partially offset by productivity improvements and higher volumes.
Gross profit before depreciation and amortization as a percent of sales improved to 14.2% from 13.5% in 2018.
2019 gross profit2021 was $1,057.8$1,061.9 million, compared with $1,041.0$1,046.3 million in 2018. Gross2020. Despite the small increase, gross profit as a percentage of sales improveddeclined to 19.7%19.0%, compared to 19.3%20.0% in 2018.2020. This margin percentage reduction was the result of a negative price cost environment as the Company was unable to fully recover rising material and other operating costs. GAAP selling, general and administrative (SG&A) expenses declined $32.4increased $29.7 million driven by more-normalized expenses for medical benefits, strategic information technology activity, and higher acquisition and divestiture transaction costs. Despite this increase, SG&A expenses as a gain relatedpercentage of sales were flat in 2021 compared to the reversal of an environmental reserve and significant focus across the Company on lowering controllable costs, the benefits of which were partially offset2020.
Pursuant to a resolution approved by the addition of expenses from acquisitions.
On December 31, 2019, the Company completed the acquisition of Thermoform Engineered Quality, LLC, and Plastique Holdings, LTD, (together "TEQ") with operations in the United States, the United Kingdom and Poland. The acquisition of TEQ provides a strong platform to further expand Sonoco's growing healthcare packaging business. On August 9, 2019, the Company completed the acquisition of Corenso Holdings America, Inc. ("Corenso"), a leading manufacturer of uncoated recycled paperboard (URB) and high-performance cores used in the paper, packaging films, tape, and specialty industries. Corenso's operations expand the Company's ability to produce a wide variety of sustainable coreboard grades. These transactions are described in greater detail below.
On July 17, 2019, the Company's Board of Directors, approved a resolution to terminate the Sonoco Pension Plan for Inactive Participants (the "Inactive Plan") was terminated effective September 30, 2019. Upon approval from the Pension Benefit Guaranty Corporation, and followingFollowing completion of a limited lump-sum offering in April 2021, the Company is expected to settlesettled all remaining liabilities under the Inactive Plan through the purchases of annuities in late 2020 or earlyJune 2021. In anticipation of settling these liabilities, the Company also took measures to de-risk the Inactive Plan's assets moving them to a more conservative mix of primarily fixed income investments. During 2019, the Company recorded total pension and postretirement benefit expenses of approximately $52.7 million, compared with $34.9 million during 2018. The increased expense was primarily due to lower expected returns on plan assets as a result of the de-risking of the Inactive Plan portfolio. The aggregate net unfunded position of the Company’s various defined benefit plans decreased from $369 million at the end of 2018, to $294 million at the end of 2019. This decrease was driven primarily by contributions to its various pension and postretirement plans, including voluntary contributions to the U.S. plans totaling $200 million, partially offset by the effect of lower discount rates.
The effective tax rate on GAAP earnings was 24.5%, compared with 19.8% in 2018, and the effective tax rate on base earnings was 23.9%, compared with 23.7% in 2018. The year-over-year increase in the GAAP tax rate was driven primarily by the 2018 benefit from the release of a valuation allowance on foreign tax credits of $16.1 million. The modest increase in the base effective tax rate was due to a discrete foreign benefit in the 2018 base effective rate, partially offset by additional US tax credits available in 2019.
The Company generated $425.9 million in cash from operations during 2019, compared with $589.9 million in 2018. The primary driver of the lower operating cash flow was the previously mentioned voluntary U.S. pension contribution which had an after-tax cash flow impact of approximately $165 million. Free cash flow for 2019 was $74.3 million, compared with $260.2 million in the prior year, reflecting the decrease in cash flow from operations discussed above as well as an increase in net capital expenditures and cash dividends in the current year. Free cash flow is a non-GAAP financial measure which may not represent the amount of cash flow available for general discretionary use because it excludes non-discretionary expenditures, such as mandatory debt repayments and required settlements of recorded and/or contingent liabilities not reflected in cash flow from operations. (Free cash flow is defined as cash flow from operations minus net capital expenditures and cash dividends. Net capital expenditures are defined as capital expenditures minus proceeds from, and/or plus costs incurred in, the disposition of capital assets.) Cash flow from operations is expected to be approximately $635 million in 2020 and free cash flow is expected to be approximately $260 million.
Outlook
Profitable growth, margin expansion, improving free cash flow and sustainability will continue to be primary focus areas for the Company in 2020. Key to achieving management's objectives for the year will be further development of the Company's previously implemented commercial and operational excellence initiatives aimed at improving margins by more fully realizing the value of our products and services, reducing our unit costs and better leveraging our fixed support costs. Management is targeting an overall organic volume increase in 2020 of approximately 1.0% driven by new chilled and prepared food volume, improved perimeter of the store performance, new sustainable products, and stabilization of demand in our industrial products markets. In addition, the Company will continue to look for strategic and opportunistic acquisition candidates as well as opportunities to optimize our overall business portfolio.
The Company has projected that company-wide price/cost will be negative in 2020 as continued weakness in key raw material prices are likely to make full recovery of any overall cost increases more challenging. Manufacturing and other productivity gains are expected to offset a significant portion of projected increases in labor and other costs; however, not realizing the targeted organic volume gains would make fully
19 FORM 10-K SONOCO 2019 ANNUAL REPORT


achieving management's productivity objectives more difficult. Operating results in 2020 will include a full year of revenue and operating profit from the Corenso and TEQ acquisitions.
The Company projects the operating component of pension and post-retirement benefits expense will be approximately $1 million higher year over year, while the non-operating component, excluding settlement charges, is projected to be $3 million lower. The net anticipated decrease of $2 million is primarily due to lower interest expense due to a decline in discount rates, partially offset by lower expected returns on plan assets due to de-risking actions taken to move the Inactive Plan's assets to a more conservative mix of primarily fixed income investments. Non-cash settlement charges totaling approximately $600 million are expected to be recognized beginning in 2020 as the liabilities of the Inactive Plan, terminated in 2019, are settled through lump-sum payouts and annuity purchases. The Company anticipates makingmade additional contributions to the Inactive Plan oftotaling approximately $150$124 million in late 2020 or early 2021 in order to be fully funded on a termination basis at the time of the annuity purchase. Contributions
Excluding settlement charges of $550.7 million, the Company recorded 2021 pension and postretirement benefit expenses of approximately $44.9 million, compared with $58.0 million during 2020. The decreased expense was primarily the result of recognizing only a partial year of expenses for the Inactive Plan due to all otherits settlement in June 2021. The aggregate net unfunded position of the Company’s various defined benefit plans decreased to $97 million at the end of 2021 compared with $294 million at the end of 2020. This decrease reflects current-year contributions and investment returns as well as lower plan liabilities resulting from higher year-over-year discount rates.
Net (loss)/income attributable to Sonoco (GAAP earnings) was $(85.5) million for the year ended December 31, 2021, compared with $207.5 million for the year ended December 31, 2020, a year-over-year decrease of $(292.9) million, reflecting the above-mentioned pension settlement charges in 2020 are expected2021. GAAP earnings represented (1.5)% of sales in 2021 compared to total approximately $25 million.4.0% of sales in 2020.
Absent additional borrowings for acquisitionsAlthough base operating profit declined somewhat, base earnings attributable to Sonoco increased 3.0%, or significant changes in interest rates,$10.2 million, year over year, reflecting lower net interest expense is expected to be relatively flat year over year. and a lower effective base income tax rate.
The consolidatedeffective tax rate on GAAP earnings was 41.9%, compared with 20.7% in 2020, and the effective tax rate on base earnings was 23.6%, compared with 25.1% in 2020. The higher 2021 GAAP effective tax rate primarily resulted from a combination of the regular tax benefit recognized on the Company's reported pretax loss together with a discrete tax benefit from the realization of additional foreign tax credits generated by an amendment of the Company's 2017 US income tax return.
During 2021, the Company made significant progress on Project Horizon, a $125 million project to transform the corrugated medium machine in Hartsville, South Carolina, to produce uncoated recycled paperboard ("URB"). Project Horizon also includes a new finished goods warehouse on the Hartsville campus as well as other infrastructure improvements to the Hartsville paper manufacturing complex. Project Horizon began in the last half of 2020 and is expected to be between 25.0%completed in the third quarter of 2022. The new URB machine is being designed with the goal of being the largest and 26.0%lowest-cost producer of URB in 2020 comparedthe world, with 23.9% in 2019. The anticipated year-over-year increasea targeted annual production capacity of 180,000 tons, and capable of producing a wide range of high-value paper grades to service the Company's Industrial Paper Packaging businesses and external trade customers. Project Horizon is due to discrete items that benefited the 2019 rate that are not expected to reoccurdrive significant annualized cost savings beginning in 2020.2023.
In considerationOn April 4, 2021, the Company completed the sale of its U.S. display and packaging business, part of the above factors, managementAll Other group of businesses, to Hood Container Corporation for $80.0 million in cash. This business provided design, manufacturing and fulfillment of point-of-purchase displays, as well as contract packaging services, for consumer product customers and had approximately 450 employees. Its operations included eight manufacturing and fulfillment facilities and four sales and design centers.
23 FORM 10-K SONOCO 2021 ANNUAL REPORT


On December 19, 2021, the Company entered into a definitive agreement to acquire Ball Metalpack Holding, LLC ("Ball Metalpack"), a leading manufacturer of sustainable metal packaging for food and household products and the largest aerosol can producer in North America, for $1.35 billion in cash subject to customary adjustments, including for working capital, cash and indebtedness. Ball Metalpack was formed in 2018 and consists of eight manufacturing plants in the United States, and is projecting that reported 2020 net sales will increase approximately 3% and overall marginsheadquartered in Broomfield, Colorado. This acquisition fits the Company's strategy of investing in its core businesses as it complements our largest Consumer Packaging franchise – global rigid paper packaging. In addition, it further expands the Company's sustainable packaging portfolio with metal packaging. The acquisition of Ball Metalpack was completed on January 26, 2022. See Note 20 to the Consolidated Financial Statements for gross profit and base operating profit will improve approximately 0.3% and 0.1%, respectively, over 2019 levels.additional information.
The Company does not provide projected GAAP earnings resultsgenerated $298.7 million in cash from operations during 2021, compared with $705.6 million in 2020. The primary drivers of the decrease were the cash contributions to the Inactive Plan in 2021 to fully fund the plan prior to its settlement, and higher levels of working capital driven by increased business activity, inflation, and supply chain dynamics that affected customer demand and resulted in fluctuating inventory levels. Cash generated from operations also declined due to the likely occurrencepayment of one or morea portion of social security taxes previously deferred pursuant to the CARES Act and increased cash paid for taxes as the tax benefit from the 2021 funding of the following, the timing and magnitude of which we are unable to reliably forecast: possible gains or losses on the sale of businesses or other assets, restructuring costs and restructuring-related impairment charges, acquisition-related costs, and the income tax effects of these items and/or other income tax-related events. These items could have a significant impactInactive Plan was deducted on the Company's future GAAP financial results.2020 tax return.
Acquisitions and Divestitures
Acquisitions
The Company completed twofour acquisitions during 20192021 at a net cash cost of $297.9 million, net of cash acquired.$20.7 million. On December 31, 2019,30, 2021, the Company completed the acquisition of Thermoform Engineered Quality,a recycling facility from American Recycling of Western North Carolina, LLC, a privately held company, for total cash consideration of $6.3 million. The facility, located in Asheville, North Carolina, primarily services western North Carolina and Plastique Holdings, LTD, (together "TEQ") for $187.3 million, net of cash acquired. Final consideration is subject to a post-closing adjustmentupstate South Carolina for the change in working capital to the dateprocessing of closing. This adjustment is expected to be made by the end of the first quarter of 2020.The operations acquired consist of three thermoforming and extrusion facilities in the United States along with a thermoforming operation in the United Kingdom and thermoforming and molded-fiber manufacturing in Poland, which together employ approximately 500 associates. The acquisition of TEQ provides a strong platform to further expand Sonoco's growing healthcare packaging business. The operations of TEQ will be reported in the Company's Consumer Packaging segment.recycled materials. On August 9, 2019,November 8, 2021, the Company completed the acquisition of Corenso Holdings America,D&W Paper Tube Inc. ("Corenso") for $110.6 million, net of cash acquired. Final consideration was subject to, a post-closing adjustment for the change in working capital to the date of closing. This adjustment was settled in November 2019 and required an additional cash payment of approximately $0.1 million. Corenso is a leadingprivately owned manufacturer of uncoated recycled paperboard (URB)paper tubes and high-performancecardboard cores, usedserving the carpet and textile industries and consisting of two manufacturing facilities in the paper, packaging films, tape, and specialty industries. Corenso operates a 108,000-ton per year URB mill and core converting facility in Wisconsin Rapids, Wisconsin, as well as a core converting facility in Richmond, Virginia, expanding the Company's ability to produce a wide varietyChatsworth, Georgia, for total cash consideration of sustainable coreboard grades. To finance the acquisitions, the Company used short-term credit facilities, and available cash. The operations of Corenso are reported in the Company's Paper and Industrial Converted Products segment.
The Company completed three acquisitions during 2018 at a cost of $278.8 million, net of cash acquired.$12.8 million. On October 1, 2018,August 3, 2021, the Company completed the acquisition of the remaining 70 percent interestAllied Packaging, a privately owned manufacturer of paper packaging and related manufacturing equipment, consisting of a single manufacturing facility in Conitex Sonoco (BVI), Ltd. ("Conitex Sonoco") from Texpack Investments, Inc. ("Texpack")Sydney, Australia, for total cash consideration of $134.8 million, including net cash payments of $127.8$0.8 million, and debt assumed of $7.1 million. Final consideration was subject to a post-closing adjustment for the change in working capital to the date of closing. This adjustment was settled in February 2019 and required an additional cash payment of approximately $0.1 million. The operations of Conitex Sonoco are reported in the Company's Paper and Industrial Converted Products segment. The Conitex Sonoco joint venture was formed in 1998 with Texpack, a Spanish-based global provider of paperboard and paper-based packaging products. Conitex Sonoco produces uncoated recycled paperboard and tubes and cones for the global spun yarn industry, as well as adhesives, flexible intermediate bulk containers and corrugated pallets. Conitex Sonoco has approximately 1,250 employees across 13 manufacturing locations in 10 countries, including four paper mills and seven cone and tube converting operations and two other production facilities. Also on October 1, 2018, the Company acquired from Texpack Group Holdings B.V. a rigid paper facility in Spain ("Compositub") for $10.0 million in cash. Final consideration was subject to a post-closing adjustment for the change in working capital to the date of closing. This adjustment was settled in February 2019 for an additional cash payment to the seller of $0.4 million. The operations of Compositub are reported in the Company's Consumer Packaging segment. Both the Conitex Sonoco and Compositub acquisitions were funded with existing cash on hand. On April 12, 2018,March 8, 2021, the Company completed the acquisition of Highland Packaging Solutions ("Highland"). TotalTuboTec, a small tube and core operation in Brazil, for total cash consideration for this acquisition was $148.5 million, including net cash paid at closing of $141.0, along with a contingent purchase liability of $7.5$0.8 million. The contingent purchase liability is based upon a sales metric which the Company expected to meet in full at the timefinancial results of the acquisition. The first year's metric was met and $5.0 million was paid in the second quarter of 2019. The second installment of $2.5 million is expected to be paid during the second quarter of 2020. The liability for the remaining installment isall these acquired operations are included in "Accrued expenses and other" on the Company's Consolidated Balance Sheets at December 31, 2019. Highland manufactures thermoformed plastic packaging for fresh produce and dairy products from a single production facility in Plant City, Florida, providing total packaging solutions for customers that include sophisticated engineered containers, flexographic printed labels, and inventory management through distribution warehouses in the Southeast and West Coast of the United States. The Company financed the acquisition with proceeds from a $100.0 million term loan, along with proceeds from existing credit facilities, which was repaid in full before the end of 2018. The operations of Highland are reported in the Company's Industrial Paper Packaging segment from the date acquired.
As discussed above, on December 19, 2021, the Company entered into a definitive agreement to acquire Ball Metalpack. The acquisition of Ball Metalpack was completed on January 26, 2022. See Note 20 to the Consolidated Financial Statements for further information about this acquisition and other subsequent events.
Divestitures
On September 30, 2021, the Company completed the sale of its Plastics - Food thermoforming operation in Wilson, North Carolina to Placon for net cash proceeds of $3.5 million, resulting in the recognition of a gain on the sale of $0.1 million, before tax.
On April 4, 2021, the Company completed the divestiture of its U.S. display and packaging business, part of the All Other group of businesses, to Hood Container Corporation for $80 million in cash. This business provided design, manufacturing and fulfillment of point-of-purchase displays, as well as contract packaging services, for consumer product customers and had approximately 450 employees. Its operations included eight manufacturing and fulfillment facilities and four sales and design centers. Net cash proceeds of $79.7 million were received on April 5, 2021. The final working capital settlement occurred in the third quarter of 2021 with the Company receiving additional cash proceeds of $2.0 million and the buyer assuming certain liabilities totaling $0.8 million. As a result, the Company recognized a net loss on the sale of the U.S. display and packaging business totaling $2.8 million, before tax.
The divestiture of the U.S. display and packaging business was preceded by the November 30, 2020 divestiture of the Company's European display and packaging business. The decision to sell its global display and packaging businesses was part of the Company's efforts to simplify its operating structure to focus on growing its core Consumer Packaging segment.and Industrial packaging businesses around the world. These sales are not expected to notably affect consolidated operating margin percentages, nor do they represent a strategic shift for the Company that will have a major effect on the entity’s operations and financial results. Consequently, the sales did not meet the criteria for reporting as discontinued operations. The net proceeds from the sales were used for general corporate purposes.
The Company continually assesses its operational footprint as well as its overall portfolio of businesses and may consider the divestiture of plants and/or business units it considers to be suboptimal or nonstrategic. See Note 3 to the Consolidated Financial Statements for further information about acquisition activities.acquisitions and divestitures.








20 FORM 10-K SONOCO 2019 ANNUAL REPORT


Restructuring and asset impairment chargesAsset Impairment Charges
Due to its geographic footprint (approximately 320300 locations in 3632 countries) and the cost-competitive nature of its businesses, the Company is constantly seeking the mostfrequently seeks more cost-effective means and structurestructures to serve its customers, to improve profitability, and to respond to fundamental changes in its markets. As such, restructuring costs have been and are expected to be a recurring component of the Company’s operating costs. The amount of these costs can vary significantly from year to year depending upon the scope and location of the restructuring activities.
24 FORM 10-K SONOCO 2021 ANNUAL REPORT


The following table recapssummarizes the impact of restructuring and asset impairment charges onfor each of the Company’s net incomeyears presented:
 Year Ended December 31,
Dollars in thousands202120202019
Restructuring and restructuring-related asset impairment charges$9,176 $67,729 $44,819 
Other asset impairments5,034 77,851 15,061 
Restructuring/Asset impairment charges$14,210 $145,580 $59,880 
During 2021, the Company recognized severance charges for employees terminated as a result of various plant closures, employees impacted by Project Horizon, and employees whose positions were eliminated in conjunction with the periods presented (dollarsCompany's ongoing organizational effectiveness efforts. In addition, the Company recognized gains from the sale of real estate in thousands):the Industrial Paper Packaging segment and gains from the sale of other assets impaired in the prior year as a result of consolidations in the Company's Plastics - Food thermoforming operations. The Company recognized other asset impairment charges totaling $5.0 million in the year ended December 31, 2021. These charges consisted of fixed asset impairments in the Company's Plastics - Food thermoforming operations, part of the Consumer Packaging segment, and in the temperature-assured packaging business, part of the All Other group of businesses.
 Year Ended December 31,
  
201920182017
Restructuring and restructuring-related asset impairment charges$44,819  $40,071  $19,834  
Other asset impairments15,061  —  18,585  
Restructuring/Asset impairment charges$59,880  $40,071  $38,419  
During 2019,2020, the Company announced the eliminationclosures of a forming film production line atpaper mill in Canada, a flexible packaging facilitypaper machine in Illinoisthe United States, a cone operation in Europe and initiated the closure of a composite canfour tube and injection molding facilitycore plants, one in Germany, a composite can plant in Malaysia, a molded plastics plantEurope and three in the United States (all part of the Industrial Paper Packaging segment); and the closure of a paperboard specialties plant in the United States (part of the All Other group of businesses). Restructuring actions in the Consumer Packaging segment),segment included the closure of two graphic design operations, one in the United States and three tube and core plants - one in the United Kingdom, oneand the consolidation in Norway, and one in Estonia (all partthe Company's Plastics - Food thermoforming operations on the west coast of the PaperUnited States and Industrial Converted Products segment). Restructuring actionsin Mexico. This consolidation resulted in the closure of a manufacturing facility in the Protective Solutions segment included charges associated withUnited States and the exitconversion of a protective packagingmanufacturing facility in Texas.Mexico into a warehouse and distribution center. During the fourth quarter of 2020, the Company recognized other asset impairments totaling $77.9 million on certain long-lived, intangible, and right of use assets, primarily in the Company's Plastics - Food thermoforming operations. In addition, the Company continued to realign its cost structure, resulting in the elimination of approximately 223275 positions.
During 2018, the Company initiated the closures of a flexible packaging plant in North Carolina, a global brand management facility in Canada, a thermoformed packaging plant in California (all part of the Consumer Packaging segment), five tube and core plants - one in Alabama, one in Canada, one in Indonesia, one in Russia, and one in Norway (all part of the Paper and Industrial Converted Products segment), and a protective packaging plant in North Carolina (part of the Protective Solutions segment). Restructuring actions in the Display and Packaging segment included charges associated with exiting a single-customer contract at a packaging center in Atlanta, Georgia. In addition, the Company continued to realign its cost structure, resulting in the elimination of approximately 120 positions.
The Company expects to recognize future additional costs totaling approximately $2.8$2.0 million in connection with previously announced restructuring actions. The Company believes that the majority of these charges will be incurred and paid by the end of 2020.2022. The Company regularly evaluates its cost structure, including its manufacturing capacity, and additional restructuring actions are likely to be undertaken. Restructuring and asset impairment charges are subject to significant fluctuations from period to period due to the varying levels of restructuring activity and the inherent imprecision in the estimates used to recognize the impairment of assets and the wide variety of costs and taxes associated with severance and termination benefits in the countries in which the Company operates.
See Note 4 to the Consolidated Financial Statements for further information about restructuring activities and asset impairment charges.
Reconciliations of GAAP to non-GAAP financial measuresNon-GAAP Financial Measures
The following tables reconcile the Company’s non-GAAP financial measures to their most directly comparable GAAP financial measures for each of the years presented:
 For the year ended December 31, 2021
Dollars and shares in thousands, except per share dataGAAP
Restructuring/
Asset
Impairment(1)
Acquisition/Divestiture
Related
Costs(2)
Other Adjustments(3)
Base
Operating profit$486,853 $14,210 $17,722 $(3,420)$515,365 
Non-operating pension costs568,416 — — (568,416)— 
Interest expense, net59,235 — — 2,165 61,400 
Loss from the early extinguishment of debt20,184 ��� — (20,184)— 
(Loss)/Income before income taxes(160,982)14,210 17,722 583,015 453,965 
(Benefit from)/Provision for income taxes(67,430)5,363 3,535 165,531 106,999 
(Loss)/Income before equity in earnings of affiliates(93,552)8,847 14,187 417,484 346,966 
Equity in earnings of affiliates, net of tax10,841 — — (1,394)9,447 
Net (loss)/income(82,711)8,847 14,187 416,090 356,413 
Less: Net (income) attributable to noncontrolling interests, net of tax(2,766)— — 2,052 (714)
Net (loss)/income attributable to Sonoco(85,477)8,847 14,187 418,142 355,699 
Diluted weighted average common shares outstanding(4):
99,608 469 100,077 
Per diluted common share$(0.86)$0.09 $0.14 $4.18 $3.55 
 For the year ended December 31, 2019
Dollars and shares in thousands, except per share dataGAAP
Restructuring/
Asset
Impairment
Acquisition
Related
Costs
Other Adjustments(1)
Base
Operating profit$467,082  $59,880  $8,429  $(9,999) $525,392  
Non-operating pension costs24,713  —  —  (24,713) —  
Interest expense, net61,603  —  —  —  61,603  
Income before income taxes$380,766  $59,880  $8,429  $14,714  $463,789  
Provision for income taxes93,269  15,520  1,147  994  110,930  
Income before equity in earnings of affiliates$287,497  $44,360  $7,282  $13,720  $352,859  
Equity in earnings of affiliates, net of tax5,171  —  —  —  5,171  
Net income$292,668  $44,360  $7,282  $13,720  $358,030  
Less: Net (income) attributable to noncontrolling interests, net of tax(883) 51  —  —  (832) 
Net income attributable to Sonoco$291,785  $44,411  $7,282  $13,720  $357,198  
Per diluted common share$2.88  $0.44  $0.07  $0.14  $3.53  
(1) Consists of a favorable change in estimate of an environmental reserve totaling $10,000, non-operating pension costs, and other non-base tax adjustments totaling a net benefit of approximately $3,059.

2125 FORM 10-K SONOCO 20192021 ANNUAL REPORT


For the year ended December 31, 2018 For the year ended December 31, 2020
Dollars and shares in thousands, except per share dataDollars and shares in thousands, except per share dataGAAP
Restructuring/
Asset
Impairment
Acquisition
Related
Costs
Other Adjustments(2)
BaseDollars and shares in thousands, except per share dataGAAP
Restructuring/
Asset
Impairment(1)
Acquisition
Related
Costs(2)
Other Adjustments(5)
Base
Operating profitOperating profit$437,629  $40,071  $14,446  $(326) $491,820  Operating profit$357,804 $145,580 $4,671 $18,934 $526,989 
Non-operating pension costsNon-operating pension costs941  —  —  (941) —  Non-operating pension costs30,142 — — (30,142)— 
Interest expense, netInterest expense, net58,157  —  —  —  58,157  Interest expense, net72,070 — — — 72,070 
Income before income taxesIncome before income taxes$378,531  $40,071  $14,446  $615  $433,663  Income before income taxes$255,592 $145,580 $4,671 $49,076 $454,919 
Provision for income taxesProvision for income taxes75,008  10,038  115  17,723  102,884  Provision for income taxes53,030 32,868 1,236 27,126 114,260 
Income before equity in earnings of affiliatesIncome before equity in earnings of affiliates$303,523  $30,033  $14,331  $(17,108) $330,779  Income before equity in earnings of affiliates$202,562 $112,712 $3,435 $21,950 $340,659 
Equity in earnings of affiliates, net of taxEquity in earnings of affiliates, net of tax11,216  —  —  —  11,216  Equity in earnings of affiliates, net of tax4,679 — — — 4,679 
Net incomeNet income$314,739  $30,033  $14,331  $(17,108) $341,995  Net income$207,241 $112,712 $3,435 $21,950 $345,338 
Less: Net (income) attributable to noncontrolling interests, net of taxLess: Net (income) attributable to noncontrolling interests, net of tax(1,179) (191) —  —  (1,370) Less: Net (income) attributable to noncontrolling interests, net of tax222 (60)— — 162 
Net income attributable to SonocoNet income attributable to Sonoco$313,560  $29,842  $14,331  $(17,108) $340,625  Net income attributable to Sonoco$207,463 $112,652 $3,435 $21,950 $345,500 
Per diluted common sharePer diluted common share$3.10  $0.30  $0.14  $(0.17) $3.37  Per diluted common share$2.05 $1.11 $0.03 $0.22 $3.41 
(1) Restructuring/Asset impairment charges are a recurring item as Sonoco’s restructuring actions usually require several years to fully implement and the Company is continually seeking to take actions that could enhance its efficiency. Although recurring, these charges are subject to significant fluctuations from period to period due to the varying levels of restructuring activity and the inherent imprecision in the estimates used to recognize the impairment of assets and the wide variety of costs and taxes associated with severance and termination benefits in the countries in which the restructuring actions occur. Additionally, 2020 includes net asset impairment charges totaling $100,242 mostly related to the Company's Plastics - Food thermoforming operations.
(2) Primarily the release of a valuation allowanceIncludes costs related to potential and other non-base tax adjustments totaling a net benefit of approximately $17,434.

 For the year ended December 31, 2017
Dollars and shares in thousands, except per share dataGAAP
Restructuring/
Asset
Impairment
Acquisition
Related
Costs
Other Adjustments(3)
Base
Operating profit$412,409  $38,419  $13,790  $(2,279) $462,339  
Non-operating pension costs45,110  —  —  (45,110) —  
Interest expense, net52,745  —  —  —  52,745  
Income before income taxes$314,554  $38,419  $13,790  $42,831  $409,594  
Provision for income taxes146,589  13,064  3,841  (40,123) 123,371  
Income before equity in earnings of affiliates$167,965  $25,355  $9,949  $82,954  $286,223  
Equity in earnings of affiliates, net of tax9,482  —  —  581  10,063  
Net income$177,447  $25,355  $9,949  $83,535  $296,286  
Less: Net (income)/loss attributable to noncontrolling interests, net of tax(2,102) (71) —  —  (2,173) 
Net income attributable to Sonoco$175,345  $25,284  $9,949  $83,535  $294,113  
Per diluted common share$1.74  $0.25  $0.10  $0.83  $2.92  
actual acquisitions and divestitures.
(3) Consists of the following:Includes non-operating pension expenses related to after-tax settlement charges of $32,761 ($20,241 after tax), partially offset$410,417, related primarily to the settlement of the Inactive Plan in the second quarter.
(4) Due to the magnitude of certain expenses considered by insurance settlement gains;management to be non-base, the Company reported a 2021 GAAP net loss attributable to Sonoco. In instances where a company incurs a net loss, including potential common shares in the denominator of a diluted earnings per-share computation will have an antidilutive effect on the per-share loss. GAAP therefore requires the exclusion of any unexercised share awards or other like instruments for purposes of calculating weighted average shares outstanding. Accordingly, the Company did not include any unexercised share awards or other like instruments in calculating weighted average shares outstanding for GAAP purposes in the table above, which resulted in basic weighted average common shares outstanding and diluted weighted average common shares outstanding being the same. However, the Company also presents base net income attributable to Sonoco, which excludes the net non-base items. In order to maintain consistency and comparability of base diluted EPS, dilutive unexercised share awards were included in the calculation to the same extent they would have been had GAAP net income attributable to Sonoco been equal to base net income attributable to Sonoco.
(5) Includes non-operating pension costs, the loss on the sale of the Company's European contract packaging business and approximately $17,400 of income tax charges of approximately $76,933benefits related to a one-time transition tax on certain accumulated foreign earnings offset by approximately $25,668 related to an increase in net deferred tax assets, both of which are related to implementation of the U.S. Tax Cuts and Jobs Act; and other net tax charges totaling $492.sale.

Results of operationsOperations2019 versus 20182021 Versus 2020
Net (loss)/income attributable to Sonoco (GAAP earnings)("GAAP results") was $291.8a net loss of $(85.5) million ($2.88(0.86) per diluted share) in 2019,2021, compared with $313.6net income of $207.5 million ($3.102.05 per diluted share) in 2018.2020.
Net income in 2019 reflectsThe GAAP results reflect net after-tax, non-base charges totaling $65.4$441.2 million related to restructuring and asset impairment charges, acquisition costs$138.0 million in 2021 and non-operating pension costs, partially offset by2020, respectively. These non-base items consisted of the favorable change in estimate of an environmental reserve. Net income in 2018 was negatively impacted by net after-tax charges totaling $27.1 million, consisting offollowing:
For the year ended
Amounts in MillionsDecember 31, 2021December 31, 2020
Non-Operating Pensions costs$423.5 $22.2 
Net recognized benefit on 2017 amended U. S. income tax return(30.0)— 
Loss on early extinguishment of debt15.0 — 
Other non-base tax charges15.5— 
Restructuring/Asset impairment charges8.8 112.7 
Euro derivative gain related to Euro loan repayment(3.3)— 
Refund of foreign VAT and applicable interest(3.1)— 
Net Loss/(Gain) on divestitures of businesses1.2(2.8)
Acquisition related costs14.2 3.4 
Net all other non-base charges, after tax(0.6)2.5
Total non-base charges, after tax$441.2 $138.0 
restructuring/asset impairment charges and acquisition-related expenses, partially offset by beneficial tax adjustments related to the Tax Act.
BaseAdjusted for these items, base earnings in 20192021 were $357.2$355.7 million ($3.533.55 per diluted share), compared with $340.6$345.5 million ($3.373.41 per diluted share) in 2018.2020.
Both GAAP and base earnings in 2019 benefited from operating profit from current2021 reflect the negative impact of price/cost which was especially impactful to our Consumer Packaging segment and prior-year acquired businesses,our All Other group as well as total productivity gainsthe Company was not able to fully recover plastic resin and lower management incentives. These year-over-year favorable factors were partially offset by volume/mix declines as well as a higher current-year effective tax rate. The effective tax rate change had moresteel inflation. Additionally, wage and other cost inflation, along with the negative impact on GAAP earnings. Additionally, GAAPof divestitures (net of acquisitions), also drove earnings were unfavorably impacted by a $19.8 million increase in restructuring activity in 2019 as well as a $23.8 million increase in non-operating pension costs. Changes in foreign currency translation had little effect on earningsdown year over year.
The effective tax rate on GAAP earnings was 24.5% in 2019, compared with 19.8% in 2018, and the effective tax rate on base earnings was 23.9%, compared with 23.7% in 2018. The year-over-year increase in the GAAP tax rate was driven primarily by the 2018 benefit from the release of a valuation allowance on foreign tax credits of $16.1 million. The modest increase in the base effective tax rate was due to a discrete foreign benefit in the 2018 base effective rate, partially These impacts were offset by additional US tax credits available in 2019.

2226 FORM 10-K SONOCO 20192021 ANNUAL REPORT


by productivity gains and volume/mix increase as a result of the global recovery as impact from the COVID-19 pandemic waned. However, just as the quarantines and lock downs at the start of the pandemic drove demand in our Consumer Packaging segment due to pantry stocking, the easing of these restrictions drove year-over-year sales declines for this segment as consumer demand lessened. GAAP earnings in 2021 were further unfavorably impacted by a $538.3 million increase in non-operating pension costs which was driven by the previously mentioned pension settlements. This was partially offset by a $131.4 million decrease in restructuring activity and asset write-offs.
The 2021 full-year effective tax rates on GAAP and base earnings were 41.9% and 23.6%, respectively, compared with 20.7% and 25.1%, respectively in 2020. The higher 2021 GAAP effective tax rate primarily resulted from a combination of the regular tax benefit recognized on the Company's reported pretax loss, together with a discrete tax benefit from the realization of additional foreign tax credits generated by an amendment of the Company's 2017 US income tax return.
Consolidated net sales for 20192021 were $5.4$5.6 billion, a $17$353 million, or 0.3%6.7%, decreaseincrease from 2018.2020. The components of the sales change were:
($ in millions)
  
Volume/mix$(133)144 
Selling price15504 
Acquisitions and divestitures, net251 (337)
Foreign currency translation and other, net(149)42 
Total sales decreaseincrease$(17)353 
In September 2018, the Company exited a single-customer contract for retail packaging fulfillment ("Atlanta Packaging Contract") at a packaging center in Atlanta, Georgia ("Atlanta Packaging Center"). The negative impact on comparable year-over-year net sales was approximately $67 million. Due to the relatively low margins in this business, the impact of the lost revenue is included above in "Foreign currency translation and other, net."
Sales volume/mix, was downadjusted for the display and packaging divestitures, rose approximately 2.5%2.9% driven by decreasesincreases in eachthe Industrial Paper Packaging segment exceptand the All Other group of businesses. These increases were largely due to the global recovery from disruptions caused by the COVID-19 pandemic. Many of the Consumer Packaging segment's food packaging product lines benefited in the prior year from customers' preferences for Displayat-home eating during the quarantines and Packaging. Higher sellinglockdowns during the beginning of the pandemic. The easing of quarantine and lockdown restrictions in 2021 resulted in volumes declining in these businesses to levels consistent with historical sales. Selling prices year-over-year were implementedhigher year over year in all segments as the Company increased prices to attempt to recover rising material prices, mostly resins. This led to year-over-year increases in all of the Company's segments, except for the Paper and Industrial Converted Products segment where market prices for the segment's primary raw material old corrugated containers ("OCC"), continued to decline in 2019 from 2018. The Company's 2019and other costs. Divestitures, net of acquisitions, added $251 million toreduced comparable year-over-year sales. Finally, foreign exchange rate changes decreased year-over-year sales approximately $90 million as almost all of the foreign currencies in which the Company conducts business weakened slightly in relation to the U.S. Dollar.by $337 million.
Total domestic sales were $3.4were $3.7 billion, down 2.3%up 7.0% from 2018 levels. The main driver of2020, as higher selling prices and demand increases in Industrial Paper Packaging and All Other businesses located in the United States more than offset domestic decrease wasdivestitures and demand declines for the exit from the Atlanta Packaging Contract.Company's consumer products. International sales were $2.0$1.9 billion, up 3.4%6.3% from 2018 with the2020. The year-over-year increase in international sales was driven by growth in the Company's international rigid paper containersincreased sales prices and industrial businesses.higher volumes. These increases were partially offset by lost sales from divestitures, net of acquisitions.
Costs and expenses/marginsExpenses/Margins
Despite the impact of acquisitions,divestitures, cost of sales decreased $33.6increased $337.4 million in 2019,2021, or 0.8%8.1%, from the prior year. This decreaseincrease was driven by lower volumesraw material, freight, and other cost increases, as well as foreign exchange rate changes and procurement productivity.volume increases. Gross profit margins increaseddecreased to 19.7%19.0% in 20192021 from 19.3%20.0% in the prior year drivenas cost inflation was only partially offset by the previously mentioned procurement productivity and the timing and direction of material cost movements.improvements.
Selling, general and administrative ("SG&A") expenses decreased $32.4increased $29.7 million, or 5.8%5.6%, and were 9.9%10.0% of sales compared to 10.4%10.1% of sales in 2018.2020. The current year decreaseincrease in selling, generalSG&A expenses was driven by higher costs of providing medical benefits, strategic information technology activity, and administrative expenses is largely attributable to management's concerted efforts to control costs throughout the year as well as lower management incentives. Additionally, acquisition-related costs decreased $6.0 million from last year to $8.4 million. These decreases in selling, general,higher acquisition and administrative expenses were partially offset by the added expenses of acquired businesses.divestiture-related transaction costs.
GAAP operating profit was 8.7% of sales in 20192021 compared to 8.1%6.8% in 2018.2020. Base operating profit increaseddecreased to 9.8%9.2% of sales in 20192021 compared to 9.1%10.1% in 2018.2020. GAAP operating profit increased $129.0 million and base operating profit increased $29.5decreased $11.6 million. The increases in 2021 GAAP operating profit and operating profit margin are largely attributable to a $131.4 million decrease in restructuring and $33.6asset impairment charges as well as an $11.8 million respectively.year-over-year decrease in losses from divestitures of businesses. The increased GAAP anddecreased base operating margins were driven byprofit margin reflects the previously mentioned factors positively affectingdecline in gross profit margin as well as the reduction of selling general and administrativehigher SG&A costs.
Restructuring and restructuring-related asset impairment charges totaled $59.9$14.2 million and $40.1$145.6 million in 20192021 and 2018,2020, respectively. Additional information regarding restructuring actions and asset impairments is provided in Note 4 to the Company’s Consolidated Financial Statements. Additional information regarding the loss on the sale of the Company's domestic display and packaging business as well as the loss on the sale of the European contract packaging business is provided in Note 3 to the Company’s Consolidated Financial Statements.
Non-operating pension costs increased $23.8$538.3 million in 20192021 to a total of $24.7$568.4 million, compared with $0.9$30.1 million in 2018.2020. The higher year-over-year expense is primarily due to lower expected returns on plan assets as a resultthe settlement of de-risking actions taken in 2019 on the U.S. pension plans in which assets were reallocated to a more conservative mix of primarily fixed income investments.Inactive Plan. Service cost, a component of net periodic benefit plan expense, is reflected in the Company's Consolidated Statements of Income with approximately 75% in cost of sales and 25% in selling, general and administrative expenses. See Note 13 to the Consolidated Financial Statements for further information on employee benefit plans.
Net interest expense totaled $61.6$59.2 million for the year ended December 31, 2019,2021, compared with $58.2$72.1 million in 2018.2020. The increasedecrease was primarily due to the impact of higherlower average borrowings partially offset by lower interest rates.as a result of the Company's efforts to reposition its cash balances and debt portfolio in anticipation of a waning of the COVID-19 pandemic.
27 FORM 10-K SONOCO 2021 ANNUAL REPORT


Reportable segmentsSegments
The Company reportschanged its financial resultsoperating and reporting structure in fourJanuary 2021 and, as a result, realigned certain reportable segments effective January 1, 2021. The revised structure consists of two reportable segments, Consumer Packaging Display and Packaging, Paper and Industrial Converted Products, and Protective Solutions.Paper Packaging, with all remaining businesses reported as All Other. Segment financial information for prior periods has been recast to conform to the current-year presentation.
Consolidated operating profits, reported as “Operating Profit” onin the Company's Consolidated Statements of Income, are comprised of the following:
($ in millions)20192018% Change
Segment operating profit
Consumer Packaging$228.4  $224.5  1.7 %
Display and Packaging27.7  13.3  108.3 %
Paper and Industrial Converted Products219.1  211.1  3.8 %
Protective Solutions50.2  42.9  17.0 %
Restructuring/Asset impairment charges(59.9) (40.1) 49.4 %
Acquisition-related costs(8.4) (14.5) (42.1)%
Other non-operational (charges)/income, net10.0  0.4  2,400.0 %
Consolidated operating profit*$467.1  $437.6  6.7 %
*Due to rounding, amounts above may not sum to the totals presented
($ in millions)20212020% Change
Segment operating profit:
Consumer Packaging$252.8 $278.4 (9.2)%
Industrial Paper Packaging218.3 176.8 23.5 %
All Other44.2 71.7 (38.4)%
Total segment operating profit515.3 526.9 (2.2)%
Restructuring/Asset impairment charges(14.2)(145.6)(90.2)%
Acquisition/(Divestiture)-related costs(17.7)(4.7)276.6 %
Other non-base income/(charges), net3.4 (18.9)(118.0)%
Consolidated operating profit*$486.8 $357.7 36.1 %
*Due to rounding, amounts above may not sum to the totals presented
Segment results viewed by Company management to evaluate segment performance do not include restructuring charges, asset impairment charges, acquisition-relatedacquisition/divestiture-related charges, gains or losses from the sale of businesses, pension settlement charges, specifically identified tax adjustments, and certain other items, if any, the exclusion of which the Company believes improves comparability and analysis. Accordingly, the term “segment operating profit” is defined as the segment’s portion of “Operating profit” excluding those items. General corporate expenses, with the exception of restructuring charges, asset impairment charges, acquisition-relatedacquisition/divestiture-related charges, net interest expense and income taxes, have been allocated as operating costs to each of the Company’s reportable segments.
23 FORM 10-K SONOCO 2019 ANNUAL REPORT


See Note 18 to the Company’s Consolidated Financial Statements for more information on reportable segments.
Consumer Packaging
($ in millions)20212020% Change
Trade sales$2,368.3 $2,229.9 6.2 %
Segment operating profits252.8 278.4 (9.2)%
Depreciation, depletion and amortization98.7 109.3 (9.7)%
Capital spending60.5 59.0 2.5 %
($ in millions)20192018% Change
Trade sales$2,333.4  $2,360.0  (1.1)%
Segment operating profits228.4  224.5  1.7 %
Depreciation, depletion and amortization111.9  116.8  (4.2)%
Capital spending64.6  66.7  (3.1)%
Sales decreasedTrade sales increased year over year due to volume declines in Rigid Paper Containers North America, Global Plastics,sales price increases implemented to recover rising material and Flexibles.other operating costs. The year-over-year impact of acquisitions on sales totaled $21.7 million and included a full year of sales from Can Packaging, acquired August 3, 2020. These declinespositive impacts were mostlysomewhat offset by sales fromvolume/mix declines as volume erosion in rigid paper containers, driven by a return to more normal demand as eased restrictions related to the full-year impact ofCOVID-19 pandemic decreased consumers' preference for at-home meals. Volume/mix increases in the April 12, 2018 acquisition of Highland Packaging andother businesses in the October 1, 2018 acquisition of Compositub. Higher selling prices in most of the segment's businesses, driven largely by raw material price increases, also served tosegment partially offset the volume declines.this year-over-year decline. Foreign currency translation decreasedincreased sales by approximately $32$25 million year over year due to a strongerweaker U.S. dollar. Domestic sales were approximately $1,659$1,608 million, down 1.0%up 1.7%, or $17$26 million, from 2018,2020, while international sales were approximately $674$761 million, down 1.4%up 17.3%, or $10$112 million, from 2018.2020.
Segment operating profits increaseddecreased by $3.9$25.6 million year over year and operating profit margins of 9.8%10.7% were up 28down 181 basis points from 2018.2020. The increasesdecreases in segment operating profits and operating profit margins were largely driven by totalrising material costs and volume/mix declines which were partially offset by productivity and a positive price cost relationship. Additionally, operating profits from the full-year impact of businesses acquired in 2018 also increased operating profit from last year. These positive factors were partially offset by volume declines and isolated manufacturing inefficiencies in Global Plastics. In response, the Company is investing in new machinery and tooling to improve performance from operations serving the perimeter of the store and is optimistic that it will improve manufacturing performance and better leverage the fixed cost profile of these operations in 2020.Can Packaging acquisition.
Capital spending in the segment included numerous productivity projects and expansion of manufacturing capabilities in North America (primarily rigid paper containers and flexible packagingpackaging), Europe and plastics) and in EuropeAsia (primarily rigid paper containers).
Display andIndustrial Paper Packaging
($ in millions)20192018% Change
Trade sales$554.1  $592.3  (6.4)%
Segment operating profits27.7  13.3  108.3 %
Depreciation, depletion and amortization14.9  18.0  (17.2)%
Capital spending5.1  19.8  (74.2)%
($ in millions)20212020% Change
Trade sales$2,464.3 $1,991.5 23.7 %
Segment operating profits218.3 176.8 23.5 %
Depreciation, depletion and amortization96.1 94.8 1.4 %
Capital spending150.2 87.5 71.7 %
Domestic trade sales in the segment decreased $44increased $244 million, or 15.0%20.7%, to $247$1,422 million, while international trade sales increased $5$229 million, or 1.8%28.2%, to $307$1,043 million. The decreaseincrease in both domestic and international trade sales resulted from last year's exithigher selling prices implemented to cover inflation on raw materials and other costs. Additionally, strong volume/mix, especially in global tubes and cores, increased sales year over year as these businesses began to recover from the effects of disruptions caused by the Atlanta Packaging Contract, offset by higher volume in retail security packaging. The increase in internationalCOVID-19 pandemic. Additionally, sales reflects increases in activity atgrew approximately $25 million from the Company's packaging center in Poland, partially offset by a negativepositive impact of approximately $19 million from foreign currency translation as a result of a weaker Polish zloty relative to the U.S. dollar year over year. The increase in segment operating profit was largely due to increased volumes both domestically and internationally. Additionally, 2018 operating profits were depressed due to losses related to exiting the Atlanta Packaging Contract in the third quarter of 2019 as a result of the Company's determination that it could not achieve acceptable margins under the contract.
Capital spending in the segment declined year over year as last year's spending related to the Atlanta Packaging Center and Contract did not repeat in 2019. Capital spending in 2019 was mostly related to customer development and productivity related projects.
Paper and Industrial Converted Products
($ in millions)20192018% Change
Trade sales$1,974.7  $1,911.0  3.3 %
Segment operating profits219.1  211.1  3.8 %
Depreciation, depletion and amortization85.6  74.4  15.1 %
Capital spending112.3  91.4  22.9 %
The main driver of the year-over-year increase in sales was the full-year impact of the October 1, 2018 acquisition of the remaining 70 percent interest in the Conitex Sonoco joint venture. Conitex Sonoco's sales for the first nine months of 2019 were approximately $180 million. Additionally, the acquisition of Corenso in August 2019 added approximately $30 million to trade sales. These increases were offset by volume declines in many of our tubes and cores businesses as well as an overall decline in sales prices as market prices for OCC on the whole were down from the previous year. Total domestic sales in the segment decreased $13 million, or 1.2%, to $1,095 million while international sales increased $77 million, or 9.6%, to $880 million.
Segment operating profit increased year over year, driven by the previously mentioned acquisitions and totalvolume gains, strong productivity gains, which were offset by volume declinesimprovements, and a negativepositive price/cost relationship.
Conditions deteriorated forDuring 2021, the corrugatingCompany made significant progress on Project Horizon, its $125 million investment to transform the corrugated medium operationmachine in 2019. WhileHartsville, South Carolina, to produce uncoated recycled paperboard ("URB"). Project Horizon also includes a new finished goods warehouse on the business remained profitable,Hartsville campus as well as other infrastructure improvements to the Hartsville paper manufacturing complex. Project Horizon began in the last half of 2020 and is expected to be completed in the third quarter of 2022. The new URB machine is being designed with the goal of being the largest and lowest-cost producer of URB in the world, with a negative price/targeted annual production capacity of 180,000 tons and capable
28 FORM 10-K SONOCO 2021 ANNUAL REPORT


of producing a wide range of high-value paper grades to service the Company's Industrial Paper Packaging businesses and external trade customers. Project Horizon is expected to drive significant annualized cost relationship and volume declines eroded the business's profits year over year. The Company continuessavings beginning in 2023.
In addition to evaluate strategic alternatives for this operation.
SignificantProject Horizon, capital spending in the segment included the modificationmodifications of several paper machines in North America, numerous productivity projects, and IT investments.
24 FORM 10-K SONOCO 2019 ANNUAL REPORT


All Other
($ in millions)20212020% Change
Trade sales$757.8 $1,016.1 (25.4)%
Segment operating profits44.2 71.7 (38.4)%
Depreciation, depletion and amortization44.3 51.2 (13.5)%
Capital spending22.8 24.7 (7.7)%
Protective SolutionsThe main driver of the year-over-year decrease in sales was $361 million in divested sales related to the divestitures of the Company's European contract packaging and U.S. display and packaging businesses in November 2020 and April 2021, respectively. Strong volume/mix increases in the remaining businesses in the group as well as higher selling prices, implemented to offset higher raw material and other costs, somewhat offset divested sales.
($ in millions)20192018% Change
Trade sales$512.0  $527.7  (3.0)%
Segment operating profits50.2  42.9  17.0 %
Depreciation, depletion and amortization26.7  27.0  (1.1)%
Capital spending6.9  5.9  16.9 %
Sales declined slightlyAll Other operating profit decreased year over year, impacted mostlydriven by volume declines in automotive components, consumer electronicsthe display and appliances, partially offset by volume gains in temperature-assured packaging.
Segment operating profit increased year over year due to total productivity slightly offset bypackaging divestitures as well as a negative price/cost relationship.
Domestic sales were $407 million in 2019 down $8 million, or 1.9%, from 2018, while international sales were approximately $105 million, down $8 million, or 6.9% from 2018.environment. Volume/mix gains and strong productivity improvements partially offset these losses.
Capital spending in the segment included numerousAll Other group of businesses was mostly related to customer development and productivity initiatives as well as customer-relatedrelated projects in North America, primarily in our expandedmolded foam protective packaging and temperature-assured packagingtemperature assured businesses.
Financial position, liquidityPosition, Liquidity and capital resourcesCapital Resources
Cash flowFlow
Operating activitiesActivities
Cash flowflows from operations totaled $425.9$298.7 million in 20192021 and $589.9$705.6 million in 2018. This $164.0 million decrease was mostly driven by the $165 million after-tax cash impact of the voluntary U.S. pension contributions made in 2019. These voluntary pension contributions totaled $200 million. The cash flow impact from lower2020. Although GAAP net (loss)/income decreased $290.0 million year-over-year, the decline was essentially offset by higherthe year-over-year impact of increases in non-cash operating expenses and improved working capital management. pension costs from pension settlement charges partially offset by lower non-cash asset impairment activity in 2021. Cash pension contributions in 2021 were $163.7 million, a year-over-year increase of $123.2 million. This increase was primarily related to funding the Inactive Plan prior to settling the plan's obligations in the second quarter of 2021. Cash paid for taxes increased $68.6 million year-over-year; 2020 tax payments benefited from a deduction related to the anticipated 2021 contributions to the Inactive Plan.
Working capital provided $36.9consumed $107.4 million of cash in 20192021 compared to providing $27.7$51.5 million in 2018; this $9.2 million2020. The additional cash provisionconsumption of $158.9 million was largelyprimarily driven by changesrecovery from disruptions caused by the COVID-19 pandemic as net working capital grew throughout the year driven by increased business activity levels, inflation, and supply chain dynamics that affected customer demand and resulted in fluctuating inventory levels.While higher raw material prices increased year-end 2021 balances for both inventory and accounts receivable.payable, the Company also made pre-buys of certain raw materials in anticipation of 2022 price increases and to mitigate stock-out risk. Accounts receivable net of acquisitions, declined in 2019 due to a concerted effort by management regarding collection efficiencies as well as other process improvements. While accounts receivable and inventory both providedconsumed $167.6 million more cash in 20192021 than in 2018,2020 due to higher fourth-quarter sales activity compared to the prior year. The Company continued to actively manage collections and saw year-over-year improvement in its already strong customer payment terms compliance; however, offsetting this benefit was partially offset by accounts payable's increased consumption of cash which was partially the result of lower raw material prices at the end of 2019 which amplified the declinean increase in the year-end balanceaverage length of accounts payable outstanding.
Non-cash asset impairment charges were $19.2 million higher year over year,customer payment terms due largely to the fourth quarter 2019 impairment of assets related to certain plastics, flexibles,sales mix.
Accrued expenses and temperature-assured packaging operations. The net benefit from changes in deferred income tax and income tax payable balances was $39.2 million higher in 2019 compared with the previous year. The year-over-year increase is largely attributable to the $35 million cash tax benefit that resulted from the $200 million pre-tax pension contribution mentioned above. Non-cash share-based compensation expenses were $3.6 million higher year over year as expenses recognized in association with our performance-based awards increased, reflecting assumptions about actual performance against targeted performance metrics over the vesting period of the awards. Net losses on disposition of assets totaled $0.7 million in 2019 compared with $8.6 million in 2018, a year-over-year change of $7.9 million, driven by the loss on exiting and disposing of the Atlanta Packaging Center. The Company's 2018 acquisition of Conitex resulted in the recognition of a loss of $4.8 million as the implied fair value of the previously held minority interest was less than its book value. Changes in accrued expenses reflect a $7.5 million provision of cash in 2019 compared with a $19.2 million provision of cash in 2018. The lower provision in 2019 is primarily due to lower year-over-year management incentives and other accrued expenses. Changes in other assets and liabilities used $7.3 million moreof cash in 20192021 compared to 2018. Thiswith a $56.5 million provision of cash in 2020. The year-over-year increased consumption ischange was largely attributablethe result of a benefit in 2020 from the deferral of payments of the Company's portion of social security taxes of approximately $32 million, pursuant to the collectionCARES Act, while 2021 reflects the subsequent payment of various other receivables in 2018 that were outstanding at the end of 2017. Similar levels of miscellaneous receivable items were not outstanding at the end of 2018. Cash paid for income taxes was $20.9 million lower year over year, which was due primarily to the tax benefitone half of the $138 million pension plan contribution recognized in 2019.deferred amount. The remaining amount deferred is expected to be paid before December 2022.
Investing activitiesActivities
Cash used by investing activities was $479.1$165.9 million in 2019, 2021, compared with $444.1$126.3 million in 2018. The higher use2020. Capital spending was $256.0 million in 2021, compared with $194.1 million in 2020, an increase of cash in 2019 is$61.9 million primarily due in part to increased year-over-year acquisition spending. The Company'sspending on Project Horizon, a $125 million project to convert our corrugated medium machine to a state-of-the-art uncoated recycled paperboard machine. Spending on acquisitions consumed $298.4used $22.2 million of cash in 20192021 compared with $277.2$49.3 million in 2018. In addition, proceeds2020. Proceeds from the sale of assets were lower year over year.businesses provided $91.6 million of cash in 2021 primarily from the sale of the Company's U.S. display and packaging business, compared to $103.4 million in 2020, principally from the sale of the Company's European contract packaging business. The Company received proceeds from the sale of assets totaling $14.6$13.2 million in 20192021 compared with $24.3$13.0 million in the prior year. The 2018 proceeds included $17.2 million from the September 2018 sale of equipment relating to the Atlanta Packaging Center, less a contract termination fee on the Atlanta Packaging Contract. Capital spending was slightly higher year over year, totaling $195.9 million in 2019, compared with $192.6 million in 2018, an increase of $3.4 million. Capital spending is expected to total approximately $195.0 million in 2020.
Financing activitiesActivities
Net cash providedused by financing activities increased $350.9$350.7 million year over year as financing activities provided $77.2used $513.5 million of cash in 2019,2021, compared with a$162.9 million in 2020. The greater use of cash totaling $273.7reflects a year-over-year increase in share repurchases of $209.6 million pursuant to a repurchase authorization approved by the Company's Board of Directors in April 2021. The greater use of cash also reflects higher year-over-year net debt repayments of $92.9 million in 2018. The year-over-year change was driven primarily by higher net borrowings in 20192021 compared to 2018, including proceeds from a new $200with 2020 and $20.1 million term loan used to fund voluntary contributionsof excess cash costs related to the U.S. defined benefit pension plans and borrowings to fund acquisitions. Althoughearly extinguishment of debt in the cost of acquisitions was up only slightly year over year, a greater portion of 2019 activity was funded by debt. Outstanding debt was $1,681.4 million at December 31, 2019, compared with $1,385.2 million at December 31, 2018. current year.
Cash dividends increased 5.5%3.5% to $170.3$178.6 million in 20192021 compared to $161.4$172.6 million in 2018,2020, reflecting a full year of the $0.02 per share increase in the quarterly dividend payment approved by the Board of Directors in April 2019.February 2021.
The change in outstanding checks provided cash of $7.0 million in 2021 while providing $21.0 million in the prior year. The year-over-year change is the result of the timing and size of the last accounts payable check runs in December 2021 and December 2020 relative to the Company's December 31 year end. Other financing cash flows also included $4.4 million of proceeds realized from an interest rate swap in 2021, compared with $14.5 million in 2020.
2529 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Contractual obligations
The following table summarizes contractual obligations at December 31, 2019:
 Payments Due In
($ in millions)Total20202021-20222023-2024Beyond 2024Uncertain
Debt obligations$1,681.4  $488.2  $575.5  $10.3  $607.3  $—  
Interest payments1
775.4  46.4  79.2  69.0  580.8  —  
Operating leases389.3  55.7  92.9  73.3  167.5  —  
Transition tax under Tax Act2
46.3  —  —  26.2  20.1  —  
Income tax contingencies3
13.0  —  —  —  —  13.0  
Purchase obligations4
99.4  39.7  44.1  12.6  3.0  —  
Total contractual obligations5
$3,004.8  $630.0  $791.7  $191.4  $1,378.7  $13.0  
Capital Resources

1
Includes interest payments on outstanding fixed-rate, long-term debt obligations, as well as financing fees on the backstop line of credit.
2
The Company recognized a transition tax of $80.6 million on certain accumulated foreign earnings in order to comply with the Tax Act. The liability for this tax is payable in installments through 2025.
3
Due to the nature of this obligation, the Company is unable to estimate the timing of the cash outflows. Includes gross unrecognized tax benefits of $12.2 million, plus accrued interest associated with the unrecognized tax benefit of $2.0 million, adjusted for the deferred tax benefit associated with the future deduction of unrecognized tax benefits and the accrued interest of $0.8 million and $0.4 million, respectively.
4
Includes only long-term contractual commitments. Does not include short-term obligations for the purchase of goods and services used in the ordinary course of business.
5
Excludes potential cash funding requirements of the Company’s retirement plans and retiree health and life insurance plans.

Capital resources
Current assets increased yeardecreased year over year by $1.9$171.9 million to $1,521.2$1,658.7 million at December 31, 2019,2021, and current liabilities increased by $321.6$14.1 million to $1,404.5$1,525.8 million, resulting in a decrease in the Company’s ratio of current ratioassets to current liabilities to 1.1 at December 31, 20192021 from 1.41.2 at December 31, 2018.2020. Current assets were lower due to a decrease in cash largely stemming from repurchases of the Company's common stock in 2021, contributions to the Inactive Plan, and greater year-over-year net repayments of debt. The decrease in cash was partially offset by increases in accounts receivable and inventory. Current liabilities were higher year over year primarily due to an increase in accounts payable, partially offset by a reduction in accrued expenses as a result of funding the outstanding commercial paperliabilities of the Inactive Plan pursuant to settling the obligations of the plan through lump sum payments and the new term loan referred to above.purchase of annuities during the second quarter of 2021.
The Company’s cash balances are held in numerous locations throughout the world. At December 31, 20192021 and 2018,2020, approximately $115.0$154.4 million and $107.7$170.8 million, respectively, of the Company’s reported cash and cash equivalents balances of $145.3$171.0 million and $120.4$564.8 million, respectively, were held outside of the United States by its foreign subsidiaries. Cash held outside of the United States is available to meet local liquidity needs, or to fundfor capital expenditures, acquisitions, and other offshore growth opportunities. As the Company enjoys amplehas maintained sufficient domestic liquidity through a combination of operating cash flow generation and access to bank and capital markets borrowings, we have generally considered our foreign unremitted earnings to be indefinitely invested outside the United States and currently have no plans to repatriate such earnings, other than excess cash balances that can be repatriated at minimal tax cost. Accordingly, as of December 31, 2019,2021, the Company is not providing for taxes on these amounts for financial reporting purposes. Computation of the potential deferred tax liability associated with unremitted earnings deemedconsidered to be indefinitely reinvested is not practicable at this time.
The Company’s total debt at December 31, 2019, was $1,681 million, a year-over-year increase of $296 million. This year-over-year increase includes a $200practicable.million term loan, the proceeds from which were used to fund voluntary contributions to the U.S. defined benefit pension plans, and includes additional short-term borrowings to fund the acquisitions of Corenso and TEQ, partially offset by repayments of short-term debt using free cash flow generated during the year. The Company had $250 million of commercial paper outstanding at December 31, 2019 and $120 million at December 31, 2018.
The Company operates a $500 million commercial paper program, supported by a $500 million five-year revolving credit facility. In July 2017, the Company entered into a new credit agreement with a syndicate of eight banks for that revolving facility, together with a $250 million five-year term loan. The revolving bank credit facility is committed through July 2022. If circumstances were to prevent the Company from issuing commercial paper, it has the contractual right to draw funds directly on the underlying revolving bank credit facility. Borrowings under the credit agreement may be prepaid at any time at the discretion of the Company. The outstanding balance of the five-year term loan was $147 million at December 31, 2019, reflecting a $75 million prepayment made by the Company during 2018 and required amortization payments totaling $12.5 million per year.
At December 31, 2019, the Company's short-term debt and current portion of long-term debt totaled $488 million, primarily consisting of $250 million of commercial paper and the $200 million 2019 term loan which matures in May 2020. The Company expects to exercise its one-time right to extend the term loan for an additional 364-day period.
The Company uses a notional pooling arrangement with an international bank to help manage global liquidity requirements. Under this pooling arrangement, the Company and its participating subsidiaries may maintain either a cash deposit or borrowing position through local currency accounts with the bank, so long as the aggregate position of the global pool is a notionally calculated net cash deposit. Because it maintains a security interest in the cash deposits, and has the right to offset the cash deposits against the borrowings, the bank provides the Company and its participating subsidiaries favorable interest terms on both.
The Company, as part of its ongoing efforts to improve cash flow and related liquidity, works with suppliers to improve its terms and conditions, including extending payment terms. Beginning in 2020, the Company started facilitating a voluntary supply chain financing program (the "program") to provide certain suppliers with the opportunity to sell receivables due from the Company to the program's participating financial institution. Such sales are conducted at the sole discretion of both the suppliers and the financial institution on a non-recourse basis at a rate that leverages the credit rating of the Company and thus might be more beneficial to the supplier. No guarantees are provided by the Company or any of its subsidiaries under the program. Responsibility is limited to making payment on the terms originally negotiated with suppliers, regardless of whether those suppliers sell the receivables to the financial institution. The Company does not enter into any agreements with suppliers regarding their participation in the program. All outstanding amounts owed under the program are recorded within trade accounts payable. The amount owed to the participating financial institution under the program and included in accounts payable for continuing operations was $47 million at December 31, 2021. The Company accounts for all payments made under the program as a reduction to cash flows from operations and reports them within "changes in payable to suppliers" in the Consolidated Statements of Cash Flows. The total amount settled through the program and paid by the Company to the participating financial institution was $178 million during 2021 and $50 million during 2020, the first year of the program. The Company expects that the amounts settled through the program will continue to grow in 2022 and future periods. A downgrade in the Company's credit rating or changes in the financial markets could limit financial institutions’ willingness to commit funds to, and participate in, the program. However, the Company does not believe a reduction in, or the elimination of, the program would have a material impact on its working capital or cash flows.
The Company’s total debt at December 31, 2021, was $1,611 million, a year-over-year decrease of $90 million. The year-over-year change includes the following actions taken in 2021 related to the Company's efforts to reposition its cash balances and debt portfolio in anticipation of a waning of the COVID-19 pandemic:
On April 5, 2021, the Company received cash proceeds totaling $79.7 million from the sale of its U.S. display and packaging business.
On May 10, 2021, the Company paid $150 million in connection with an accelerated share repurchase agreement to repurchase shares of its common stock.
On May 25, 2021, the Company repurchased $63.2 million of its outstanding 5.75% notes, due November 2040, for a total cash cost of $82.0 million.
On May 25, 2021, upon maturity, the Company paid $177.8 million to retire its 1% Euro loan.
On June 30, 2021, the Company entered into a new five-year $750 million, unsecured revolving credit facility which replaced an existing $500 million facility. Consistent with prior facilities, the new revolving credit facility supports the Company's $500 million commercial paper program.
On August 1, 2021, the Company repaid its $250 million, 4.375% debentures without penalty ahead of their November 2021 maturity.
Following the actions above, at December 31, 2021, the Company had approximately $171 million in cash and cash equivalents on hand, $750 million in committed availability under its revolving credit facility, of which $401 million was available for drawdown, net of $349 million of outstanding commercial paper balances. The Company has the contractual right to draw funds directly on the underlying revolving credit facility, which could possibly occur if there were a disruption in the commercial paper market. Scheduled debt maturities in 2022 total approximately $412 million, including outstanding commercial paper. The Company believes cash on hand and available credit, combined with expected net cash flows generated from operating and investing activities, will provide sufficient liquidity to cover these and other cash flow needs of the Company over the course of 2022 and beyond.
As of December 31, 2021, the Company had scheduled debt maturities of $411.5 million in 2022, including $349.0 million of commercial paper, and had scheduled debt maturities of $8.0 million, $6.1 million and $5.3 million in 2023, 2024 and 2025, respectively. See Note 9 to the Consolidated Financial Statements for additional information regarding the Company's contractual principal debt maturities.
On January 21, 2022, subsequent to the end of the fiscal year, the Company completed its inaugural offering of green bonds to support the Company's sustainability strategy. The aggregate principal amount of the unsecured notes totaled $1.2 billion, consisting of $400 million aggregate principal amount of 1.800% Notes due 2025, $300 million aggregate principal amount of 2.250% Notes due 2027, and $500 million aggregate principal amount of 2.850% Notes due 2032. Also on January 21, 2022, the Company entered into a $300 million term loan facility maturing in January 2025 with a syndicate of eight banks. The funds from this facility were drawn on January 26, 2022 and used, along with a portion of the net proceeds from the bonds and commercial paper borrowings, to fund the acquisition of Ball Metalpack, which was consummated the same day. See Note 20 to the Consolidated Financial Statements for additional information about these subsequent events.
The Company's contractual obligation maturities for interest payments on outstanding fixed-rate, long-term debt, including the notes issued on January 21, 2022, as well as financing fees on the backstop line of credit, are expected to total approximately $76.4 million in 2022, $78.2 million in both 2023 and 2024, and $72.2 million in 2025.

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Capital spending is expected to total approximately $325 million in 2022, higher than 2021, due to expected spending on projects that had been planned for 2021, but were delayed, anticipated capital investments at Ball Metalpack, and continued spending on Project Horizon, which is expected to total approximately $50 million in 2022. Consistent with its past practice, the Company expects to continue investing in its capital assets in subsequent periods but does not currently have significant contractual commitments.
Acquisitions and internal investments are key elements of the Company’s growth strategy. The Company believes that its cash on hand, coupled with cash generated from operations and available borrowing capacity will enable it to support this strategy. Although the Company believes that it has excess borrowing capacity beyond its current lines, there can be no assurance that such financing would be available or if so, atavailable on terms that are acceptable to the Company. The Company continually assesses its operational footprint as well as its overall portfolio of businesses and may consider the divestiture of plants and/or business units it considers to be suboptimal or nonstrategic. Should these efforts result in the future sale of any plants or business units, management expects to first seek to utilize the proceeds to invest in growth projects or strategic acquisitions.
The net underfunded position of the Company’s various U.S and international defined benefit pension and postretirement plans was $97 million at the end of 2021, compared with $294 million at the end of 2019.2020. The decrease of $197 million reflects the final settlement of the liabilities of the Inactive Plan during 2021. The Inactive Plan was terminated effective September 30, 2019, and the liabilities settled through a combination of a limited lump-sum offering in April 2021 and annuity purchases in June 2021. The Company contributed approximately $231$164 million to its benefit plans in 2019,2021, including $200$124 million to its U.S. pension plans. On July 17, 2019, the Company's Board of Directors approved a resolution to terminate the Sonoco Pension Plan for Inactive Participants (the "Inactive Plan"), a tax-qualified defined benefit plan, effective September 30, 2019. Upon approval from the Pension Benefit Guaranty Corporation, and following completion of a limited lump-sum offering, the Company is expected to settle all remaining liabilities under the Inactive Plan through the purchase of annuities. The Company anticipates making additional contributions to the Inactive Plan of approximately $150 million in late 2020 or early 2021 in order to be fully funded on a termination basis at the time of the annuity purchase.
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The Company realized a cash tax benefit of approximately $38 million in 2020 on the Inactive Plan contributions that were deductible in its 2020 income tax filings. Contributions to all other definedthe Company's benefit plans in 20202022, including the Sonoco Retirement Contribution ("SRC"), are expected to total approximately $25approximately $38 million. Future funding requirements will depend largely on the nature and timing of participant settlements, actual investment returns, future actuarial assumptions, legislative actions, and legislative actions.changes to the Company's benefit offerings.
In October 2021, the Company's Board of Directors approved an amendment to the Sonoco Retirement and Savings Plan to eliminate the SRC and to increase the Company's 401(k) matching contribution to 100% of the first 6% of eligible contributions effective as of December 31, 2021. The amendment is expected to be neutral to total expense in 2022. However, the Company's operating cash flow is expected to be negatively affected in 2022 as it will reflect both the annual funding of the SRC earned in 2021 and the higher 401(k) matching contributions.
Total equity increased $43decreased $61 million during 20192021 as netother comprehensive income of $293$397 million and stock-based compensation of $14$23 million were partially offset by an other comprehensivea net loss of $77$83 million, dividends of $172$180 million and share repurchases of $10 million, and the impact to retained earnings of adopting the new leasing standard of $7$218 million. The primary components of other comprehensive lossincome were an $8a $76 million translation gainloss from the impact of a weakerstronger U.S. dollar on the Company’s foreign investments and additionalthe reclassification of actuarial losses in the Company’s defined benefit plans totaling $87$471 million, net of tax, from accumulated other comprehensive loss to net income, primarily relating to the settlement of the Inactive Plan in the Company’s various defined benefit plans resulting primarily from lower interest rates.second quarter of 2021.
On February 10, 2016,April 20, 2021, the Company’s Board of Directors authorized the repurchase of the Company's common stock up to 5 million sharesan aggregate amount of the Company’s common stock. During 2016,$350 million. The Company purchased a total of 2.033.29 million shares were repurchasedunder this authorization during 2021 at a cost of $212 million. Accordingly, a total of $138 million remained available for share repurchases under this authorization at a cost of $100 million. No shares were repurchased under this authorization during 2017, 2018, or 2019. Accordingly, at December 31, 2019 a total of 2.97 million shares remain available for repurchase under this authorization.2021.
Although the ultimate determination of whether to pay dividends is within the sole discretion of the Board of Directors and is based on a variety of factors, the Company plans to increasecontinue paying dividends consistent with historical practice as earnings grow.and the Company's liquidity permit. Dividends per common shareshare were $1.80 in 2021, $1.72 in 2020 and $1.70 in 2019, $1.62 in 2018 and $1.54 in 2017.2019. On February 12, 2020,9, 2022, the Company declared a regular quarterly dividend of $0.43$0.45 per common share payable on March 10, 2020,2022, to shareholders of record on February 26, 2020.
Off-balance sheet arrangements23, 2022.
The Company had no material off-balance sheetroutinely enters into leasing arrangements for real estate (including manufacturing facilities, office space, warehouses, and packaging centers), transportation equipment (automobiles, forklifts, and trailers), and office equipment (copiers and postage machines). Lease contracts with a term of 12 months or less are not recorded on the consolidated balance sheet. Leased assets represent the Company’s right to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation arising from the lease. Leased assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Most real estate leases, in particular, include one or more options to renew, with renewal terms that can extend the lease term from one to 50 years. For additional information regarding the Company's contractual lease obligations, see Note 7 to the Consolidated Financial Statements.
As of December 31, 2019.2021, the Company had long-term obligations to purchase electricity and steam, which it uses in its production processes, as well as long-term purchase commitments for certain raw materials, principally old corrugated containers. For additional information regarding the Company's purchase commitment obligations, see Note 16 to the Consolidated Financial Statements.
Risk managementManagement
As a result of operating globally, the Company is exposed to changes in foreign exchange rates. The exposure is well diversified, as the Company’s facilities are spreadlocated throughout the world, and the Company generally sells in the same countries where it produces.produces with both revenue and costs transacted in the local currency. The Company monitors these exposures and may use traditionalforeign currency swapsforward contracts and forward exchange contractsother risk management instruments to hedgemanage exposure to changes in foreign currency cash flows and the translation of monetary assets and liabilities on the Company’s consolidated financial statements by hedging a portion of forecasted transactions that are denominated in foreign currencies, foreign currency assets and liabilities or net investment in foreign subsidiaries. The Company’s foreign operations are exposed to political, geopolitical and cultural risks, but the risks are mitigated by diversification and the relative stability of the countries in which the Company has significant operations.
Due to the highly inflationary economy in Venezuela, the Company considers the U.S. dollar to be the functional currency of its Venezuelan operations and uses the official exchange rate when remeasuring the financial results of those operations. Economic conditions in Venezuela have worsened considerably over the past several years and there is no indication that conditions are due to improve in the foreseeable future. Further deterioration could result in the recognition of an impairment charge or a deconsolidation of the subsidiary. At December 31, 2019,2021, the carrying value of the Company's net investment in its Venezuelan operations was approximately $2.0$1.9 million. In addition, at December 31, 2019,2021, the Company's Accumulated Other Comprehensive Loss included a cumulative translation loss of $3.8 million related to its Venezuela operations which would need to be reclassified to net income in the event of a complete exit of the business or a deconsolidation of these operations.
The Company has operations in the United Kingdom and elsewhere in Europe that couldhad the potential to be impacted by the exit of the U.K. from the European Union (Brexit) at the end of January 2020 and the new E.U.-U.K. Trade and Cooperation Agreement which went into effect December 31, 2020. Our U.K. operations have been makingdeveloped contingency plans regarding potential customs clearance issues, tariffs and other uncertainties resulting from Brexit.Brexit and the new agreement with the European Union. Although it is difficult to predict all of the possible future impacts to our supply chain or in our customers' downstream markets, the operational impacts subsequent to Brexit have been minor. The Company has evaluated the future potential operational impacts and uncertainties of Brexit and at this time believescontinues to believe that the likelihood of a material impact on our future results of operations is low. Although there are some cross-border sales made out of and into the U.K., most of what we producethe Company produces in the U.K. is also sold in the U.K. and the same is true for continental Europe. In some cases, companies that have been
31 FORM 10-K SONOCO 2021 ANNUAL REPORT


importing from Europe into the U.K. are now seeking local sources, which has actually been positive for our U.K. operations. Annual sales of the Company'sOur annual revenue in 2021 for our U.K. operationsbusinesses totaled approximately $120$144 million in 2019.
The ongoing coronavirus outbreak emanating from China at the beginning of 2020 has impacted various Chinese and multi-national businesses, including travel restrictions and the extended shutdown of certain businesseson a standalone basis. Although Brexit could have broad-reaching effects beyond just in the region. Annual sales of the Company's China operations totaled approximately $130 million in 2019. To date, the Company's eight manufacturing locations in China have been somewhat negatively impacted by lower customer demand and certain supply chain disruptions. If the coronavirus outbreak situation should worsen, the Company may experience greater disruptionsU.K. itself, we believe our exposure to both customer demand and supply chains in China and on a worldwide basis. The Company continues to evaluate the potential operational impacts and closely monitor developments as they are reported and will respond accordingly.this uncertainty is limited.
The Company is a purchaser of various raw material inputs such as recovered paper, energy, steel, aluminum and plastic resin. The Company generally does not engage in significant hedging activities for these purchases, other than for energy and, from time to time, aluminum, because there is usually a high correlation between the primary input costs and the ultimate selling price of its products. Inputs are generally purchased at market or at fixed prices that are established with individual suppliers as part of the purchase process for quantities expected to be consumed in the ordinary course of business. On occasion, where the correlation between selling price and input price is less direct, the Company may enter into derivative contracts such as futures or swaps to manage the effect of price fluctuations. In addition, the Company may, from time to time, use traditional, unleveraged interest-rate swaps to manage its mix of fixed and variable rate debt and to control its exposure to interest rate movements within select ranges.
At December 31, 2019,2021, the Company had derivative contracts outstanding to hedge the price on a portion of anticipated commodity and energy purchases as well as to hedge certain foreign exchange risks for various periods through December 2019.natural gas purchases. These contracts, which qualify as cash flow hedges, included natural gas swaps covering approximately 1.7 million metric million British thermal units ("MMBTUs"). In addition, at December 31, 2021, the Company had certain other commodity contracts outstanding to manage the cost of anticipated natural gas purchases for which the Company does not apply hedge the purchase price of approximately 4.4 million MMBTUsaccounting. These contracts consist of natural gas in the U.S.swaps covering approximately 3.9 million MMBTUs. The Company's designated and Canada representingnon-designated natural gas derivative contracts total approximately 61%73% of anticipated natural gas usage in North America for 2020. Additionally,2022.
The Company routinely enters into forward contracts to economically hedge the currency exposure of intercompany debt and foreign currency denominated receivables and payables. The Company had swap contracts covering 1,225 metric tons of aluminum representing approximately 23% of anticipated usagedoes not apply hedge accounting treatment under ASC 815 for 2020. The aluminum hedges relatethese instruments. As such, changes in fair value are recorded directly to fixed-price customer contracts.income and expense in the periods that they occur. At December 31, 2018, the Company had a number of foreign currency contracts in place for both designated and undesignated hedges of either anticipated foreign currency denominated transactions or existing financial assets and liabilities. At December 31, 2019,2021, the total notional amount of these contracts, in U.S. dollar terms, was $109$81 million, of which $24$13 million related to the Canadian dollar, $34$24 million to the Mexican peso, $24$23 million to the Polish Zloty, $7 million to the Colombian Peso, $9 million to the Euro and $27$5 million to all other currencies.
On January 21, 2022, the Company completed a registered public offering of unsecured bonds including $500 million aggregate principal amount of 2.850% Notes due 2032 (the"2032 Notes"), maturing on February 1, 2032. On December 29, 2021, the Company entered into treasury lock derivative instruments with two banks, with a notional principal amount of $150 million each, with the risk management objective of reducing the Company's exposure to increases in the underlying Treasury index up to the date of pricing of the 2032 Notes. The fair value of the contracts was a net loss position of $(0.6) million at December 31, 2021. The derivatives were settled when the bonds priced on January 11, 2022, with the Company recognizing a gain on the settlement of $5.2 million.
The total fair market value of the Company's derivatives was a net unfavorablefavorable positionposition of $0.5$1.5 million and $3.3$0.6 million at December 31, 2019,2021 and December 31, 2018,2020, respectively. Derivatives are marked to fair value using published market prices, if available, or using estimated values based on current price quotes and a discounted cash flow model. See Note 10 to the Consolidated Financial Statements for more information on financial instruments.
Beginning in January 2020,As a result of the weakening global economy due to the COVID-19 pandemic, the Company is partyincreased its allowance for cumulative expected credit losses by $0.4 million and $0.3 million during 2021 and 2020, respectively. Continued weakness in the economy may require additional charges to a cross-currency swap agreement with a notional amount of $250 million to effectively convert a portion of the Company's fixed-rate U.S. dollar denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt. The swap agreement matures November 1, 2024. Under the terms of the swap agreement, the Company will receive semi-
27 FORM 10-K SONOCO 2019 ANNUAL REPORT


annual interest paymentsbe recognized in U.S. dollars at a rate of 5.75% and pay interest in euros at a rate of 3.856%. The risk management objective is to manage foreign currency risk relating to net investments in certain European subsidiaries denominated in foreign currencies.future periods.
The Company is subject to various federal, state and local environmental laws and regulations in the United States and in each of the countries where we conduct business, concerning, among other matters, solid waste disposal, wastewater effluent and air emissions. Although the costs of compliance have not been significant due to the nature of the materials and processes used in manufacturing operations, such laws also make generators of hazardous wastes and their legal successors financially responsible for the cleanup of sites contaminated by those wastes. The Company has been named a potentially responsible party at several environmentally contaminated sites. These regulatory actions and a small number of private party lawsuits are believed to represent the Company’s largest potential environmental liabilities. The Company has accrued $8.7$7.4 million at December 31, 2019,2021, compared with $20.1$8.1 million at December 31, 2018,2020, with respect to these sites. See “Environmental Charges,” Item 3 – Legal Proceedings and Note 16 to the Consolidated Financial Statements for more information on environmental matters.
Critical accounting policiesAccounting Policies and estimatesEstimates
Management’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company evaluates these estimates and assumptions on an ongoing basis, including but not limited to those related to inventories, bad debts, derivatives, income taxes, share-based compensation, goodwill, intangible assets, restructuring, pension and other postretirement benefits, environmental liabilities, and contingencies and litigation. Estimates and assumptions are based on historical and other factors believed to be reasonable under the circumstances. The results of these estimates may form the basis of the carrying value of certain assets and liabilities and may not be readily apparent from other sources. Actual results could differ from those estimates. The impact of and any associated risks related to estimates, assumptions and accounting policies are discussed in Management’s Discussion and Analysis of Financial Condition and Results of Operations, as well as in the Notes to the Consolidated Financial Statements, if applicable, where such estimates, assumptions and accounting policies affect the Company’s reported and expected financial results.
The Company believes the accounting policies discussed in the Notes to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K are critical to understanding the results of its operations. The following discussion represents those policies that involve the more significant judgments and estimates used in the preparation of the Company’s Consolidated Financial Statements.
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Business Combinations
The Company’s acquisitions of businesses are accounted for in accordance with ASC 805, "Business Combinations." The Company recognizes the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquired business at their fair values as of the date of acquisition. Goodwill is measured as the excess of the consideration transferred, also measured at fair value, over the net of the acquisition date fair values of the identifiable assets acquired and liabilities assumed. The acquisition method of accounting requires us to make significant estimates and assumptions regarding the fair values of the elements of a business combination as of the date of acquisition, including the fair values of identifiable intangible assets, deferred tax asset valuation allowances, liabilities including those related to debt, pensions and other postretirement plans, uncertain tax positions, contingent consideration and contingencies. This method also requires us to refine these estimates over a measurement period not to exceed one year to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. If we are required to adjust provisional amounts that we have recorded for the fair values of assets and liabilities in connection with acquisitions, these adjustments could have a material impact on our financial condition and results of operations.
Significant estimates and assumptions in estimating the fair value of acquired customer relationships, technology, and other identifiable intangible assets include future cash flows that we expect to generate from the acquired assets. If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, we could record impairment charges. In addition, we have estimated the economic lives of certain acquired assets and these lives are used to calculate depreciation and amortization expense. If our estimates of the economic lives change, depreciation or amortization expenses could be increased or decreased, or the acquired asset could be impaired.
Impairment of long-lived, intangibleLong-Lived, Intangible and other assetsOther Assets
Assumptions and estimates used in the evaluation of potential impairment can result in adjustments affecting the carrying values of long-lived, intangible and other assets and the recognition of impairment expense in the Company’s Consolidated Financial Statements. The Company evaluates its long-lived assets (property, plant and equipment), definite-lived intangible assets and other assets (including right of use lease assets, notes receivable and equity investments) for impairment whenever indicators of impairment exist, or when it commits to sell the asset. If the sum of the undiscounted expected future cash flows from a long-lived asset or definite-lived intangible asset group is less than the carrying value of that asset group, an asset impairment charge is recognized. Key assumptions and estimates used in the projection of expected future cash flow modelflows generally include price levels, sales growth, profit margins and asset life. The amount of an impairment charge, if any, is calculated as the excess of the asset’s carrying value over its fair value, generally represented by the discounted future cash flows from that asset or, in the case of assets the Company evaluates for sale, as estimated sale proceeds less costs to sell. The Company takes into consideration historical data and experience together with all other relevant information available when estimating the fair values of its assets. However, fair values that could be realized in actual transactions may differ from the estimates used to evaluate impairment. In addition, changes in the assumptions and estimates may result in a different conclusion regarding impairment.
Impairment of goodwillGoodwill
The Company assesses its goodwill for impairment annually and from time to time when warranted by the facts and circumstances surrounding individual reporting units or the Company as a whole. If the fair value of a reporting unit exceeds the carrying value of the reporting unit's assets, including goodwill, there is no impairment. If the carrying value of a reporting unit exceeds the fair value of that reporting unit, an impairment charge to goodwill is recognized for the excess. The Company's reporting units are the same as, or one level below, its operating segments, as determined in accordance with ASC 350.
The Company completed its most recent annual goodwill impairment testing during the third quarter of 2019.2021. For testing purposes, the Company performed an assessment of each reporting unit using either a qualitative evaluation or a quantitative test. The qualitative evaluations considered factors such as the macroeconomic environment, Company stock price and market capitalization movement, current year operating performance as compared to prior projections, business strategy changes, and significant customer wins and losses. The quantitative tests, described further below, considered factors such asrelied on the current yearoutlook of reporting unit management for future operating performance as compared to prior projectionsresults and took into consideration, among other things, the expected impact of the COVID-19 pandemic on future operations, specific business unit risk, the countries in which the reporting units operate, and implied fair values frombased on comparable trading and transaction multiples.
When performing a quantitative analysis, the Company estimates the fair value of its reporting units using a discounted cash flow model based on projections of future years’ operating results and associated cash flows. The Company's assessments reflected a number of significant
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management assumptions and estimates including the Company's forecast of sales growth, gross profit margins and discount rates, which are validated by observed comparable trading and transaction multiples.multiples based on guideline public companies. The Company’s model discounts projected future cash flows, forecasted over a ten-yearseven-year period, with an estimated residual growth rate. The Company’s projections incorporate management’s estimates of the most-likely expected future results. Projected future cash flows are discounted to present value using an assumeda discount rate that management believes is appropriate for the reporting unit.
The Company’s assessments, whether qualitative or quantitative, incorporate management’s expectations for the future, including forecasted growth rates and/or margin improvements. Therefore, should there be changes in the relevant facts and circumstances and/or expectations, management’s conclusionconclusions regarding goodwill impairment may change as well. Management’s projections related to revenue growth and/or margin improvements are based on a combination of factors, including expectations for volume growth with existing customers and customer retention, product expansion, changes in price/cost relationships, productivity gains, fixed cost leverage, and stability or improvement in general
economic conditions.
In considering the level of uncertainty regarding the potential for goodwill impairment, management has concluded that any such impairment would, in most cases, likely be the result of adverse changes in more than one assumption. Management considers the assumptions used to be its best estimates across a range of possible outcomes based on available evidence at the time of the assessment. Other than in Display and Packaging,Plastics - Healthcare, which is discussed below, there is no specific singular event or single change in circumstances management has identified that it believes could reasonably result in a change to expected future results in any of its reporting units sufficient to result in goodwill impairment. In management’s opinion, a change of such magnitude would more likely be the result of changes to some combination of the factors identified above, a general deterioration in competitive position, introduction of a superior technology, significant unexpected changes in customer preferences, an inability to pass through significant raw material cost increases, and other such items as identified in "Item 1A. Risk Factors" on pages 7-15 of the Company's 2019in this Annual Report on Form 10-K.
Although no reporting units failed the annual impairment test, noted above, in management’s opinion, the goodwill of the Display and PackagingPlastics - Healthcare reporting unit is at risk of impairment in the near term if the reporting unit's operating performance doesoperations do not continue to improveperform in line with management's expectations, or if there is a negative change in the long-term outlook for the business or in other factors such as the discount rate. The Display and Packaging
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Although beginning to benefit from the economic recovery, the results of the Plastics – Healthcare reporting unit designs, manufactures, assembles, packshave been negatively impacted by end-market weakness due to the COVID-19 pandemic. In addition, the unit is facing near-term headwinds from higher raw material and distributes temporary, semi-permanentother cost increases. Assuming COVID-19 infection rates continue to decline, management expects market demand will improve over the coming year and permanent point-of-purchase displays; provides supply chain management services,that selling price increases and/or cost reductions, including contract packing, fulfillmentrestructuring actions and scalable service centers;investments in production efficiency projects, will mitigate the impacts of recent raw material and manufactures retail packaging, including printed backer cards, thermoformed blisters and heat sealing equipment. Theother cost inflation. However, should it become apparent that the ongoing post-COVID-19 recovery is likely to be significantly weaker, delayed, or prolonged compared to management’s current expectations, significant negative price/cost relationships will persist over the long-term, or profit margins do not improve as expected, goodwill impairment analysis incorporates management's expectations for slight sales growth and mild improvements to profit margin percentages which reflectscharges may be possible in the estimated benefits of future productivity initiatives. A large portion of projected sales in this reporting unit is concentrated in several major customers, the loss of any of which could impact the Company's conclusion regarding the likelihood of goodwill impairment for the unit.future. Total goodwill associated with thisthe Plastics – Healthcare reporting unit was approximately $203$64.3 million at December 31, 2019.2021. Based on the latestmost-recent annual impairment test, the estimated fair value of the Display and PackagingPlastics – Healthcare reporting unit exceeded its carrying value by 13.3%.
by approximately 35%.Sensitivity Analysis
In its 20192021 annual goodwill impairment analysis, projected future cash flows for Display and Packagingthe Plastics - Healthcare reporting unit were discounted at 8.9%8.3%. Based on the discounted cash flow model and holding other valuation assumptions constant, Display and Packaging projected operating profits across all future periods would have to be reduced approximately 27%13.0%, or the discount rate increased to 12.5%9.3%, in order for the estimated fair value of the reporting unit to fall below the reporting unit’sits carrying value.
As discussed in the "Report of Independent Registered Public Accounting Firm" with respect to our 2019 Consolidated Financial Statements, PricewaterhouseCoopers LLP has identified this as a "critical audit matter."
During the time subsequent to the annual evaluation, and at December 31, 2019, the Company considered whether any events and/or changes in circumstances had resulted in the likelihood that the goodwill of any of its reporting units may have been impaired. It is management’s opinion that no such events have occurred.
Income taxesTaxes
The Company follows ASC 740, Accounting for Income Taxes, which requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not such assets will not be realized. Deferred tax assets generally represent expenses that have been recognized for financial reporting purposes, but for which the corresponding tax deductions will occur in future periods. The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns and future profitability. Our accounting for deferred tax consequences represents our best estimate of those future events. Changes in our current estimates, due to unanticipated events or otherwise, could have a material impact on our financial condition and results of operations.
For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company has recorded the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those positions not meeting the more-likely-than-not standard, no tax benefit has been recognized in the financial statements. Associated interest has also been recognized, where applicable.
As previously disclosed, the Company received a draft Notice of Proposed Adjustment (“NOPA”) from the Internal Revenue Service (IRS) in February 2017 proposing an adjustment to income for the 2013 tax year based on the IRS's recharacterization of a distribution of an intercompany note made in 2012, and the subsequent repayment of the note over the course of 2013, as if it were a cash distribution made in 2013. In March 2017, the Company received a draft NOPA proposing penalties of $18 million associated with the IRS’s recharacterization, as well as an Information Document Request (“IDR”) requesting the Company’s analysis of why such penalties should not apply. The Company responded to this IDR in April 2017. On October 5, 2017, the Company received two revised draft NOPAs proposing the same adjustments and penalties as in the prior NOPAs. On November 14, 2017, the Company received two final NOPAs proposing the same adjustments and penalties as in the prior draft NOPAs. On November 20, 2017, the Company received a Revenue Agent's Report (“RAR”) that included the same adjustments and penalties as in the prior NOPAs. At the time of the distribution in 2012, it was characterized as a dividend to the extent of earnings and profits, with the remainder as a tax-free return of basis and taxable capital gain. As the IRS proposes to recharacterize the distribution, the entire distribution would be characterized as a dividend. The incremental tax liability associated with the income adjustment proposed in the RAR would be approximately $89 million, excluding interest and the previously referenced penalties. On January 22, 2018, the Company filed a protest to the proposed deficiency with the IRS. The Company received a rebuttal of its protest from the IRS on July 10, 2018, and the matter has now been referred to the Appeals Division of the IRS. The Company had a pre-conference hearing with IRS Appeals during the second quarter of 2019, and has had continued discussions with IRS Appeals throughout the year. If the matter is not resolved in IRS Appeals, the next step would be to file a petition in Tax Court. The Company strongly believes the position of the IRS with regard to this matter is inconsistent with the applicable tax laws and existing Treasury regulations, and that the Company's previously reported income tax provision for the year in question is appropriate. However, there can be no assurance that this matter will be resolved in the Company's favor. Regardless of whether the matter is resolved in the Company's favor, the final resolution of this matter could be expensive and time consuming to defend and/or
29 FORM 10-K SONOCO 2019 ANNUAL REPORT


settle. While the Company believes that the amount of tax originally paid with respect to this distribution is correct, and accordingly has not provided additional reserve for tax uncertainty, there is still a possibility that an adverse outcome of the matter could have a material effect on its future results of operations and financial condition.
The estimate for the potential outcome of any uncertain tax issue is highly judgmental. The Company believes it has adequately provided for any reasonably foreseeable outcome related to these matters. However, future results may include favorable or unfavorable adjustments to estimated tax liabilities in the period the assessments are made or resolved or when statutes of limitations on potential assessments expire. Additionally, the jurisdictions in which earnings or deductions are realized may differ from current estimates. As a result, the eventual resolution of these matters could have a different impact on the effective rate than currently reflected or expected.
Stock-based compensation plansStock-Based Compensation Plans
The Company utilizes share-based compensation in the form of restricted stock appreciation rights,units, performance contingent restricted stock units, and other share-based awards. Certain awards are in the form of contingent stock units where the ultimate number of units are performance based. The amount of share-based compensation expense associated with these performance-based awardsperformance contingent restricted stock units is based on estimates regardingof future performance using measures defined in the plans. In 2019, thestock plan descriptions for each award granted. As of December 31, 2021, these performance measures consistedinclude the following:
Base earnings per share — three-year sum of Base Earningsforecasted future and historical annual base earnings per Share and share for the three-year measurement period associated with each award;
Return on Net Assets Employed. invested capital — three-year simple average calculated using the annual returns calculated by dividing 1) net base operating profit after tax (derived from historical or projected base earnings) by 2) the average of total historical or projected debt plus equity for the respective annual periods; and
Return on net assets employed — three-year simple average calculated using the annual returns calculated by dividing 1) net base operating profit after tax (derived from historical or projected base earnings) by 2) the average of total historical or projected net assets for the respective annual periods.
Changes in estimates regarding the future achievement of these performance measures may result in significant fluctuations from period to period in the amount of share-based compensation expense reflected in the Company’s Consolidated Financial Statements.
The Company uses an option-pricing model to determine the grant date fair value of its stock appreciation rights. Inputs to the model include a number of subjective assumptions. Management routinely assesses the assumptions and methodologies used to calculate the estimated fair value of share-based compensation per share. Circumstances may change and additional data may become available over time that results in changes to these assumptions and methodologies, which could materially impact fair value determinations.
Pension and postretirement benefit plansPostretirement Benefit Plans
The Company has significant pension and postretirement benefit liabilities and costs that are measured using actuarial valuations. The largest of the Company's pension plans are the U.S. basedU.S.-based Sonoco Pension Plan (the "Active Plan") and the Sonoco Pension Plan for Inactive Participants (the "Inactive Plan"). Benefits under these plans were frozen effective December 31, 2018 for all active, non-union participants. As of January 1, 2019, these participants became eligible for annual contributions under a noncontributory defined contribution plan.Plan. On July 17, 2019, the Company's Board of Directors approved a resolution to terminatethe termination of the Inactive Plan effective September 30, 2019. Upon approval from the Pension Benefit Guaranty Corporation, and followingFollowing completion of a limited lump-sum offering in the second quarter of 2021, the Company is expected to settlesettled all remaining liabilities under the Inactive Plan in June 2021 through the purchase of annuities in late 2020 or early 2021.annuities.
The actuarial valuations used to evaluate the plans employ key assumptions that can have a significant effect on the calculated amounts. The key assumptions used at December 31, 20192021 in determining the projected benefit obligation and the accumulated benefit obligation for U.S. retirement and retiree health and life insurance plans include: discount rates of 3.37% and 2.84%3.05% for the Active Plan, and Inactive Plan, respectively, 3.05%2.66% for the Company's non-qualified retirement plans, and 2.89%2.48% for the Company's retiree health and life insurance plan. The discount rate for the Inactive Plan was determined on a plan termination basis. The rate of compensation increase for the retiree health and life insurance plan was 3.04%3.01%. The key assumptions used to determine the 20192021 net periodic benefit cost for U.S. retirement and retiree health and life insurance plans include: discount rates of 4.34%2.75% and 4.14%2.31% for the Active Plan and Inactive Plan, respectively, 4.16%2.28% for the non-qualified retirement plans, and 4.02%2.04% for the retiree health and life insurance plan; an expected long-term rate of return on plan assets of 6.75% and 6.50%3.27% for the Active Plan and 2.01% for the Inactive Plan, respectively;Plan; and a rate of compensation increase for the retiree health and life insurance plan of 3.06%3.03%.
During 2019,2021, the Company recorded total pension and postretirement benefit expenses of approximately $52.7$595.6 million, compared with $34.9$58.0 million during 2018.2020. The 20192021 amount reflects $65.9non-cash settlement charges of $550.7 million, primarily related to the settlement of the Inactive Plan's liabilities. Absent the settlement charges, total pension and postretirement benefit expenses were approximately $13.1 million lower
year over year. Charges in 2021 reflect $23.3 million of expected returns on plan assets at an average assumed rate of 6.13%3.61% and interest cost of $57.8$24.4 million at a weighted-average discount rate of 3.96%2.43%. The 20182020 amount reflects $92.2$51.1 million of expected returns on plan assets at an average assumed rate of 6.38%3.18% and interest cost of $55.4$51.6 million at a weighted-average discount rate of 3.43%2.76%. During 2019,2021, the Company made contributions to its pension and postretirement plans of $231.2$163.7 million, including voluntary contributions$124.4 million to the Active Plan and Inactive Plan totaling $200 million. Inin order to be fully funded on a termination basis at the prior year, the Company made contributions to its pension and postretirement plans totaling $25.4time annuity purchases were made. Contributions in 2020 totaled $40.4 million. Contributions vary from year
34 FORM 10-K SONOCO 2021 ANNUAL REPORT


to year depending on various factors, the most significant being the market value of assets and interest rates. Cumulative net actuarial losses, were approximately $753 million at December 31, 2019, and are primarilyprincipally the result of low discount rates. Actuarialrates, decreased from $736 million at December 31, 2020 to $105 million at December 31, 2021, primarily due to the settlement of the Inactive Plan during 2021. Remaining actuarial losses/gains outside of the 10% corridor defined by U.S. GAAP are amortized over the average remaining service life of the plan’s active participants or the average remaining life expectancy of the plan’s inactive participants if all, or almost all, of the plan’s participants are inactive. The majority of these actuarial losses are related to the Inactive Plan and will result in non-cash settlement charges of approximately $600 million beginning in 2020 as lump-sum payouts and annuity purchases are made.
Excluding the $600 million of expected settlement charges related to the Inactive Plan, theThe Company projects that total benefit plan expense toexpenses will be approximately $4$8 million in 2022, $588 million lower in 2020 than in 2019.2021. This decrease is due primarily due to lower interest expense due to a decline in discount rates, partially offset by lower expected returns on plan assets due to de-risking actions taken withthe settlement of the Inactive Plan's assets moving themPlan. Contributions to a more conservative mixthe Company's benefit plans in 2022, including the Sonoco Retirement Contribution ("SRC"), are expected to total approximately $38 million. Future funding requirements will depend largely on actual investment returns, future actuarial assumptions, legislative actions, and changes to the Company's benefit offerings.
In October 2021, the Company's Board of primarily fixed income investments.Directors approved an amendment to the Sonoco Retirement and Savings Plan to eliminate the SRC and to increase the Company's 401(k) matching contribution to 100% of the first 6% of eligible contributions effective as of December 31, 2021. The amendment is expected to be neutral to total expense in 2022. However, the Company's operating cash flow is expected to be negatively affected in 2022 as it will reflect both the annual funding of the SRC earned in 2021 and the higher 401(k) matching contributions.
The Company adjusts its discount rates at the end of each fiscal year based on yield curves of high-quality debt instruments over durations that match the expected benefit payouts of each plan. The expected rate of return assumption is derived by taking into consideration the targeted plan asset allocation, projected future returns by asset class and active investment management. A third-party asset return model was used to develop an expected range of returns on plan investments over a 12- to 15-year period, with the expected rate of return selected from a best estimate range within the total range of projected results. The Company periodically re-balances its plan asset portfolio in order to maintain the targeted allocation levels. The rate of compensation increase assumption is generally based on salary and incentive compensation increases. A key assumption for the U.S. retiree health and life insurance plan is a medical cost trend rate beginning at 6.25%8.27% for post-age 65 participants and trending down to an ultimate rate of 4.5%4.4% in 2026.2030. The ultimate trend rate of 4.5%4.4% represents the Company’s best estimate of the long-term average annual medical cost increase over the duration of the plan’s liabilities. It provides for real growth in medical costs in excess of the overall inflation level.
The sensitivity to changes in the critical assumptions for the Company’s U.S. plans as of December 31, 2021, is as follows:
Assumption
($ in millions)
Percentage
Point
Change
Projected Benefit
Obligation
Higher/(Lower)
Annual Expense
Higher/(Lower)
Discount rate-.25 pts$5.9$0.3
Expected return on assets-.25 ptsN/A$0.1
Other assumptions and estimates impacting the projected liabilities of these plans include inflation, participant withdrawal and mortality rates and retirement ages. The Company annually reevaluatesevaluates the assumptions used in projecting the pension and postretirement liabilities and associated expense.expense annually. These judgments, assumptions and estimates may affect the carrying value of pension and postretirement plan net assets and liabilities and pension and postretirement plan expenses in the Company’s Consolidated Financial Statements.

30 FORM 10-K SONOCO 2019 ANNUAL REPORT


The sensitivity to changes in the critical assumptions for the Company’s U.S. plans as of December 31, 2019, is as follows:
Assumption
($ in millions)
Percentage
Point
Change
Projected Benefit
Obligation
Higher/(Lower)
Annual
Expense
Higher/
(Lower)
Discount rate-.25 pts$53.4  $2.4  
Expected return on assets-.25 ptsN/A$2.4  
See Note 13 to the Consolidated Financial Statements for additional information on the Company’s pension and postretirement plans.
Recent accounting pronouncementsAccounting Pronouncements
Information regarding recent accounting pronouncements is provided in Note 2 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K.
Item 7A. Quantitative and qualitative disclosures about market riskQualitative Disclosures About Market Risk
Information regarding market risk is provided in this Annual Report on Form 10-K under the following items and captions: “Our international operations subject us to various risks that could adversely affect our business operations and financial results” and “Currency exchange rate fluctuations may reduce operating results and shareholders' equity” in Item 1A-Risk1A - Risk Factors; “Risk Management” in Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations; and in Note 10 to the Consolidated Financial Statements in Item 8 – Financial Statements and Supplementary Data.
Item 8. Financial statementsStatements and supplementary dataSupplementary Data
The Consolidated Financial Statements and Notes to the Consolidated Financial Statements are provided on pages F-1 through F-40F-41 of this report. Selected quarterly financial data is provided in Note 20 to the Consolidated Financial Statements included in this Annual Report on Form 10-K.


3135 FORM 10-K SONOCO 20192021 ANNUAL REPORT


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Board of Directors and Shareholders of Sonoco Products Company
Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Sonoco Products Company and its subsidiaries (the “Company”) as of December 31, 20192021 and 2018,2020, and the related consolidated statements of income, comprehensive income, changes in total equity and cash flows for each of the three years in the period ended December 31, 2019,2021, including the related notes and financial statement schedule listed in the accompanying index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2019,2021, based on criteria established in Internal Control - Integrated Framework (2013) (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 20192021 and 2018,2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 20192021 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019,2021, based on criteria established in Internal Control - Integrated Framework (2013) (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Report on Internal Control Overover Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Report on Internal Control Over Financial Reporting, management has excluded Corenso Holdings America, Inc. (“Corenso”) and Thermoform Engineered Quality, LLC and Plastique Holdings, LTD, (together “TEQ”), from its assessment of internal control over financial reporting as of December 31, 2019 because they were acquired by the Company in purchase business combinations during 2019. We have also excluded Corenso and TEQ from our audit of internal control over financial reporting. Corenso and TEQ are wholly-owned subsidiaries whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting collectively represent 2.9% and 0.7% respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2019.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

F-1 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Goodwill Impairment Assessment - Display and PackagingPlastics - Healthcare Reporting Unit

As described in Notes 1 and 8 to the consolidated financial statements, the Company’s consolidated goodwill balance was $1.4$1.32 billion as of December 31, 2019,2021, and the goodwill associated with the Display and PackagingPlastics - Healthcare reporting unit was $203$64.3 million. Management assesses goodwill for impairment annually during the third quarter, or from time to time when warranted by the facts and circumstances surrounding individual reporting units or the Company as a whole. If the fair value of a reporting unit exceeds the carrying value of the reporting unit’s assets, including goodwill, there is no impairment. If the carrying value of a reporting unit exceeds the fair value of that reporting unit, an impairment charge is recognized for the excess. Fair value is estimated using a discounted cash flow model based on projections of future years’ operating results and associated cash flows corroborated bycombined with comparable trading and transaction multiples.multiples based on guideline public companies. The calculated reporting unit estimated fair value of the reporting unit reflects a number of significant management assumptions and estimates including the forecast of sales growth, gross profit margins, and discount rate.rates.

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Display and PackagingPlastics - Healthcare reporting unitis a critical audit matter are there was(i) the significant judgment by management when developingdetermining the fair value measurement of the Display and Packaging reporting unit, which in turn led tounit; (ii) the significant auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence obtainedmanagement’s significant assumptions related to management’s discounted cash flow model and the significant assumptions, including the forecast of sales growth, gross profit margins, and the discount rate. In addition,rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over the determinationvaluation of the fair value of the Display and PackagingPlastics - Healthcare reporting unit. These procedures also included, among others (i) testing management’s process for developingdetermining the fair value estimate;of the Plastics - Healthcare reporting unit; (ii) evaluating the appropriateness of the discounted cash flow model; (iii) testing the completeness accuracy, and relevanceaccuracy of underlying data used in the discounted cash flow model; and (iv) evaluating the reasonableness of the significant assumptions used by management includingrelated to the forecast of sales growth, gross profit margins, and the discount rate. Evaluating management’s assumptions related to the forecast of sales growth and gross profit margins involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Plastics - Healthcare reporting unit,unit; (ii) the consistency with external market data,data; and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluatingthe evaluation of the Company’s discounted cash flow model and in the evaluation of the reasonableness of the discount rate.rate significant assumption.

[/s/ PricewaterhouseCoopers LLP (signed)]
Charlotte, North Carolina
February 28, 20202022

We have served as the Company’s auditor since 1967.







F-2 FORM 10-K SONOCO 20192021 ANNUAL REPORT


CONSOLIDATED BALANCE SHEETS
Sonoco Products Company
(Dollars and shares in thousands)
At December 31
20192018
Assets
Current Assets
Cash and cash equivalents$145,283  $120,389  
Trade accounts receivable, net of allowances of $14,382 in 2019 and $11,692 in 2018698,149  737,420  
Other receivables113,754  111,915  
Inventories
Finished and in process172,223  174,115  
Materials and supplies331,585  319,649  
Prepaid expenses60,202  55,784  
1,521,196  1,519,272  
Property, Plant and Equipment, Net1,286,842  1,233,821  
Goodwill1,429,346  1,309,167  
Other Intangible Assets, Net388,292  352,037  
Long-term Deferred Income Taxes46,502  47,297  
Right of Use Asset-Operating Leases298,393  —  
Other Assets155,718  121,871  
Total Assets$5,126,289  $4,583,465  
Liabilities and Equity
Current Liabilities
Payable to suppliers$537,764  $556,011  
Accrued expenses and other289,067  237,197  
Accrued wages and other compensation78,047  85,761  
Notes payable and current portion of long-term debt488,234  195,445  
Accrued taxes11,380  8,516  
1,404,492  1,082,930  
Long-term Debt1,193,135  1,189,717  
Noncurrent Operating Lease Liabilities253,992  —  
Pension and Other Postretirement Benefits304,798  374,419  
Deferred Income Taxes76,206  64,273  
Other Liabilities77,961  99,848  
Commitments and Contingencies
Sonoco Shareholders’ Equity
Serial preferred stock, no par value
Authorized 30,000 shares
0 shares issued and outstanding as of December 31, 2019 and 2018
Common shares, no par value
Authorized 300,000 shares
100,198 and 99,829 shares issued and outstanding as of December 31, 2019 and 2018, respectively7,175  7,175  
Capital in excess of stated value310,778  304,709  
Accumulated other comprehensive loss(816,803) (740,913) 
Retained earnings2,301,532  2,188,115  
Total Sonoco Shareholders’ Equity1,802,682  1,759,086  
Noncontrolling Interests13,023  13,192  
Total Equity1,815,705  1,772,278  
Total Liabilities and Equity$5,126,289  $4,583,465  
(Dollars and shares in thousands)
At December 31
20212020
Assets
Current Assets
Cash and cash equivalents$170,978 $564,848 
Trade accounts receivable, net of allowances of $19,651 in 2021 and $20,920 in 2020755,609 658,808 
Other receivables95,943 103,636 
Inventories
Finished and in process199,823 167,018 
Materials and supplies362,290 283,673 
Prepaid expenses74,034 52,564 
1,658,677 1,830,547 
Property, Plant and Equipment, Net1,297,500 1,244,110 
Goodwill1,324,501 1,389,255 
Other Intangible Assets, Net278,143 321,934 
Long-term Deferred Income Taxes25,818 42,479 
Right of Use Asset-Operating Leases268,390 296,020 
Other Assets220,206 152,914 
Total Assets$5,073,235 $5,277,259 
Liabilities and Equity
Current Liabilities
Payable to suppliers$721,312 $536,939 
Accrued expenses and other290,874 430,241 
Accrued wages and other compensation90,476 81,248 
Notes payable and current portion of long-term debt411,557 455,784 
Accrued taxes11,544 7,415 
1,525,763 1,511,627 
Long-term Debt1,199,106 1,244,440 
Noncurrent Operating Lease Liabilities234,167 262,048 
Pension and Other Postretirement Benefits158,265 171,518 
Deferred Income Taxes70,482 86,018 
Other Liabilities35,911 91,080 
Commitments and Contingencies00
Sonoco Shareholders’ Equity
Serial preferred stock, no par value
Authorized 30,000 shares
0 shares issued and outstanding as of December 31, 2021 and 202000
Common shares, no par value
Authorized 300,000 shares
97,370 and 100,447 shares issued and outstanding as of December 31, 2021 and 2020, respectively7,175 7,175 
Capital in excess of stated value119,690 314,056 
Accumulated other comprehensive loss(359,425)(756,842)
Retained earnings2,070,005 2,335,216 
Total Sonoco Shareholders’ Equity1,837,445 1,899,605 
Noncontrolling Interests12,096 10,923 
Total Equity1,849,541 1,910,528 
Total Liabilities and Equity$5,073,235 $5,277,259 
The Notes beginning on page F-7 are an integral part of these consolidated financial statements.

F-3 FORM 10-K SONOCO 20192021 ANNUAL REPORT


CONSOLIDATED STATEMENTS OF INCOME
Sonoco Products Company
  
(Dollars and shares in thousands except per share data)
Years ended December 31
(Dollars and shares in thousands except per share data)
Years ended December 31
201920182017
(Dollars and shares in thousands except per share data)
Years ended December 31
202120202019
Net salesNet sales$5,374,207  $5,390,938  $5,036,650  Net sales$5,590,438 $5,237,443 $5,374,207 
Cost of salesCost of sales4,316,378  4,349,932  4,077,998  Cost of sales4,528,528 4,191,104 4,316,378 
Gross profitGross profit1,057,829  1,041,006  958,652  Gross profit1,061,910 1,046,339 1,057,829 
Selling, general and administrative expensesSelling, general and administrative expenses530,867  563,306  507,824  Selling, general and administrative expenses558,180 528,439 530,867 
Restructuring/Asset impairment chargesRestructuring/Asset impairment charges59,880  40,071  38,419  Restructuring/Asset impairment charges14,210 145,580 59,880 
Loss on divestiture of business, net

Loss on divestiture of business, net

2,667 14,516 — 
Operating profitOperating profit467,082  437,629  412,409  Operating profit486,853 357,804 467,082 
Non-operating pension costsNon-operating pension costs24,713  941  45,110  Non-operating pension costs568,416 30,142 24,713 
Interest expenseInterest expense66,845  63,147  57,220  Interest expense63,991 75,046 66,845 
Interest incomeInterest income5,242  4,990  4,475  Interest income4,756 2,976 5,242 
Income before income taxes380,766  378,531  314,554  
Provision for income taxes93,269  75,008  146,589  
Income before equity in earnings of affiliates287,497  303,523  167,965  
Loss from the early extinguishment of debtLoss from the early extinguishment of debt20,184 — — 
(Loss)/Income before income taxes(Loss)/Income before income taxes(160,982)255,592 380,766 
(Benefit from)/Provision for income taxes(Benefit from)/Provision for income taxes(67,430)53,030 93,269 
(Loss)/Income before equity in earnings of affiliates(Loss)/Income before equity in earnings of affiliates(93,552)202,562 287,497 
Equity in earnings of affiliates, net of taxEquity in earnings of affiliates, net of tax5,171  11,216  9,482  Equity in earnings of affiliates, net of tax10,841 4,679 5,171 
Net income292,668  314,739  177,447  
Net (income) attributable to noncontrolling interests(883) (1,179) (2,102) 
Net income attributable to Sonoco$291,785  $313,560  $175,345  
Net (loss)/incomeNet (loss)/income(82,711)207,241 292,668 
Net (income)/loss attributable to noncontrolling interestsNet (income)/loss attributable to noncontrolling interests(2,766)222 (883)
Net (loss)/income attributable to SonocoNet (loss)/income attributable to Sonoco$(85,477)$207,463 $291,785 
Weighted average common shares outstanding:Weighted average common shares outstanding:Weighted average common shares outstanding:
BasicBasic100,742  100,539  100,237  Basic99,608 100,939 100,742 
Assuming exercise of awardsAssuming exercise of awards434  477  615  Assuming exercise of awards— 270 434 
DilutedDiluted101,176  101,016  100,852  Diluted99,608 101,209 101,176 
Per common sharePer common sharePer common share
Net income attributable to Sonoco:
Net (loss)/income attributable to Sonoco:Net (loss)/income attributable to Sonoco:
BasicBasic$2.90  $3.12  $1.75  Basic$(0.86)$2.06 $2.90 
DilutedDiluted$2.88  $3.10  $1.74  Diluted$(0.86)$2.05 $2.88 
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Sonoco Products Company
(Dollars in thousands)
Years ended December 31
201920182017
Net income$292,668  $314,739  $177,447  
Other comprehensive income/(loss):
Foreign currency translation adjustments8,270  (54,763) 89,108  
Changes in defined benefit plans, net of tax(87,033) (20,244) 59,924  
Change in derivative financial instruments, net of tax2,035  (1,614) (2,580) 
Other comprehensive income/(loss)(76,728) (76,621) 146,452  
Comprehensive income/(loss)215,940  238,118  323,899  
Net (income) attributable to noncontrolling interests(883) (1,179) (2,102) 
Other comprehensive loss/(income) attributable to noncontrolling interests838  2,156  (1,105) 
Comprehensive income attributable to Sonoco$215,895  $239,095  $320,692  
(Dollars in thousands)
Years ended December 31
202120202019
Net (loss)/ income$(82,711)$207,241 $292,668 
Other comprehensive income/(loss):
Foreign currency translation adjustments(75,636)46,092 8,270 
Changes in defined benefit plans, net of tax471,350 11,666 (87,033)
Change in derivative financial instruments, net of tax1,119 325 2,035 
Other comprehensive income/(loss)396,833 58,083 (76,728)
Comprehensive income314,122 265,324 215,940 
Net (income)/loss attributable to noncontrolling interests(2,766)222 (883)
Other comprehensive loss attributable to noncontrolling interests584 1,878 838 
Comprehensive income attributable to Sonoco$311,940 $267,424 $215,895 
The Notes beginning on page F-7 are an integral part of these consolidated financial statements.
 
F-4 FORM 10-K SONOCO 20192021 ANNUAL REPORT


CONSOLIDATED STATEMENTS OF CHANGES IN TOTAL EQUITY
Sonoco Products Company
(Dollars and shares in thousands)
Total
Equity
Common Shares
Capital in
Excess of
Stated
Value
Accumulated
Other
Comprehensive
Loss
Retained
Earnings
Non-
controlling
Interests
OutstandingAmount
January 1, 2017$1,554,705  99,193  $7,175  $321,050  $(738,380) $1,942,513  $22,347  
Net income177,447  175,345  2,102  
Other comprehensive income/(loss):
Translation gain89,108  88,003  1,105  
Defined benefit plan adjustment1
59,924  59,924  
Derivative financial instruments1
(2,580) (2,580) 
Other comprehensive loss146,452  145,347  1,105  
Dividends(154,773) (154,773) 
Issuance of stock awards1,636  341  1,636  
Shares repurchased(6,335) (120) (6,335) 
Stock-based compensation13,488    13,488     
Impact of new accounting pronouncements—  318  (73,239) 72,921  
Noncontrolling interest from acquisition(2,560) (2,560) 
December 31, 2017$1,730,060  99,414  $7,175  $330,157  $(666,272) $2,036,006  $22,994  
Net income314,739  313,560  1,179  
Other comprehensive income/(loss):
Translation loss(54,763) (52,607) (2,156) 
Defined benefit plan adjustment1
(20,244) (20,244) 
Derivative financial instruments1
(1,614) (1,614) 
Other comprehensive income(76,621) (74,465) (2,156) 
Dividends(163,348) (163,348) 
Issuance of stock awards1,688  682  1,688  
Shares repurchased(14,561) (267) (14,561) 
Stock-based compensation10,730  10,730  
Impact of new accounting pronouncements1,721  —  (176) 1,897  
Purchase of Sonoco Asia noncontrolling interest(35,000) (23,305) (11,695) 
Noncontrolling interest from acquisition2,870  2,870  
December 31, 2018$1,772,278  99,829  $7,175  $304,709  $(740,913) $2,188,115  $13,192  
Net income292,668  291,785  883  
Other comprehensive income/(loss):
Translation gain8,270  9,108  (838) 
Defined benefit plan adjustment1
(87,033) (87,033) 
Derivative financial instruments1
2,035  2,035  
Other comprehensive loss(76,728) (75,890) (838) 
Dividends paid to noncontrolling interests(214) (214) 
Dividends(171,597) (171,597) 
Issuance of stock awards1,343  538  1,343  
Shares repurchased(9,608) (169) (9,608) 
Stock-based compensation14,334  14,334  
Impact of new accounting pronouncements(6,771) —  (6,771) 
December 31, 2019$1,815,705  100,198  $7,175  $310,778  $(816,803) $2,301,532  $13,023  

(Dollars and shares in thousands)
Total
Equity
Common Shares
Capital in
Excess of
Stated
Value
Accumulated
Other
Comprehensive
Loss
Retained
Earnings
Non-
controlling
Interests
OutstandingAmount
January 1, 2019$1,772,278 99,829 $7,175 $304,709 $(740,913)$2,188,115 $13,192 
Net income292,668 291,785 883 
Other comprehensive loss:
Translation gain/(loss)8,270 9,108 (838)
Defined benefit plan adjustment1
(87,033)(87,033)
Derivative financial instruments1
2,035 2,035 
Other comprehensive loss(76,728)(75,890)(838)
Dividends paid to noncontrolling interests(214)(214)
Dividends(171,597)(171,597)
Issuance of stock awards1,343 538 1,343 
Shares repurchased(9,608)(169)(9,608)
Stock-based compensation14,334   14,334    
Impact of new accounting pronouncements(6,771)— 0(6,771)
December 31, 2019$1,815,705 100,198 $7,175 $310,778 $(816,803)$2,301,532 $13,023 
Net income207,241 207,463 (222)
Other comprehensive income/(loss):
Translation gain/(loss)46,092 47,970 (1,878)
Defined benefit plan adjustment1
11,666 11,666 
Derivative financial instruments1
325 325 
Other comprehensive loss58,083 59,961 (1,878)
Dividends(173,570)(173,570)
Issuance of stock awards1,154 398 1,154 
Shares repurchased(8,483)(149)(8,483)
Stock-based compensation10,607 10,607 
Impact of new accounting pronouncements(209)(209)
December 31, 2020$1,910,528 100,447 $7,175 $314,056 $(756,842)$2,335,216 $10,923 
Net loss(82,711)(85,477)2,766 
Other comprehensive income/(loss):
Translation loss(75,636)(75,052)(584)
Defined benefit plan adjustment1
471,350 471,350 
Derivative financial instruments1
1,119 1,119 
Other comprehensive income/(loss)396,833 397,417 (584)
Dividends paid to noncontrolling interests(1,009)(1,009)
Dividends(179,734)(179,734)
Issuance of stock awards1,111 309 1,111 
Shares repurchased(218,085)(3,386)(218,085)
Stock-based compensation22,608 22,608 
December 31, 2021$1,849,541 97,370 $7,175 $119,690 $(359,425)$2,070,005 $12,096 
1
net of tax
The Notes beginning on page F-7 are an integral part of these consolidated financial statements.
F-5 FORM 10-K SONOCO 20192021 ANNUAL REPORT


CONSOLIDATED STATEMENTS OF CASH FLOWS
Sonoco Products Company
(Dollars in thousands)
Years ended December 31
201920182017
Cash Flows from Operating Activities
Net income$292,668  $314,739  $177,447  
Adjustments to reconcile net income to net cash provided by operating activities:
Asset impairment25,026  5,794  20,017  
Depreciation, depletion and amortization239,140  236,245  217,625  
Gain on adjustment of environmental reserves(10,675) —  —  
Share-based compensation expense14,334  10,730  13,488  
Equity in earnings of affiliates(5,171) (11,216) (9,482) 
Cash dividends from affiliated companies6,620  7,570  6,967  
Loss on remeasurement of previously held interest in Conitex Sonoco—  4,784  —  
Net loss on disposition of assets746  8,635  2,039  
Pension and postretirement plan expense52,741  34,885  78,506  
Pension and postretirement plan contributions(231,234) (25,373) (108,579) 
Net (decrease)/increase in deferred taxes16,958  (9,420) (20,553) 
Change in assets and liabilities, net of effects from acquisitions, dispositions and foreign currency adjustments
Trade accounts receivable59,615  38,193  (43,773) 
Inventories2,631  (6,150) (16,067) 
Payable to suppliers(25,383) (4,380) 4,226  
Prepaid expenses4,030  (5,093) (110) 
Accrued expenses7,471  19,153  (14,606) 
Income taxes payable and other income tax items(6,201) (19,014) 70,180  
Other assets and liabilities(17,466) (10,184) (29,071) 
Net cash provided by operating activities425,850  589,898  348,254  
Cash Flows from Investing Activities
Purchase of property, plant and equipment(195,934) (192,574) (188,913) 
Cost of acquisitions, net of cash acquired(298,380) (277,177) (383,725) 
Proceeds from the sale of assets14,614  24,288  5,271  
Other603  1,335  2,791  
Net cash used by investing activities(479,097) (444,128) (564,576) 
Cash Flows from Financing Activities
Proceeds from issuance of debt276,843  226,885  448,511  
Principal repayment of debt(139,582) (281,262) (217,320) 
Net increase/(decrease) in commercial paper borrowings130,000  (4,000) 124,000  
Net increase/(decrease) in outstanding checks(4,486) (4,282) 7,518  
Payment of contingent consideration(5,500) —  —  
Cash dividends – common(170,253) (161,434) (153,137) 
Dividends paid to noncontrolling interests(214) —  —  
Purchase of Sonoco Asia noncontrolling interest—  (35,000) —  
Shares acquired(9,608) (14,561) (6,335) 
Net cash provided/(used) by financing activities77,200  (273,654) 203,237  
Effects of Exchange Rate Changes on Cash941  (6,639) 10,771  
Increase/(Decrease) in Cash and Cash Equivalents24,894  (134,523) (2,314) 
Cash and cash equivalents at beginning of year120,389  254,912  257,226  
Cash and cash equivalents at end of year$145,283  $120,389  $254,912  
Supplemental Cash Flow Disclosures
Interest paid, net of amounts capitalized$66,768  $63,147  $57,170  
Income taxes paid, net of refunds$82,512  $103,442  $96,962  
(Dollars in thousands)
Years ended December 31
202120202019
Cash Flows from Operating Activities
Net (loss)/income$(82,711)$207,241 $292,668 
Adjustments to reconcile net income to net cash provided by operating activities:
Asset (gain)/impairment(4,082)100,242 25,026 
Depreciation, depletion and amortization239,086 255,359 239,140 
Loss on early extinguishment of debt20,184 — — 
Gain on adjustment of environmental reserves— — (10,675)
Share-based compensation expense22,608 10,607 14,334 
Equity in earnings of affiliates, net of tax(10,841)(4,679)(5,171)
Cash dividends from affiliated companies8,660 6,777 6,620 
Net loss/(gain) on disposition of assets15 (2,752)746 
Net loss on divestiture of business2,667 14,516 — 
Pension and postretirement plan expense595,620 57,973 52,741 
Pension and postretirement plan contributions(163,659)(40,411)(231,234)
Net (decrease)/increase in deferred taxes(158,836)573 16,958 
Change in assets and liabilities, net of effects from acquisitions, divestitures and foreign currency adjustments
Trade accounts receivable(149,755)17,853 59,615 
Inventories(130,119)12,125 2,631 
Payable to suppliers172,430 21,487 (25,383)
Prepaid expenses(13,077)4,754 4,030 
Income taxes payable and other income tax items(42,204)(12,545)(6,201)
Accrued expenses and other assets and liabilities(7,314)56,501 (9,995)
Net cash provided by operating activities298,672 705,621 425,850 
Cash Flows from Investing Activities
Purchase of property, plant and equipment(256,019)(194,127)(195,934)
Cost of acquisitions, net of cash acquired(22,209)(49,261)(298,380)
Proceeds from the sale of business, net91,569 103,411  
Proceeds from the sale of assets13,166 12,966 14,614 
Other net investing activities7,591 684 603 
Net cash used by investing activities(165,902)(126,327)(479,097)
Cash Flows from Financing Activities
Proceeds from issuance of debt172,042 1,121,860 276,843 
Principal repayment of debt(628,119)(886,055)(139,582)
Net increase/(decrease) in commercial paper borrowings349,000 (250,000)130,000 
Net increase/(decrease) in outstanding checks6,974 20,950 (4,486)
Proceeds from interest rate swap4,387 14,480  
Payment of contingent consideration— (3,000)(5,500)
Cash dividends – common(178,622)(172,626)(170,253)
Dividends paid to noncontrolling interests(1,009)— (214)
Excess cash costs of early extinguishment of debt(20,111)— — 
Payments for share repurchases(218,085)(8,483)(9,608)
Net cash (used)/provided by financing activities(513,543)(162,874)77,200 
Effects of Exchange Rate Changes on Cash(13,097)3,145 941 
(Decrease)/Increase in Cash and Cash Equivalents(393,870)419,565 24,894 
Cash and cash equivalents at beginning of year564,848 145,283 120,389 
Cash and cash equivalents at end of year$170,978 $564,848 $145,283 
Supplemental Schedule of Non-Cash Investing Activities:
Non-cash additions to property, plant and equipment$27,343 $3,139 $5,342 
Supplemental Disclosures:
Interest paid, net of amounts capitalized$68,189 $71,707 $66,768 
Income taxes paid, net of refunds$133,610 $65,002 $82,512 
The Notes beginning on page F-7 are an integral part of these consolidated financial statements.
F-6 FORM 10-K SONOCO 20192021 ANNUAL REPORT


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Sonoco Products Company (dollars in thousands except per share data)
 
1. Summary of significant accounting policies
Basis of presentation
The Consolidated Financial Statements include the accounts of Sonoco Products Company and its majority-owned subsidiaries (the “Company” or “Sonoco”) after elimination of intercompany accounts and transactions.
Investments in affiliated companies in which the Company shares control over the financial and operating decisions, but in which the Company is not the primary beneficiary, are accounted for by the equity method of accounting. Income applicable to these equity investments is reflected in “Equity in earnings of affiliates, net of tax” in the Consolidated Statements of Income. The aggregate carrying value of equity investments is reported in “Other Assets” in the Company’s Consolidated Balance Sheets and totaled $54,339 totaled $54,356 and $55,516$51,938 at December 31, 20192021 and 2018,2020, respectively.
Affiliated companies over which the Company exercised a significant influence at December 31, 2019,2021, included:
Entity
Ownership Interest
Percentage at
December 31, 20192021
RTS Packaging JVCO35.0 %
Cascades Conversion, Inc.50.0 %
Cascades Sonoco, Inc.50.0 %
Showa Products Company Ltd.22.2 %
Crown Fibre Tube. Inc.20.0 %
Papertech Energía, S.L.25.0 %
Weidenhammer New Packaging, LLC40.0 %
Also included in the investment totals above is the Company’sCompany’s 19.5% ownership in a small tubes and cores business in Chile and its 12.19%12.2% ownership in a small paper recycling business in Finland. TheseAs the Company is not able to exercise significant influence over these investees, the equity investments are accounted for under the measurement alternative (i.e., cost method asless impairment, adjusted for any qualifying observable price changes). These investments are not material either individually or in the Company does not have the ability to exercise significant influence over them.aggregate.
Estimates and assumptions
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Revenue recognition
Beginning in 2018, theThe Company records revenue generally at a point in time when control is transferredtransfers to the customer which is either upon shipment or delivery, depending on the terms of sale. Additionally, in certain cases, control transfers over time in casesconjunction with production where the Company is entitled to payment with margin for products produced that are customer specific and without alternative use. TheFor products that meet these two criteria, the Company recognizes over time revenue under the input method as goods are produced. Revenue that is recognized at a point in time is recognized when the customer obtains control of the goods. Customers obtain control either when goods are delivered to the customer facility, if the Company is responsible for arranging transportation, or when picked up by the customer's designated carrier. The Company commonly enters into Master Supply Arrangements (MSA) with customers to provide goods and/or services over specific time periods. Customers submit purchase orders with quantities and prices to create a contract for accounting purposes. Shipping and handling expenses are considered a fulfillment cost, and included in "Cost of Sales," and freight charged to customers is included in "Net Sales" in the Company's Consolidated Statements of Income.
Prior to 2018, the Company recorded revenue when title and risk of ownership passed to the customer, and when persuasive evidence of an arrangement existed, delivery had occurred or services had been rendered, the sales price to the customer was fixed or determinable and when collectibility was reasonably assured. Certain judgments, such as provisions for estimates of sales returns and allowances, were required in the application of the Company’s revenue policy and, therefore, were included in the results of operations in its Consolidated Financial Statements. Shipping and handling expenses were included in “Cost of sales,” and freight charged to customers was included in “Net sales” in the Company’s Consolidated Statements of Income for the year ended December 31, 2017.
The Company has rebate agreements with certain customers. These rebates are recorded as reductions of sales and are accrued using sales data and rebate percentages specific to each customer agreement. Accrued customer rebates are included in "Accrued expenses and other" in the Company's Consolidated Balance Sheets.
Payment terms under the Company's arrangements are typically short term in nature, generally no longer than 120 days.nature. The Company does provideprovides prompt payment discounts to certain customers if invoices are paid within a predetermined period. Prompt payment discounts are treated as a reduction of revenue and are determinable within a short period after the originating sale.sale and like sales returns, are treated as a reduction of revenue.
Accounts receivable and allowance for doubtful accounts
The Company’s trade accounts receivable are non-interest bearing and are recorded at the invoiced amounts. The allowance for doubtful accounts represents the Company’s best estimate of the amount of probable credit losses in existing accounts receivable. Provisions are made toThe Company performs an evaluation of lifetime expected credit losses inherent in its accounts receivable at each balance sheet date. Such an evaluation includes consideration of historical loss experience, trends in customer payment frequency, present economic conditions, and judgment about the allowance for doubtful accounts at such time that collectionfuture financial health of all or part of a trade account receivable is in question.its customers and industry sector. The allowance for doubtful accounts is monitored on a regular basis and adjustments are made as needed to ensure that the account properly reflects the Company’s best estimate of uncollectible trade accounts receivable. Account balances are charged off against the allowance for doubtful accounts when the Company determines that the receivable will not be recovered.
F-7 FORM 10-K SONOCO 2019 ANNUAL REPORT


Sales to the Company’s largest customer accounted for approximately 5%4% of the Company’s net sales in 2019,2021, 4% in 20182020 and 4%5% in 2017,2019, primarily in the Display and Packaging and Consumer Packaging segments.segment. Receivables from thisthe largest customer accounted for approximately 8%3% of the Company’s total trade accounts receivable at December 31, 20192021 and 4%3% at December 31, 2018.2020. The Company’s next largest customer comprised approximately 4%3% of the Company’s net sales in 2019,2021, 4% in 20182020 and 3%4% in 2017.2019.
Certain of the Company’s customers sponsor and actively promote multi-vendor supply chain finance arrangements and, in a limited number of cases, the Company has agreed to participate. Accordingly, approximapproximately 10% aately 9%nd 11% of consolidated annual sales were settled under these arrangements in 2021 and 2020, respectively.
F-7 FORM 10-K SONOCO 2021 ANNUAL REPORT


Accounts payable and supply chain financing
The Company facilitates a voluntary supply chain financing program (the "program") to provide certain of its suppliers with the opportunity to sell receivables due from the Company to the participating financial institution in the program. Such sales are conducted at the sole discretion of both 2019the suppliers and 2018.the financial institution on a non-recourse basis at a rate that leverages the Company's credit rating and thus might be more beneficial to the supplier. No guarantees are provided by the Company or any of our subsidiaries under the program. The Company's responsibility is limited to making payment on the terms originally negotiated with its suppliers, regardless of whether the suppliers sell their receivables to the financial institution. The Company does not enter into any agreements with suppliers regarding their participation in the program. The amount owed to the participating financial institution under the program and included in accounts payable was $46,832 at December 31, 2021 and $38,900 at December 31, 2020.
Research and development
Research and development costs are charged to expense as incurred and include salaries and other directly related expenses. Research and development costs totaling approximately $24,100 in $23,3002021, $22,000 in 2020 and $23,300 in 2019 $23,200 in 2018 and $21,000 in 2017 are included in “Selling, general and administrative expenses” in the Company’s Consolidated Statements of Income.
Restructuring and asset impairment
Costs associated with exit or disposal activities are recognized when the liability is incurred. If assets become impaired as a result of a restructuring action, the assets are written down to fair value, less estimated costs to sell, if applicable. A number of significant estimates and assumptions are involved in the determination of fair value. The Company considers historical experience and all available information at the time the estimates are made; however, the amounts that are ultimately realized upon the sale of divested assets may differ from the estimated fair values reflected in the Company’s Consolidated Financial Statements.
Cash and cash equivalents
Cash equivalents are composed of highly liquid investments with an original maturity to the Company of generally three months or less when purchased. Cash equivalents are recorded at cost, which approximates market.fair market value. As part of its cash management system, the Company uses “zero balance” accounts to fund disbursements. Under this system, the bank balance is zero at the end of each day, while the book balance is usually a negative amount due to reconciling items such as outstanding checks. Changes in these book cash overdrafts are reported as cash flows from financing activities.
The Company’s cash and cash equivalents are primarily placed with large sophisticated credit-worthy financial institutions thereby limiting the Company’s credit exposure.
Inventories
InventoriesThe majority of the Company's inventories are accounted for using the first-in, first-out (FIFO) method and are stated at the lower of cost or net realizable value.
The last-in, first-out (LIFO) method is used for the valuation of certain of the Company’s domestic inventories, primarily metal, internally manufactured paper and paper purchased from third parties.
The LIFO method of accounting was used to determine the carrying costs ofparties, and approximately 13% pproximated 15% and 14%15% of total inventories at December 31, 20192021 and 2018,2020, respectively. The remaining inventoriesInventories accounted for using the LIFO method are determined onstated at the first-in, first-out (FIFO) method.
lower of cost or market. If the FIFO method of accounting had been used for all inventories, total inventory would have been higher by $20,203 $22,900 and $18,854$20,371 at December 31, 20192021 and 2018,2020, respectively.
Property, plant and equipment
Plant assets represent the original cost of land, buildings and equipment, less depreciation, computed under the straight-line method over the estimated useful lives of the assets, and are reviewed for impairment whenever events indicate the carrying value may not be recoverable. Equipment lives generally range from 3 to 11 years, and buildings range from 15 to 40 years.
Expenditures for repairs and maintenance are charged to expense as incurred. When properties are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the asset and related allowance accounts. Gains or losses are credited or charged to income as incurred.
Timber resources are stated at cost. Depletion is charged to operations based on the estimated number of units of timber cut during the year.
GoodwillLeases
At the inception of a contract, the Company assesses whether the contract is, or contains, a lease. The assessment is based on (1) whether the contract involves the use of a distinct identified asset, (2) whether the Company obtains the right to substantially all the economic benefit from the use of the asset throughout the period, and other intangible(3) whether the Company has the right to direct the use of the asset. When the Company determines a lease exists, a leased asset and corresponding lease liability are recorded on its consolidated balance sheet. Lease contracts with a term of 12 months or less are not recorded on the consolidated balance sheet. Leased assets represent the Company’s right to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation arising from the lease. The Company’s leased assets and liabilities may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise those options. The Company has lease agreements with non-lease components that relate to lease components (e.g., common area maintenance such as cleaning or landscaping, etc.). The Company accounts for each lease and any non-lease components associated with that lease as a single lease component for all underlying asset classes in accordance with the scope of the lease accounting standard.
Leased assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As the implicit rate in the Company's leases is not readily determinable, the Company calculates its lease liabilities using discount rates based upon the Company’s incremental secured borrowing rate, which contemplates and reflects a particular geographical region’s interest rate for the leases active within that region of the Company’s global operations. The Company further utilizes a portfolio approach by assigning a “short” rate to contracts with lease terms of 10 years or less and a “long” rate for contracts greater than 10 years. Lease payments may be fixed or variable, however, only fixed payments or in-substance fixed payments are included in determining the lease liability. Variable lease payments are recognized in operating expenses in the period in which the obligation for those payments is incurred.
The Company recognizes fixed lease expense for operating leases on a straight-line basis over the lease term. For finance leases, the Company recognizes interest expense on the lease liability over the lease term and the finance lease asset balance is amortized on a straight-line basis.
F-8 FORM 10-K SONOCO 2021 ANNUAL REPORT


Goodwill
The Company assesses its goodwill for impairment annually during the third quarter, or from time to time when warranted by the facts and circumstances surrounding individual reporting units or the Company as a whole. In performing the impairment test, the Company compares the fair value of the reporting unit with its carrying amount and recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. This quantitative test considers factors such as the amount by which estimated fair value exceeds current carrying value, current year operating performance as compared to prior projections, and implied fair values from comparable trading and transaction multiples.
The calculated reporting unit estimated fair values reflect a number of significant management assumptions and estimates including the Company's forecast of sales, profit margins, and discount rate. Changes in these assumptions could materially impact the estimated fair values.
When the Company estimatesIn determining the fair value of athe reporting unit, it does sounits, management considered both the income approach and the market approach. Fair value was estimated using a discounted cash flow model based on projections of future years'years’ operating results and associated cash flows corroborated bycombined with comparable trading and transaction multiples. multiples based on guideline public companies. The calculated estimated fair value of the reporting unit reflects a number of significant management assumptions and estimates including the forecast of sales growth, gross profit margins, and discount rates. Changes in these assumptions could materially impact the estimated fair value.
The Company's projections incorporate management's best estimates of the expected future results, which include expectations related to new and retained business and future operating margins. Projected future cash flows are then discounted to present value using a discount rate management believes is commensurate with the risks inherent in the cash flows.
If the fair value of a reporting unit exceeds the carrying value of the reporting unit’s assets, including goodwill, there is no impairment. If the carrying value of the reporting unit exceeds the fair value of that reporting unit, an impairment charge is recognized for the excess. Goodwill is not amortized.
Impairment of long-lived, intangible and other assets
Intangible assets are amortized, usually on a straight-line basis, over their respective useful lives, which generally range from 3 to 40 years. The Company has no intangibles with indefinite lives. The Company evaluates its intangible assets for impairment whenever indicators of impairment exist.
Assumptions and estimates used in the evaluation of potential impairment can result in adjustments affecting the carrying values of long-lived, intangible and other assets and the recognition of impairment expense in the Company’s Consolidated Financial Statements. The Company has no intangiblesevaluates its long-lived assets (property, plant and equipment), definite-lived intangible assets and other assets (including right of use lease assets, notes receivable and equity investments) for impairment whenever indicators of impairment exist, or when it commits to sell the asset. If the sum of the undiscounted expected future cash flows from a long-lived asset or definite-lived intangible asset group is less than the carrying value of that asset group, an asset impairment charge is recognized. Key assumptions and estimates used in the projection of expected future cash flows generally include price levels, sales growth, profit margins and asset life. The amount of an impairment charge, if any, is calculated as the excess of the asset’s carrying value over its fair value, generally represented by the discounted future cash flows from that asset or, in the case of assets the Company evaluates for sale, estimated sale proceeds less costs to sell. The Company takes into consideration historical data and experience together with indefinite lives.all other relevant information available when estimating the fair values of its assets. However, fair values that could be realized in actual transactions may differ from the estimates used to evaluate impairment. In addition, changes in the assumptions and estimates may result in a different conclusion regarding impairment.
Income taxes
The Company provides for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting requirements and tax laws. Assets and liabilities are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse.
The Company recognizes liabilities for uncertain income tax positions based on our estimate of whether it is more likely than not that additional taxes will be required and we report related interest and penalties as income taxes.
Derivatives
The Company elected to early adopt Accounting Standards Update (ASU) 2017-12, "Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities," as of January 1, 2018. The Company uses derivatives to mitigate the effect of fluctuations in some of its raw material and energy costs, foreign currencies, and, from time to time, interest rates. The Company purchases commodities such as recovered paper, metal resins and energy, generally at market or at fixed prices that are established with the vendor as part of the purchase process for quantities expected to be consumed in the ordinary course of business. The Company may enter into commodity futures or swaps to manage the
F-8 FORM 10-K SONOCO 2019 ANNUAL REPORT


effect of price fluctuations. The Company may use foreign currency forward contracts and other risk management instruments to manage exposure to changes in foreign currency cash flows and the translation of monetary assets and liabilities on the Company’s consolidated financial statements. The Company is exposed to interest-rate fluctuations as a result of using debt as a source of financing for its operations. The Company may from time to time use traditional, unleveraged interest rate swaps to adjust its mix of fixed and variable rate debt to manage its exposure to interest rate movements. Additionally, the Company elected the normal purchase, normal sale scope exception for physical commodity contracts that meet the definition of a derivative. Derivative instruments, to the extent in an asset position, expose the Company to credit loss in the event of nonperformance by the counterparties to the derivative agreements. The Company manages its exposure to counterparty credit risk through minimum credit standards, diversification of counterparties and procedures to monitor concentrations of credit risk. The Company may enter into financial derivative contracts that may contain credit-risk-related contingent features, which could result in a counterparty requesting immediate payment or demanding immediate and ongoing full overnight collateralization on derivative instruments in net liability positions.
The Company records its derivatives as assets or liabilities on the balance sheet at fair value using published market prices or estimated values based on current price and/or rate quotes and discounted estimated cash flows. Changes in the fair value of derivatives are recognized either in net income or in other comprehensive income, depending on whether the derivative is designated purpose of the derivative.in a cash flow or net investment hedging relationship or not. Amounts in accumulated other comprehensive income are reclassified into earnings in the same period or periods during which the hedged forecasted transaction affects earnings. It is the Company’s policy not to speculate in derivative instruments.
Business combinations
The Company’s acquisitions of businesses are accounted for in accordance with ASC 805, "Business Combinations." The Company recognizes the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquired business at their fair values as of the date of acquisition. Goodwill is measured as the excess of consideration transferred, also measured at fair value, over the net of the acquisition date fair values of the identifiable assets acquired and liabilities assumed. The acquisition method of accounting requires usthe Company to make significant estimates and assumptions regarding the fair values of the elements of a business combination as of the date of
F-9 FORM 10-K SONOCO 2021 ANNUAL REPORT


acquisition, including the fair values of identifiable intangible assets, deferred tax asset valuation allowances, liabilities including those related to debt, pensions and other postretirement plans, uncertain tax positions, contingent consideration and contingencies. This method also requires usthe Company to refine these estimates over a measurement period not to exceed one year to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. If we arethe Company is required to adjust provisional amounts that we havewere recorded for the fair values of assets and liabilities in connection with acquisitions, these adjustments could have a material impact on our financial condition and results of operations.
Significant estimates and assumptions in estimating the fair value of acquired customer relationships, technology, and other identifiable intangible assets include future cash flows that we expectthe Company expects to generate from the acquired assets.assets, discount rate, customer attrition rate, and long-term revenue growth projections. If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, wethe Company could record impairment charges. In addition, we havethe Company has estimated the economic lives of certain acquired assets and these lives are used to calculate depreciation and amortization expense. If ourthe estimates of the economic lives change, depreciation or amortization expenses could be increased or decreased, or the acquired asset could be impaired.
Reportable segments
The Company identifies its reportable segments by evaluating the level of detail reviewed by the chief operating decision maker, gross profit margins, nature of products sold, nature of the production processes, type and class of customer, methods used to distribute products, and nature of the regulatory environment. Of these factors, the Company believes that the most significant in determining the aggregation of operating segments are the nature of the products and the type of customers served. The Company changed its operating and reporting structure in January 2021 and, as a result, realigned certain of its reportable segments effective January 1, 2021. The revised structure consists of 2 reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other. Segment financial information for prior periods has been recast to conform to the current-year presentation.
Contingencies
Pursuant to U.S. GAAP for accounting for contingencies, accruals for estimated losses are recorded at the time information becomes available indicating that losses are probable and that the amounts are reasonably estimable. Amounts so accrued are not discounted.

2. New accounting pronouncements
In December 2019,October 2021, the Financial Accounting Standards Board (“FASB”("FASB") issued Accounting Standards Update (“ASU”("ASU") ASU 2019-12 "Income Taxes," which provides2021-08, “Business Combinations: Accounting for certain updates to reduce complexity in the accounting for income taxes, including the utilization of the incremental approach for intraperiod tax allocation, among others.Contract Assets and Contract Liabilities." The amendments in this Update primarily require that the acquirer recognize and measure contract assets and contract liabilities acquired in a business combination as if the acquirer had originated the related revenue contracts rather than at fair value as of the acquisition date. Generally, this would result in an acquirer recognizing and measuring the acquired contract assets and contract liabilities consistent with how they were recognized and measured in the acquiree's financial statements in accordance with generally accepted accounting principles. The amendments in this ASU 2019-12 are effective on a prospective basis for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020.2022. Early adoption of the amendments is permitted, including adoption in an interim period. An entity that early adopts in an interim period should apply the amendments (1) retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early application and (2) prospectively to all business combinations that occur on or after the date of initial application. The Company does not expectis currently evaluating the implementation ofimpact that ASU 2019-12 to2021-08's adoption will have a material effect on its consolidated financial statements.
In December 2018,March 2020, the FASB issued ASU 2018-16 “Derivatives2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting". ASU 2020-04 is intended to provide temporary optional expedients and Hedging: Inclusionexceptions to applying U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS)("SOFR"). In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform,” to clarify that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a Benchmark Interest Rateresult of reference rate reform.The relief offered by the guidance in both ASU 2020-04 and ASU 2021-01, if adopted, is available to companies for Hedgethe period March 12, 2020 through December 31, 2022. We do not expect that the market transition of LIBOR to SOFR will have a material impact on our consolidated financial statements.
In December 2019, the FASB issued ASU 2019-12 "Income Taxes, (Topic 740): Simplifying the Accounting Purposes,” which allowsfor Income Taxes". This ASU removes certain exceptions from recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. It also reduces complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. The amendments in ASU 2019-12 were effective for the useCompany as of the SOFR and OIS rate as benchmark rates after the Federal Reserve started publishing such daily rates on April 3, 2018. The Company adopted the standard effective January 1, 2019 using the prospective basis. The2021, and their adoption did not have a material effect on the consolidated financial statements.
In August 2018, the FASB issued ASU 2018-14 "Compensation-Retirement Benefits-Defined Benefit Plans-General," which modifies certain disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The amendments in ASU 2018-14 are effective for fiscal years beginning after December 15, 2020. The Company does not expect the implementation of ASU 2019-12 to have a material effect on its consolidated financial statements.
In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments," which requires measurement and recognition of expected versus incurred credit losses for financial assets held. The measurement of expected credit losses should be based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount. The guidance is effective for annual reporting periods beginning after December 15, 2019, and interim periods within those annual periods. The Company will adoptadopted this standard on January 1, 2020 using a modified retrospective approach by recordingand recorded a cumulative-effect adjustment to retained earnings of approximately $200$209, an increase to the allowance for doubtful accounts of $279, and a decrease to deferred income tax liabilities of $70 as of January 1, 2020. The Company does not expect the implementation of ASU 2016-13 to have a material effect on its consolidated financial statements.
In January 2016, the Financial Accounting Standards Board ("FASB")FASB issued Accounting Standards Update ("ASU") ASU 2016-02, "Leases" (“ASU 2016-02”)"Leases," requiring lessees to recognize on the balance sheet a right-of-use asset and lease liability for all long-term leases and requiring disclosure of key information about leasing arrangements in order to increase transparency and comparability among organizations. The accounting for lessors does not fundamentally change except for changes to conform and align guidance to the lessee guidance and the revenue recognition standard adopted in 2018. The Company established a cross-functional team to implement certain software solutions as part of its newly integrated enterprise-wide lease management system. The implementation plan included developing business processes, accounting systems, and internal controls to ensure the Company's compliance with reporting and disclosure requirements of the new standard. The Company elected the package of practical expedients permitted under the transition guidance and, as also provided for under the standard, has made an accounting policy election to exclude from the balance sheet leases with a term of 12 months or less. The Company also elected the hindsight practical expedient to determine the reasonably certain lease term for existing leases and has elected to combine lease and non-lease components as a single lease component for all classes of assets.
F-9 FORM 10-K SONOCO 2019 ANNUAL REPORT


The Company adopted ASU 2016-02 as of January 1, 2019, using the modified retrospective transition method and elected to apply the optional transition approach prescribed by ASU 2018-11 which allows entities to initially apply the new leases standard at the adoption date, without adjusting comparative periods. Upon the adoption of ASU 2016-02, the Company recorded on its consolidated balance sheet right of use assets totaling $336,083 and lease liabilities totaling $344,362, as well as a cumulative effect adjustment to retained earnings of $6,771 and a $1,508 reduction to deferred tax liabilities.
Other than the pronouncements discussed above, there have been no other newly issued nor newly applicable accounting pronouncements that have had, or are expected to have, a material impact on the Company’s financial statements. Further, at December 31, 2019,2021, there were no other pronouncements pending adoption that are expected to have a material impact on the Company’s consolidated financial statements.
F-10 FORM 10-K SONOCO 2021 ANNUAL REPORT


3. Acquisitions and dispositionsdivestitures
Acquisitions
On December 19, 2021, the Company entered into a definitive agreement to acquire Ball Metalpack Holding, LLC ("Ball Metalpack"), a leading manufacturer of sustainable metal packaging for food and household products and the largest aerosol can producer in North America, for $1,350,000 in cash subject to customary adjustments, including for working capital, cash and indebtedness. Ball Metalpack was a joint venture owned by Platinum Equity (51%) and Ball Corporation (49%). Previously part of Ball Corporation, Ball Metalpack was formed in 2018 and consists of 8 manufacturing plants in the United States and a headquarters facility in Broomfield, Colorado. This acquisition fits the Company's strategy of investing in its core businesses as it complements its largest Consumer Packaging franchise – global rigid paper packaging. In addition, it further expands the Company's sustainable packaging portfolio with metal packaging. The acquisition of Ball Metalpack was completed on January 26, 2022. See Note 20 for additional information.
The Company completed 4 acquisitions during 2021 at a net cash cost of $20,697. On December 30, 2021, the Company completed the acquisition of a recycling facility from American Recycling of Western North Carolina, LLC ("American Recycling"), a privately held company, for total cash consideration of $6,267. The facility, located in Asheville, North Carolina, primarily services western North Carolina and upstate South Carolina for the processing of recycled materials. On November 8, 2021, the Company completed the acquisition of D&W Paper Tube Inc. ("D&W"), a privately owned manufacturer of paper tubes and cardboard cores, serving the carpet and textile industries and consisting of 2 manufacturing facilities in Chatsworth, Georgia, for total cash consideration of $12,787.
The preliminary fair values of the assets acquired and liabilities assumed in connection with the American Recycling and D&W acquisitions are as follows:
American RecyclingD&W
Trade accounts receivable$685 $— 
Inventories169 934 
Property, plant and equipment2,726 929 
Goodwill989 4,108 
Other intangible assets2,236 7,100 
Payable to suppliers(373)(284)
Other net tangible liabilities(165)— 
Net Assets$6,267 $12,787 
The allocation of the purchase price of American Recycling and D&W to the tangible and intangible assets acquired and liabilities assumed was based on the Company's preliminary estimates of fair value, relying on information currently available. Management is continuing to finalize its valuations of certain assets and liabilities listed in the table above, and expects to complete its valuations within one year from their respective dates of acquisition. Goodwill for American Recycling and D&W, all of which is expected to be deductible for income tax purposes, consists of increased access to certain markets and the assembled workforce.
The Company also completed 2 smaller acquisitions earlier in 2021. These included Allied Packaging on August 3, 2021, a manufacturer of paper packaging and related manufacturing equipment, consisting of a single manufacturing facility in Sydney, Australia, for total cash consideration of $802, and TuboTec on March 8, 2021, a small tube and core operation in Brazil, for total cash consideration of $841.
The financial results of all the businesses acquired in 2021 are included in the Company's Industrial Paper Packaging segment from the date acquired. The Company does not believe that the results of the businesses acquired in 2021 were material to the years presented, individually or in the aggregate, and are therefore not subject to the supplemental pro-forma information required by ASC 805. Accordingly, this information is not presented herein.
The Company completed 2 acquisitions during 2020 at a net cash cost of $49,446. On August 3, 2020, the Company completed the acquisition of Can Packaging, a privately owned designer and manufacturer of sustainable paper packaging and related manufacturing equipment, based in Habsheim, France, for $45,473, net of cash acquired. Can Packaging operates 2 paper can manufacturing facilities in France, along with a research and development center where it designs and builds patented packaging machines and sealing equipment. The acquisition of Can Packaging expands Sonoco's ability to provide innovative recyclable packaging in various shapes and sizes. Goodwill for Can Packaging, none of which is expected to be deductible for income tax purposes, consists of increased access to certain markets. Can Packaging's financial results from the date acquired are included in the Company's Consumer Packaging segment. Final consideration was subject to a post-closing adjustment for the change in working capital to the date of closing. This settlement occurred in January 2021 and resulted in the Company making an additional cash payment of $1,512.
On January 10, 2020, the Company completed the acquisition of a small tube and core operation in Jacksonville, Florida, from Design Containers, Inc. ("Jacksonville"), for total cash consideration of $3,973. Goodwill for Jacksonville, all of which is expected to be deductible for income tax purposes, consists of increased access to certain markets. Jacksonville's financial results from the date acquired are included in the Company's Industrial Paper Packaging segment.
The Company does not believe that the results of the businesses acquired in 2020 were material to the years presented, individually or in the aggregate, and are therefore not subject to the requirements to provide supplemental pro-forma information. Accordingly, this information is not presented herein.
The Company completed 2 acquisitions during 2019 at a net cash cost of $297,926. On December 31, 2019, the Company completed the acquisition of Thermoform Engineered Quality, LLC, and Plastique Holdings, LTD, (together "TEQ"), for $187,292, net of cash acquired. The operations acquired consist of three3 thermoforming and extrusion facilities in the United States along with a thermoforming operation in the United Kingdom and thermoforming and molded-fiber manufacturing operation in Poland, which together employ approximately 500 associates.Poland. The acquisition of TEQ providesprovided a strong platform to further expand Sonoco's growing healthcare packaging business. Final consideration iswas subject to a post-closing adjustment for the change in working capital to the date of closing, which is expected to be completed byclosing. This adjustment was settled in April 2020 resulting in the endreceipt of cash from the first quarter of 2020. The acquisition was financed using short-term credit facilities.sellers totaling $185.
On August 9, 2019, the Company completed the acquisition of Corenso Holdings America, Inc. ("Corenso") for $110,634, net of cash acquired. Corenso is a leading manufacturer of uncoated recycled paperboard (URB) and high-performance cores used in the paper, packaging films, tape, and specialty industries. Corenso operates a 108,000-ton per year URB mill and core converting facility in Wisconsin Rapids,
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Wisconsin, as well as a core converting facility in Richmond, Virginia, expanding the Company's ability to produce a wide variety of sustainable coreboard grades. The acquisition was financed using available cash and short-term borrowings.
The preliminary fair values of the assets acquired and liabilities assumed in connection with the TEQ and Corenso acquisitions for the year ended December 31, 2019 are as follows:
TEQCorenso
Trade Accounts Receivable$11,781  $8,673  
Inventories4,262  8,707  
Property, Plant and Equipment42,005  36,928  
Goodwill75,595  43,427  
Other intangible assets56,170  29,170  
Payable to suppliers(4,965) (5,963) 
Other net tangible assets/(liabilities)3,243  405  
Deferred income taxes, net(799) (10,713) 
Net assets$187,292  $110,634  

The amount of goodwill expected to be deductible for income tax purposes is $58,544 for TEQ and $0 for Corenso. Goodwill for both TEQ and Corenso is comprised of the assembled workforce and increased access to certain markets. As the acquisitionThe amount of goodwill expected to be deductible for income tax purposes is $59,005 for TEQ and $0 for Corenso. The results of operations of TEQ was completed on December 31, 2019, none of its resultsand Corenso are reflected in the Company's Consolidated Statement of income for the year ended December 31, 2019. Beginning in the first quarter of 2020, TEQ's results will be reflected in the Company's Consumer Packaging segment. Corenso's financial results from August 9, 2019 to December 31, 2019 are included insegment and the Company'sIndustrial Paper and Industrial Converted Products segment.
The allocation of the purchase price of Corenso and TEQ to the tangible and intangible assets acquired and liabilities assumed was based on the Company's preliminary estimates of their fair value, relying on information currently available. Management is continuing to finalize its valuations of certain assets and liabilities listed in the table above, and expects to complete its valuations within one year of the date of the respective acquisitions.Packaging segment, respectively.
The Company does not believe that the results of the businessbusinesses acquired in 2019 were material to the years presented, individually or in the aggregate, and are therefore not subject to the supplemental pro-forma information required by ASC 805. Accordingly, this information is not presented herein.
The Company completed 3 acquisitions during 2018 at a net cash cost of $278,777. Divestitures
On October 1, 2018,April 4, 2021, the Company completed the acquisitionsale of its U.S. display and packaging business, part of the remaining 70 percent interestAll Other group of businesses, to Hood Container Corporation for $80,000 in Conitex Sonoco (BVI), Ltd. ("Conitex Sonoco") from Texpack Investments, Inc. ("Texpack") for total considerationcash. This business provided design, manufacturing and fulfillment of $134,847, including net cash payments of $127,782 and debt assumed of $7,065. Final consideration was subject to a post-closing adjustment for the change in working capital to the date of closing. This adjustment was settled in February 2019 for an additional cash payment to the seller of $84. The Conitex Sonoco joint venture was formed in 1998 with Texpack, a Spanish-based global provider of paperboard and paper-based packaging products. Conitex Sonoco produces uncoated recycled paperboard and tubes and cones for the global spun yarn industry,point-of-purchase displays, as well as adhesives, flexible intermediate bulk containerscontract packaging services, for consumer product customers and corrugated pallets. Conitex Sonoco hashad approximately 1,250 employees across 13450 employees. Its operations included 8 manufacturing locations in 10 countries (principally in Asia), includingand fulfillment facilities and 4 paper millssales and 7 conedesign centers.
The selling price was adjusted at closing for certain transaction expenses and tube converting operationsfor anticipated differences between targeted levels of working capital and 2 other production facilities. Alsothe projected levels at the time of closing. Net cash proceeds of $79,704 were received on October 1, 2018,April 5, 2021 and the Company acquiredrecognized a rigid paper facilityloss on the divestiture of this business of $5,516, before tax, in Spain ("Compositub") from Texpack Group Holdings B.V. for a cash paymentthe first quarter of $9,956. Final consideration was subject to a post-closing adjustment for2021. During the change inquarter ended October 3, 2021, the Company finalized the working capital settlement related to the date of closing. This adjustment was settledthis sale. The settlement resulted in February 2019 for an additional cash payment toproceeds of $1,971 and the sellerbuyer's assumption of $371.
Immediately prior tocertain liabilities totaling $786. As a result, the acquisition,Company recognized a reduction in the fair value of the Company's 30 percent interest in Conitex Sonoco was determined to be $52,543 with a carrying value of $57,327. As the carrying value of the investment exceeded its acquisition-date fair value, the investment was written down to
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fair value resulting in a charge of $4,784 in "Selling, general and administrative expenses"previously reported loss on the Company's Consolidated Statementssale of Income forthis business of $2,757, before tax, in the year ended December 31, 2018. Additionally, foreign currency translation losses related tothird quarter of 2021, bringing the Company's investment in Conitex Sonoco were reclassified out of accumulated other comprehensivetotal loss resulting in a charge of $897 in "Selling, general and administrative expenses" on the Company's Consolidated Statementssale of Income for the year ended December 31, 2018.business to $2,759, before tax.
On April 12, 2018,September 30, 2021, the Company completed the acquisitionsale of Highland Packaging Solutionsits Plastics - Food thermoforming operation in Wilson, North Carolina ("Highland"Wilson Thermoforming"). Total consideration to Placon for this acquisition was $148,539, including net cash paidproceeds of $141,039, along with$3,528, resulting in the recognition of a contingent purchase liabilitypre-tax gain on the sale of $7,500 payable$92.
Assets and liabilities disposed of in 2 annual installments ifthe sales of U.S. Display and Packaging and Wilson Thermoforming included the following:
U.S. Display and PackagingWilson Thermoforming
Trade accounts receivable$26,342 $— 
Inventories8,434 1,805 
Property, plant and equipment, net9,551 550 
Right of use asset - operating leases11,627 147 
Goodwill53,039 1,058 
Trade accounts payable(10,735)— 
Accrued expenses(2,197)(54)
Operating lease liabilities(12,343)(70)
Other net tangible assets716 — 
Net asset disposal$84,434 $3,436 
Net proceeds81,675 3,528 
Loss/(Gain) on divestiture of business$2,759 $(92)
As previously disclosed, the Company completed the divestiture of its European contract packaging business, Sonoco Poland Packaging Services Sp. z.o.o., on November 30, 2020. The selling price of $120,000 was adjusted at closing for certain sales metrics are achieved. The first year's metric was metindebtedness assumed by the buyer and for anticipated differences between targeted levels of working capital and the projected levels at the time of closing. The Company paidreceived net cash proceeds at closing of $105,913, with the first installmentbuyer funding an escrow account with an additional $4,600. In the second quarter of $5,0002021, the Company received $6,366 in 2019.additional proceeds from the sale, which included the release of $4,000 from escrow plus a post-closing adjustment of $2,366 for the working capital settlement. The second installment of $2,500remaining $600 in escrow is expected to be paidreleased in the second quarter of 2020.2022, pending any indemnity claims. The liabilityreceipt of the additional cash proceeds is reflected in "Proceeds from the sale of businesses, net" in the Consolidated Statements of Cash Flows.
The decision to sell its global display and packaging businesses was part of the Company's efforts to simplify its operating structure to focus on growing its core Consumer and Industrial packaging businesses around the world. These sales are not expected to notably affect consolidated operating margin percentages, nor do they represent a strategic shift for the remaining installment is included in "Accrued expenses and other"Company that will have a major effect on the Company's Consolidated Balance Sheet at December 31,entity’s operations and financial results. Consequently, the sales did not meet the criteria for reporting as discontinued operations. The net proceeds from the sales were used for general corporate purposes. There were no divestitures during 2019. Highland manufactures thermoformed plastic packaging for fresh produce and dairy products from a single production facility in Plant City, Florida, providing total packaging solutions for customers that include sophisticated engineered containers, flexographic printed labels, and inventory management through distribution warehouses in the Southeast and West Coast of the United States.
During the year ended December 31, 2019, theThe Company finalizedcontinually assesses its valuations of the assets acquired and liabilities assumed in acquisitions completed during 2018. As a result, the following measurement period adjustments were made to the previously disclosed provisional fair values of assets and liabilities acquired and are as follows:
Conitex SonocoCompositubHighland
Trade accounts receivable$(77) $203  $—  
Inventories—  50  —  
Property, plant and equipment(199) (1,026) 1,895  
Goodwill2,246  (566) (1,895) 
Other intangible assets300  1,888  —  
Accrued expenses and other(1,782) (138) —  
Other net tangible assets/(liabilities)(404) (40) —  
Additional cash consideration$84  $371  $—  

Factors comprising the goodwill for Conitex Sonoco and Compositub, of which $2,000 and $1,965, respectively, is expected to be deductible for income tax purposes, include increased access to certain marketsoperational footprint as well as its overall portfolio of businesses and may consider the valuedivestiture of the assembled workforce. The financial results of Conitex Sonoco and Compositub are included in the Company's Paper and Industrial Converted Products segment and Consumer Packaging segment, respectively.
All of the goodwill for Highland is expectedplants and/or business units it considers to be deductible for income tax purposes,suboptimal or nonstrategic.
Acquisition and is comprised of increased access to certain markets as well as the value of the assembled workforce. Highland's financial results are included in the Company's Consumer Packaging segmentDivestiture-Related Costs
Acquisition and the business operates within the Company's global plastics division.
The Company does not believe that the results of the businesses acquired in 2018 were material to the years presented, individually or in the aggregate, and are therefore not subject to the supplemental pro-forma information required by ASC 805. Accordingly, this information is not presented herein.
The Company completed 2 acquisitions during 2017 at a net cash cost of $383,725. On July 24, 2017, the Company completed the acquisition of Clear Lam Packaging, Inc. ("Clear Lam") for $164,951, net of cash acquired. Final consideration was subject to an adjustment for working capital, which resulted in cash of $1,600 being returned to the Company in 2018. Clear Lam manufactures high barrier flexible and forming films used to package a variety of products for consumer packaged goods companies, retailers and other industrial manufacturers, with a focus on structures used for perishable foods. It has production facilities in Elk Grove Village, Illinois, and Nanjing, China. Clear Lam's financial results are included in the Company's Consumer Packaging segment.
On March 14, 2017, the Company completed the acquisition of Packaging Holdings, Inc. and subsidiaries, including Peninsula Packaging LLC ("Packaging Holdings"), for $218,774, net of cash acquired. Packaging Holdings manufactures thermoformed packaging for a wide range of whole fresh fruits, pre-cut fruits and produce, prepared salad mixes, as well as baked goods in retail supermarkets from 5 manufacturing facilities, including 4 in the United States and 1 in Mexico. Packaging Holding's financial results are included in the Company's Consumer Packaging segment and the business operates as the Peninsula brand of thermoformed packaging products within the Company's global plastics division. 
Although neither of the acquisitions completed during 2017 were considered individually material, they were considered material on a combined basis. The following table presents the Company's estimated pro forma consolidated results for 2017, assuming both acquisitions had occurred January 1, 2016. This pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisitions had been completed as of the beginning of 2016, nor are they necessarily indicative of future consolidated results.
Consolidated Pro Forma Supplemental InformationYear Ended
December 31, 2017
Packaging Holdings and Clear Lam(unaudited)
Net sales$5,143,066 
Net income attributable to Sonoco$178,205 
Earnings per share:
  Pro forma basic$1.78 
  Pro forma diluted$1.77 
F-11 FORM 10-K SONOCO 2019 ANNUAL REPORT


The pro forma information above does not project the Company’s expected results of any future period and gives no effect for any future synergistic benefits that may result from consolidating these subsidiaries or costs from integrating their operations with those of the Company. Pro forma information for 2017 includes adjustments to depreciation, amortization, interest expense, and income taxes. Acquisition-relateddivestiture-related costs of $4,345$17,722, $4,671 and non-recurring expenses related to fair value adjustments to acquisition-date inventory of $5,750 were recognized in 2017 in connection with the acquisitions of Packaging Holdings and Clear Lam. These costs are excluded from 2017 pro forma net income.
The following table presents the aggregate, unaudited financial results for Packaging Holdings and Clear Lam from their respective dates of acquisition:
Packaging Holdings and Clear Lam
Post-Acquisition
Year Ended
December 31, 2017
Actual net sales$215,227 
Actual net income$3,886 
Acquisition-related costs of $8,842 $14,446 and $13,790 were incurred in 2019, 20182021, 2020 and 2017,2019, respectively. These costs, consisting primarily of legal and professional fees, are included in “Selling, general and administrative expenses” in the Company’s Consolidated Statements of Income. Acquisition-related costs incurred in 2018 also include the previously discussed charge related to the acquisition-date fair value remeasurement of the Company's 30 percent investment in Conitex Sonoco and the foreign currency translation losses related to this investment.
The Company has accounted for these acquisitions as business combinations under the acquisition method of accounting, in accordance with the business combinations subtopic of the Accounting Standards Codification and, accordingly, has included their results of operations in the Company’s consolidated statements of net income from the respective dates of acquisition.
F-12 FORM 10-K SONOCO 2021 ANNUAL REPORT
Dispositions

There were no dispositions during the years ended 2019, 2018 or 2017.

4. Restructuring and asset impairment
Due to its geographic footprint and the cost-competitive nature of its businesses, the Company is constantly seeking the mostmore cost-effective means and structurestructures to serve its customers and to respond to fundamental changes in its markets. As such, restructuring costs have been and are expected to be a recurring component of the Company's operating costs. The amount of these costs can vary significantly from year to year depending upon the scope, nature, and location of the restructuring activities.
Following are the total restructuring and asset impairment charges, net of adjustments, recognized during the periods presented:

 Year Ended December 31,
  
202120202019
Restructuring and restructuring-related asset impairment charges$9,176 $67,729 $44,819 
Other asset impairments5,034 77,851 15,061 
Restructuring/Asset impairment charges$14,210 $145,580 $59,880 
 Year Ended December 31,
  
201920182017
Restructuring and restructuring-related asset impairment charges$44,819  $40,071  $19,834  
Other asset impairments15,061  —  18,585  
Restructuring/Asset impairment charges$59,880  $40,071  $38,419  
The table below sets forth restructuring and restructuring-related asset impairment charges by type incurred:
 Year Ended December 31,
202120202019
Severance and Termination Benefits$13,097 $36,997 $24,864 
Asset Impairment/Disposal of Assets(9,116)22,394 9,674 
Other Costs5,195 8,338 10,281 
Total restructuring and restructuring-related asset impairment charges$9,176 $67,729 $44,819 
The table below sets forth restructuring and restructuring-related asset impairment charges by reportable segment:
 Year Ended December 31,
202120202019
Consumer Packaging3,427 25,548 $32,971 
Industrial Paper Packaging(1,642)32,691 5,148 
All Other2,969 7,266 4,636 
Corporate4,422 2,224 2,064 
Total restructuring and restructuring-related asset impairment charges$9,176 $67,729 $44,819 
"Restructuring and restructuring-related asset impairment charges" and "Other asset impairments" are included in “Restructuring/Asset impairment charges” in the Consolidated Statements of Income.
The Company expects to recognize future additional costs totaling approximately $2,800 in connection with previously announced restructuring actions. The Company believes that the majority of these charges will be incurred and paid by the end of 2020.
The table below sets forth restructuring and restructuring-related asset impairment charges by type incurred:

 Year Ended December 31,
201920182017
Severance and Termination Benefits$24,864  $15,224  $12,684  
Asset Impairment/Disposal of Assets9,674  6,193  120  
Other Costs10,281  18,654  7,030  
Total restructuring and restructuring-related asset impairment charges$44,819  $40,071  $19,834  

The table below sets forth restructuring and restructuring-related asset impairment charges by reportable segment:

F-12 FORM 10-K SONOCO 2019 ANNUAL REPORT


 Year Ended December 31,
201920182017
Consumer Packaging$34,850  $15,205  $6,751  
Display and Packaging2,459  18,800  2,048  
Paper and Industrial Converted Products4,927  4,301  7,410  
Protective Solutions519  1,532  3,162  
Corporate2,064  233  463  
Total restructuring and restructuring-related asset impairment charges$44,819  $40,071  $19,834  

The following table sets forth the activity in the restructuring accrual included in “Accrued expenses and other” on the Company’s Consolidated Balance Sheets:

Accrual Activity
Severance
and
Termination
Benefits
Asset
Impairment/
Disposal
of Assets
Other
Costs
Total
Liability, December 31, 2019$10,765 $— $592 $11,357 
2020 charges36,997 22,394 8,338 67,729 
Cash (payments)/receipts(32,189)6,963 (9,570)(34,796)
Asset write downs/disposals— (29,357)1,143 (28,214)
Foreign currency translation382 — 390 
Liability, December 31, 2020$15,955 $— $511 $16,466 
2021 charges13,097 (9,116)5,195 9,176 
Cash (payments)/receipts(17,828)15,308 (6,313)(8,833)
Asset write downs/disposals— (6,192)2,479 (3,713)
Foreign currency translation(307)— (306)
Liability, December 31, 2021$10,917 $— $1,873 $12,790 

Accrual Activity
Severance
and
Termination
Benefits
Asset
Impairment/
Disposal
of Assets
Other
Costs
Total
Liability, December 31, 2017$5,982  $—  $1,164  $7,146  
2018 charges15,224  6,193  18,654  40,071  
Cash (payments)/receipts(15,844) 26,566  (17,541) (6,819) 
Asset write downs/disposals—  (32,759) —  (32,759) 
Foreign currency translation(69) —   (67) 
Liability, December 31, 2018$5,293  $—  $2,279  $7,572  
2019 charges24,864  9,674  10,281  44,819  
Cash (payments)/receipts(19,386) 5,225  (11,983) (26,144) 
Asset write downs/disposals—  (14,899) —  (14,899) 
Foreign currency translation(6) —  15   
Liability, December 31, 2019$10,765  $—  $592  $11,357  

The Company expects"Severance and Termination Benefits" in 2021 include the cost of severance provided to payemployees terminated as the majorityresult of various plant closures, as well as certain employees impacted by Project Horizon who accepted severance packages in December 2021. Severance costs were also incurred for certain employees as a result of the remaining restructuring reserves bysale of the endCompany's Plastics - Food thermoforming operations in the United States (part of the Consumer Packaging segment). In addition, the charges include the cost of severance for approximately 315 employees whose positions were eliminated in conjunction with the Company's ongoing organizational effectiveness efforts.
F-13 FORM 10-K SONOCO 2021 ANNUAL REPORT


"Severance and Termination Benefits" in 2020 using cash generated from operations.
During 2019,include the Company announcedcost of severance provided to employees terminated as the eliminationresult of the closures of a forming film production line atpaper mill in Canada, a flexible packaging facilitypaper machine in Illinois,the United States, a cone operation in Europe, and initiated the closure of a composite can4 tube and injection molding facilitycore plants, 1 in Germany, a composite can plant in Malaysia, a molded plastics plantEurope and 3 in the United States (all part of the ConsumerIndustrial Paper Packaging segment),; the closure of a paperboard specialties plant in the United States (part of the All Other group of businesses); and 3 tubethe closure of 2 graphic design operations, 1 in the United States and core plants - 1 in the United Kingdom 1 in Norway, and 1 in Estonia (all part(part of the Paper and Industrial Converted ProductsConsumer Packaging segment). Restructuring actionsSeverance costs were also incurred in the Protective SolutionsConsumer Packaging segment includedas a result of consolidation efforts in the Company's Plastics - Food thermoforming operations on the west coast of the United States and Mexico. This consolidation resulted in the closure of a manufacturing facility in the United States and the conversion of a manufacturing facility in Mexico into a warehouse and distribution center. In addition, the charges associatedinclude the cost of severance for approximately 275 employees whose positions were eliminated in conjunction with the exit of a protective packaging facility in Texas. In addition the Company continued to realign its cost structure, resulting in the elimination of approximately 223 positions.Company's ongoing organizational effectiveness efforts.
"Asset Impairment/Disposal of Assets" recognized in 2019 consist2021 consists primarily of gains from the followingsale of real estate in the Industrial Paper Packaging segment, and gains from the sale of other assets impaired in the prior year as a result of consolidations in the Company's Plastics - Food thermoforming operations.
"Asset Impairment/Disposal of Assets" in 2020 consisted of asset impairment charges: $4,124charges resulting from consolidations in the elimination of a forming film line at a flexible packaging facility in Illinois; $3,663 fromCompany's Plastics - Food thermoforming operations, the closure of a composite can and injection molding facilitypaper mill in Germany; $909 fromCanada, the closure of a thermoformed packaging plantpaper machine in California; $325 fromthe United States, the closure of a composite can plantgraphic design operation in Malaysia;the United States, and $1,827 from various other restructuring actions during 2019. Partially offsetting thesethe year. These losses was a $1,173 gainwere partially offset by gains from the salesales of a vacant Protective Solutionstubes and core facility in Connecticut for which the Company received cash proceeds of $929, released an environmental reserve of $675, the liability for which was assumed by the buyer,United States and wrote off assetsseveral other buildings associated with a book value of $431.previously closed facilities.
"Other costs"Costs" in 20192021 and 2020 consist primarily of costs related to plant closures including equipment removal, utilities, plant security, property taxes and insurance.
During 2018,The Company expects to pay the Company initiated the closures of a flexible packaging plant in North Carolina, a global brand management facility in Canada, and a thermoformed packaging plant in California (all partmajority of the Consumer Packaging segment),remaining restructuring reserves by the end of 2022 using cash generated from operations. The Company also expects to recognize future additional charges totaling approximately $2,000 in connection with previously announced restructuring actions and 5 tubebelieves that the majority of these charges will be incurred and core plants - 1 in Alabama, 1 in Canada, 1 in Indonesia, 1 in Russia, and 1 in Norway (all partpaid by the end of the Paper and Industrial Converted Products segment), and a protective packaging plant in North Carolina (part of the Protective Solutions segment). Restructuring actions in the Display and Packaging segment included charges associated with exiting a single-customer contract at a packaging center in Atlanta, Georgia. In addition, the2022. The Company continued to realigncontinually evaluates its cost structure, resulting in the elimination of approximately 120 positions.
Included in "Asset Impairment/Disposal of Assets" above in 2018 are losses totaling $4,516 from the disposition of certain assets as a result of exiting a single-customer contract associated with a packaging center in Atlanta, Georgia. The Company received proceeds of $22,163 in conjunction with the sale of fixed assets with a net book value of $24,869,including its manufacturing capacity, and wrote off inventory with a book value of $1,810. Also included in "Asset Impairment/Disposal of Assets" are net losses totaling $1,677 from various otheradditional restructuring actions during 2018.
"Other Costs" in 2018 include a contract termination fee of $9,600 relatingare likely to exiting the single-customer contract, a one-time building lease contract termination fee of $1,931 relating to the closure of a packaging services center in Mexico, as well as costs related to plant closures including equipment removal, utilities, plant security, property taxes and insurance.be undertaken.
Other Asset Impairments
DuringThe Company recognized other asset impairment charges totaling $5,034 in the year ended December 31, 2021. These charges consisted of fixed asset impairments totaling $2,635 in the Company's 2019 long-livedPlastics - Food thermoforming operations, part of the Consumer Packaging segment, and $2,399 in the temperature-assured packaging business, part of the All Other group of businesses. The assets were impaired as the value of their projected undiscounted cash flows was determined to no longer be sufficient to recover their carrying value.
The Company recognized other asset impairment testing,charges totaling $77,851 in 2020. In the fourth quarter of 2020, management concluded that certain long-lived assets withinof the temperature-controlled shipping solution business associated with the ThermoSafe division,Company's Plastics - Food thermoforming operations, part of the ProtectiveConsumer Packaging segment, were impaired as the projected undiscounted cash flows from these assets were not sufficient to recover their carrying value. As a result, the Company recognized pretax impairment charges of $39,604 on intangible assets, $22,899 on fixed assets, and $9,714 on leased assets for a total of $72,217. In addition, the Company recognized impairment charges totaling $2,155 related to certain intangible assets within the temperature-assured packaging business, part of the All Other group of businesses, as the value of the projected undiscounted cash flows from these assets was no longer sufficient to recover their carrying values. Asvalues, $2,563 related to fixed assets that were determined to be obsolete due to a result,change in strategy within the Company recognized a pretax asset impairment charge of $10,099. Also during this testing, the Company impaired the assets and inventory associated with a plastic canglobal Rigid Paper Containers business, line in the United States (partpart of the Consumer Packaging segment) duesegment, and $916 related to the inability to generate sufficient revenues associated with this product offering. As a result, the Company recognized an asset impairment charge of $4,054. In addition, the single customer served using certain proprietary technology in our flexible packaging business ended its relationship with Sonoco in 2019, resulting in the recognition of a pretax asset impairment charge for the remaining net book value of fixed assetsbuildings and intangible assets totaling $908.
During the fourth quarter of 2017, the Company recognized the impairment of a power generating facilityinventory at its Hartsville manufacturing complex. The facility, which iscomplex, part of the Industrial Paper and Industrial Converted ProductsPackaging segment, wasthat were determined to have been rendered obsolete by
F-13 FORM 10-K SONOCO 2019 ANNUAL REPORT


the Company's new biomass facility and was closed during the first quarter of 2018. As a result, the Company recognized a pretax asset impairment charge of $17,822 in December 2017.
Also in 2017, as a result of the continued devaluation of the Venezuelan Bolivar, the Company recognized impairment charges against inventories and certain long-term nonmonetary assets totaling $338. The assets were deemed to be impaired as the U.S. dollar value of the projected cash flows from these assets was no longer sufficient to recover their U.S. dollar carrying values. In addition, the Company has recognized foreign exchange remeasurement losses on net monetary assets of $425.Project Horizon initiative.
These asset impairment charges are included in “Restructuring/Asset impairment charges” in the Company’s Consolidated Statements of Income.
5. Book overdrafts and cash pooling
At December 31, 20192021 and 2018,2020, outstanding checks totaling $8,796$36,759 and $13,205,$29,719, respectively, were included in “Payable to suppliers” on the Company’s Consolidated Balance Sheets. In addition, outstanding payroll checks of $38$0 and $114$65 as of December 31, 20192021 and 2018,2020, respectively, were included in “Accrued wages and other compensation” on the Company’s Consolidated Balance Sheets.
The Company uses a notional pooling arrangement with an international bank to help manage global liquidity requirements. Under this pooling arrangement, the Company and its participating subsidiaries may maintain either cash deposit or borrowing positions through local currency accounts with the bank, so long as the aggregate position of the global pool is a notionally calculated net cash deposit. Because it maintains a security interest in the cash deposits, and has the right to offset the cash deposits against the borrowings, the bank provides the Company and its participating subsidiaries favorable interest terms on both. The Company’s Consolidated Balance Sheets reflect a net cash deposit under this pooling arrangement of $4,409$19,502 and $2,562$4,809 as of December 31, 20192021 and 2018,2020, respectively.
6. Property, plant and equipment
Details of the Company's property, plant and equipment at December 31 are as follows:
20212020
Land$112,714 $119,262 
Timber resources42,355 42,310 
Buildings550,497 566,529 
Machinery and equipment3,179,781 3,191,008 
Construction in progress237,056 132,223 
4,122,402 4,051,332 
Accumulated depreciation and depletion(2,824,902)(2,807,222)
Property, plant and equipment, net$1,297,500 $1,244,110 
20192018
Land$114,443  $110,698  
Timber resources42,338  41,862  
Buildings560,334  535,433  
Machinery and equipment3,077,500  2,977,156  
Construction in progress143,021  159,661  
3,937,636  3,824,810  
Accumulated depreciation and depletion(2,650,794) (2,590,989) 
Property, plant and equipment, net$1,286,842  $1,233,821  
Estimated costs for completion of capital additions under construction totaled approximately $102,836 at December 31, 2019.
Depreciation and depletion expense amounted to $189,667 in 2021, $201,004 in 2020 and $186,540 in 2019, $188,533 in 2018 and $178,049 in 2017.2019.
F-14 FORM 10-K SONOCO 2021 ANNUAL REPORT


7. Leases
The Company routinely enters into leasing arrangements for real estate (including manufacturing facilities, office space, warehouses, and packaging centers)warehouses), transportation equipment (automobiles, forklifts, and trailers), and office equipment (copiers and postage machines). The assessment of the certainty associated with the exercise of various lease renewal, termination, and purchase options included in the Company's lease contracts is at the Company's sole discretion. Most real estate leases, in particular, include 1 or more options to renew, with renewal terms that can extend the lease term from one to 50 years. The Company's leases do not have any significant residual value guarantees or restrictive covenants.
As the implicit rate in the Company's leases is not readily determinable, the Company calculates its right of use lease liabilities using discount rates based upon the Company’s incremental secured borrowing rate, which contemplates and reflects a particular geographical region’s interest rate for the leases active within that region of the Company’s global operations. The Company further utilizes a portfolio approach by assigning a “short” rate to contracts with lease terms of 10 years or less and a “long” rate for contracts greater than 10 years. See Note 2 for further information regarding the Company's adoption of ASU 2016-02, "Leases."
F-14 FORM 10-K SONOCO 2019 ANNUAL REPORT


The following table sets forth the balance sheet location and values of the Company’s lease assets and lease liabilities at December 31, 2019:
ClassificationBalance Sheet LocationDecember 31, 2019
Lease Assets
Operating lease assetsRight of Use Asset - Operating Leases$298,393 
Finance lease assetsOther Assets34,858 
Total lease assets$333,251 
Lease Liabilities
Current operating lease liabilitiesAccrued expenses2021 and other$54,048 
Current finance lease liabilitiesNotes payable and current portion of debt10,803 
Total current lease liabilities$64,851 
Noncurrent operating lease liabilitiesNoncurrent Operating Lease Liabilities$253,992 
Noncurrent finance lease liabilitiesLong-term Debt, Net of Current Portion22,274 
Total noncurrent lease liabilities$276,266 
Total lease liabilities$341,117 

As of December 31, 2019, the Company has entered into additional leases that have not yet commenced. The associated contracts include payments over the respective lease terms totaling $6,200, which are not reflected in the Company's liabilities recorded as of December 31, 2019. These leases should commence during fiscal year 2020 with lease terms of approximately 12 years.2020:
ClassificationBalance Sheet LocationDecember 31, 2021December 31, 2020
Lease Assets
Operating lease assetsRight of Use Asset - Operating Leases$268,390 $296,020 
Finance lease assetsOther Assets55,826 36,267 
Total lease assets$324,216 $332,287 
Lease Liabilities
Current operating lease liabilitiesAccrued expenses and other$45,305 $52,138 
Current finance lease liabilitiesNotes payable and current portion of long-term debt6,952 4,663 
Total current lease liabilities$52,257 $56,801 
Noncurrent operating lease liabilitiesNoncurrent Operating Lease Liabilities$234,167 $262,048 
Noncurrent finance lease liabilitiesLong-term Debt, net of current portion53,330 33,280 
Total noncurrent lease liabilities$287,497 $295,328 
Total lease liabilities$339,754 $352,129 
Certain of the Company’s leases include variable costs. Variable costs include lease payments that were volume or usage-driven in accordance with the use of the underlying asset, and also non-lease components that were incurred based upon actual terms rather than contractually fixed amounts. In addition, variable costs are incurred for lease payments that are indexed to a change in rate or index. Because the right of use asset recorded on the balance sheet was determined based upon factors considered at the commencement date, subsequent changes in the rate or index that were not contemplated in the right of use asset balances recorded on the balance sheet result in variable expenses being incurred when paid during the lease term.
The following table sets forth the components of the Company's total lease cost for the yearyears ended December 31, 2021, 2020, and 2019:
Lease CostTwelve months ended December 31, 2019
Operating lease cost(a)$61,845 
Finance lease cost:
Amortization of lease asset(a) (b)6,965 
Interest on lease liabilities(c)763 
Variable lease cost(a) (d)51,616 
Total lease cost$121,189 

Lease Cost202120202019
Operating lease cost(a)$48,158 $58,678 $61,845 
Finance lease cost:
     Amortization of lease asset(a) (b)5,747 7,387 6,965 
     Interest on lease liabilities(c)1,384 1,050 763 
Variable lease cost(a) (d)26,198 36,758 51,616 
Impairment charges(e)148 11,340 — 
Total lease cost$81,635 $115,213 $121,189 
(a) Production-related and administrative amounts are included in cost of sales and selling, general and administrative expenses, respectively.
(b) Included in depreciation and amortization.
(c) Included in interest expense.
(d) Also includes short term lease costs, which are deemed immaterial.
(e) Impairment charges are included in "Restructuring/asset impairment charges" in the Company's Consolidated Statements of Income. See Note 4 for more information.

In compliance with ASC 842,
F-15 FORM 10-K SONOCO 2021 ANNUAL REPORT


The following table sets forth the Company must providefive-year maturity schedule of the prior year disclosures required under the previousCompany's lease guidance (ASC 840) for comparative periods presented herein. Rental expense under operating leases for the year endedliabilities as of December 31, 2018 was $80,300 and $68,900 for2021:
Maturity of Lease LiabilitiesOperating LeasesFinance LeasesTotal
2022$46,286 $7,034 $53,320 
202342,665 7,249 49,914 
202435,446 5,753 41,199 
202529,366 5,032 34,398 
202624,058 4,836 28,894 
Beyond 2026176,036 44,687 220,723 
Total lease payments$353,857 $74,591 $428,448 
     Less: Interest74,385 14,309 88,694 
Lease Liabilities$279,472 $60,282 $339,754 

With the year ended December 31, 2017.January 2022 acquisition of Ball Metalpack, (see Note 20 - Subsequent Events), the annual maturity of lease liabilities is expected to increase.























F-15F-16 FORM 10-K SONOCO 20192021 ANNUAL REPORT


The following table sets forth the five-year maturity schedule of the Company's lease liabilities as of December 31, 2019:
Maturity of Lease LiabilitiesOperating LeasesFinance LeasesTotal
2020$55,681  $11,124  $66,805  
202149,474  9,258  58,732  
202243,418  7,322  50,740  
202339,831  4,569  44,400  
202433,424  2,355  35,779  
Beyond 2024167,463  227  167,690  
Total lease payments$389,291  $34,855  $424,146  
     Less: Interest81,251  1,778  83,029  
Lease Liabilities$308,040  $33,077  $341,117  
The following tables set forth the Company's weighted average remaining lease term and discount rates used in the calculation of its outstanding lease liabilities at December 31, 2021, 2020, and 2019, along with other lease-related information for the yearyears ended December 31, 2021, 2020, and 2019:
Lease Term and Discount RateAs of December 31, 2019
Weighted-average remaining lease term (years):
     Operating leases10.2
     Finance leases3.8
Weighted-average discount rate:
     Operating leases4.74% 
     Finance leases2.97% 
Other InformationTwelve Months Ended December 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
     Operating cash flows used by operating leases$61,532 
     Operating cash flows used by finance leases763 
     Financing cash flows used by finance leases7,989 
Leased assets obtained in exchange for new operating lease liabilities28,762 
Leased assets obtained in exchange for new finance lease liabilities24,106 
Lease Term and Discount Rate202120202019
Weighted-average remaining lease term (years):
     Operating leases11.811.810.2
     Finance leases13.512.93.8
Weighted-average discount rate:
     Operating leases4.09%4.28%4.74%
     Finance leases2.86%2.94%2.97%
Other Information202120202019
Cash paid for amounts included in the measurement of lease liabilities:
     Operating cash flows used by operating leases$50,479 $58,305 $61,532 
     Operating cash flows used by finance leases$1,384 $1,050 $763 
     Financing cash flows used by finance leases$4,699 $7,437 $7,989 
Leased assets obtained in exchange for new operating lease liabilities$20,505 $90,361 $28,762 
Leased assets obtained in exchange for new finance lease liabilities$14,643 $23,117 $24,106 
Modification to leased assets for increase/(decrease) in operating lease liabilities$15,936 $(9,947)1,792 
Modification to leased assets for increase/(decrease) in finance lease liabilities$9,586 $14,005 (3,177)
Termination reclasses to decrease operating lease assets$(5,267)$(27,508)(5,658)
Termination reclasses to decrease operating lease liabilities$(5,602)$(27,985)(5,662)
Termination reclasses to decrease finance lease assets$(125)$(25,079)(2,991)
Termination reclasses to decrease finance lease liabilities$(130)$(25,199)(3,067)

8. Goodwill and other intangible assets
Goodwill
The changes
Effective January 1, 2021, the Company changed its operating and reporting structure and, as a result, realigned certain of its reportable segments. Accordingly, the beginning balances of goodwill by segment have been recast to conform with the new structure. Changes in the carrying amount of goodwill by segment for the year ended December 31, 2019,2021, are as follows:
Consumer
Packaging
Display
and
Packaging
Paper and
Industrial
Converted
Products
Protective
Solutions
Total
Balance as of January 1, 2019$617,332  $203,414  $256,947  $231,474  $1,309,167  
Acquisitions75,595  —  43,427  —  119,022  
    Measurement period adjustments  (2,461) —  2,246  (215) 
Foreign currency translation777  —  421  174  1,372  
Balance as of December 31, 2019$691,243  $203,414  $303,041  $231,648  $1,429,346  
Consumer
Packaging
Industrial Paper
Packaging
All OtherTotal
Balance as of January 1, 2021$581,244 $369,315 $438,696 $1,389,255 
Acquisitions— 6,014 — 6,014 
    Divestitures(1,058)— (53,039)(54,097)
    Measurement period adjustments1,512 — — 1,512 
    Foreign currency translation(9,282)(7,549)(1,352)(18,183)
Balance as of December 31, 2021$572,416 $367,780 $384,305 $1,324,501 

Acquisitions in 2019 resultedGoodwill from 2021 acquisitions relates to the first quarter acquisition of TuboTec and the fourth quarter acquisitions of D&W and American Recycling. Divestitures relate to the divestiture of the Company's U.S display and packaging business in the additionfirst quarter of $119,0222021 and the divestiture of goodwill, including $43,427a small Plastics - Food thermoforming operation. Measurement period adjustments relate to final working capital settlements made in connection with the August 2019first quarter of 2021 for the prior-year acquisition of Corenso and $75,595 in connection with the December 2019 acquisition of TEQ. Additionally, measurement period adjustments were made in 2019 to the fair values of the assets acquired and the liabilities assumed in the 2018 acquisitions of Compositub, Highland, and Conitex Sonoco resulting in increases/(decreases) in goodwill of $(566), $(1,895) and $2,246, respectively. These adjustments are reflected above in "Measurement period adjustments."Can Packaging. See Note 3 for additional information.
The Company assesses goodwill for impairment annually during the third quarter, or from time to time when warranted by the facts and circumstances surrounding individual reporting units or the Company as a whole. The Company completed its most recent annual goodwill impairment testing during the third quarter of 2019. As part of this testing, the Company2021, and analyzed certain qualitative and quantitative factors in determining whether a goodwill impairment.impairment existed. The Company's assessments reflected a number of significant management assumptions and estimates including the Company's forecast of sales growth, gross profit margins, and discount rates. Changes in these assumptions could materially impact the
F-16 FORM 10-K SONOCO 2019 ANNUAL REPORT


Company's conclusions. Based on its assessments, the Company concluded that there was no impairment of goodwill for any of its reporting units.
Although no reporting units failed the assessments noted above,annual impairment test, in management’s opinion, the goodwill of the Display and PackagingPlastics - Healthcare reporting unit is at risk of impairment in the near term if the reporting unit's operations do not perform in line with management's expectations, or if there is a negative change in the long-term outlook for the business or in other factors such as the discount rate. A large portion
F-17 FORM 10-K SONOCO 2021 ANNUAL REPORT


Although beginning to benefit from economic recovery, the results of projected sales in thisthe Plastics – Healthcare reporting unit have been negatively impacted by end-market weakness due to the COVID-19 pandemic. In addition, the unit is concentratedfacing near-term headwinds from higher raw material and other cost increases. Assuming COVID-19 infection rates continue to decline, management expects market demand will improve over the coming year and that selling price increases and/or cost reductions, including restructuring actions and investments in several major customers,production efficiency projects, will mitigate the lossimpacts of any of which could impactrecent raw material and other cost inflation. However, should it become apparent that the Company's conclusion regardingongoing post-COVID-19 recovery is likely to be significantly weaker, delayed, or prolonged compared to management’s current expectations, significant negative price/cost relationships will persist over the likelihood oflong-term, or gross profit margins do not improve as expected, goodwill impairment charges may be possible in the future.
In its annual goodwill impairment analysis as of October 3, 2021, projected future cash flows for the unit.Plastics - Healthcare reporting unit were discounted at 8.3%. Total goodwill associated with this reporting unit was $203,414$64,263 at December 31, 2019. Based on2021. In the latest annual impairment test, the estimated fair value of the Display and PackagingPlastics - Healthcare reporting unit exceededwas determined to exceed its carrying value by approximately 35%. In its 2019 annual goodwill impairment analysis, projected future cash flows for Display and Packaging were discounted at 8.9%13.3% . Based on the discounted cash flow model and holding other valuation assumptions constant, Display and Packaging projected operating profits across all future periods would have to be reduced approximately 27%13.0%, or the discount rate increased to 12.5%9.3%, in order for the estimated fair value of the reporting unit to fall below the reporting unit’s carrying value.
During the time subsequent to the annual evaluation, and at December 31, 2019,2021, the Company considered whether any events and/or changes in circumstances had resulted in the likelihood that the goodwill of any of its reporting units may have been impaired. It is management's opinion that no such events have occurred.

Other intangible assets
Details at December 31 are as follows:
20192018
Other Intangible Assets, Gross:
Patents$26,096  $22,509  
Customer lists632,036  548,038  
Trade names32,427  31,174  
Proprietary technology24,525  28,748  
Land use rights172  282  
Other2,125  2,093  
Other Intangible Assets, Gross$717,381  $632,844  
Accumulated Amortization:
Patents$(11,669) $(9,539) 
Customer lists(287,831) (246,946) 
Trade names(9,985) (7,413) 
Proprietary technology(17,910) (15,400) 
Land use rights(51) (48) 
Other(1,643) (1,461) 
Accumulated Amortization$(329,089) $(280,807) 
Other Intangible Assets, Net$388,292  $352,037  
20212020
Other Intangible Assets, Gross:
Patents$29,315 $29,325 
Customer lists592,195 622,430 
Trade names32,043 32,088 
Proprietary technology22,846 22,813 
Other2,807 2,831 
Other Intangible Assets, Gross$679,206 $709,487 
Accumulated Amortization:
Patents$(16,275)$(14,511)
Customer lists(347,274)(339,159)
Trade names(14,106)(12,156)
Proprietary technology(21,394)(19,833)
Other(2,014)(1,894)
Accumulated Amortization$(401,063)$(387,553)
Other Intangible Assets, Net$278,143 $321,934 

The acquisitions of CorensoD&W in August 2019November 2021 and TEQAmerican Recycling in December 20192021 resulted in the addition of $29,170$7,100 and $56,170,$2,236, respectively, of intangible assets, mostlyprimarily related to customer lists. In addition, measurement period adjustments were made in 2019 to finalize the fair valuesThese intangibles will be amortized over an average useful life of the assets acquired and the liabilities assumed in the 2018 acquisitions of Compositub and Conitex Sonoco resulting in increases in other intangible assets, primarily customer lists, of $1,888 and $300, respectively. See Note 3 for additional information. In the fourth quarter of 2019, the Company wrote off patents with a net book value totaling $340 resulting from the loss of the single flexible packaging customer it served using the particular technology.10 years.
Aggregate amortization expense on intangible assets was $51,580, $47,177$49,419, $52,899 and $38,165$51,580 for the years ended December 31, 2019, 20182021, 2020 and 2017,2019, respectively. Amortization expense on intangible assets is expected to approximate $54,200 in 2020, $52,500 in 2021, $49,700$45,800 in 2022, $44,500$41,800 in 2023, $33,500 in 2024, $25,200 in 2025 and $35,000$21,700 in 2024.2026 based on intangible assets as of December 31, 2021. With the January 2022 acquisition of Ball Metalpack, (see Note 20 - Subsequent Events), annual amortization expense is expected to increase.
F-18 FORM 10-K SONOCO 2021 ANNUAL REPORT


9. Debt
Details of the Company's debt at December 31 were as follows:
20192018
5.75% debentures due November 2040$599,244  $599,208  
4.375% debentures due November 2021249,428  249,116  
9.2% debentures due August 20214,318  4,315  
1.00% Euro loan due May 2021167,272  169,976  
Term loan, due May 2020200,000  —  
Term loan, due July 2022146,569  158,949  
Commercial paper, average rate of 2.40% in 2019 and 2.15% in 2018250,000  120,000  
Other foreign denominated debt, average rate of 5.3% in 2019 and 3.7% in 201816,734  57,867  
Finance lease obligations33,077  —  
Other notes14,727  25,731  
Total debt1,681,369  1,385,162  
Less current portion and short-term notes488,234  195,445  
Long-term debt$1,193,135  $1,189,717  
20212020
Commercial paper, average rate of 0.16% in 2021 and 0.75% in 2020$349,000 $— 
1.00% Euro loan due May 2021— 183,662 
9.2% debentures due August 2021— 4,320 
4.375% debentures due November 2021— 249,741 
3.125% debentures due May 2030595,342 594,687 
5.75% debentures due November 2040536,182 599,279 
Other foreign denominated debt, average rate of 3.0% in 2021 and 2.2% in 202055,432 15,522 
Finance lease obligations60,282 37,943 
Other notes14,424 15,070 
Total debt$1,610,662 $1,700,224 
Less current portion and short-term notes411,557 455,784 
Long-term debt$1,199,106 $1,244,440 

F-17 FORM 10-K SONOCO 2019 ANNUAL REPORT


On May 17, 2019,June 30, 2021, the Company entered into a 364-day, $200,000 term loan with Wells Fargo Bank, National Association. The full $200,000 was drawn from this facility on May 20, 2019, and the proceeds were used to make voluntary contributions to the Company's U.S. defined benefit pension plans. Thisnew five-year $750,000, unsecured loan has a 364-day term and the Company has a one-time option to request an extension of the term for an additional 364 days if it meets certain conditions. Interest is assessed at the London Interbank Offered Rate (LIBOR) plus a margin based on a pricing grid that uses the Company's credit ratings. The LIBOR margin at December 31, 2019 was 100 basis points. There is no required amortization and repayment can be accelerated at any time at the discretion of the Company.
On July 20, 2017, the Company entered into a Credit Agreement in connection with a new $750,000 bankrevolving credit facility with a syndicate of 8 banks replacingwhich replaced an existing credit facility entered into on October 2, 2014,July 20, 2017, and reflectingreflects substantially the same terms and conditions. Included inConsistent with prior facilities, the new facility are a $500,000 five-year revolving credit facility and a $250,000 five-year term loan. Based on the pricing grid in the Credit Agreement and the Company's current credit ratings, the borrowing has an all-in drawn margin of 112.5 basis points above the LIBOR. Borrowings under the Credit Agreement are pre-payable at any time at the discretion of the Company and the term loan has annual amortization payments totaling $12,500. Proceeds from this term loan were used to repay an earlier term loan and to partially fund the Clear Lam acquisition. During 2018, the Company prepaid an additional $75,000 of the term loan.
The $500,000 revolving credit facility supports the Company's $500,000 commercial paper program. If circumstances were to preventBased on the pricing grid, the Credit Agreement and Sonoco's current credit ratings, a London Interbank Offering Rate (LIBOR) borrowing has an all-in drawn margin of 125.0 basis points. On September 21, 2021, the Company borrowed $50,000 from issuing commercial paper, it has the contractual rightrevolving credit facility. These borrowings were repaid in full on October 1, 2021.
On April 28, 2021, the Company commenced a cash tender offer to draw funds directlypurchase up to $300,000 of the $600,000 outstanding principal amount of its 5.75% notes due November 2040. Upon expiration of the tender on May 25, 2021, the Company repurchased 10.53% of its outstanding 5.75% notes for a total cash cost of $81,961, as shown below:
Principal Amount TenderedPremium and Other Amounts PaidTotal Cash
Paid
 5.75% debentures due November 2040$63,206 $18,755 $81,961 
On April 28, 2021, the Company entered into a reverse treasury lock agreement intended to fix the cash cost to fund approximately $100,000 of the maximum $300,000 principal amount subject to being tendered. The settlement of the reverse treasury lock on May 13, 2021 resulted in a loss of $1,356. In addition, the Company wrote off a proportional share of unamortized bond issuance costs and unamortized original issue discounts associated with the 5.75% notes. These non-cash write-offs net to $73, which combined with the hedge loss and premium and other amounts paid, resulted in a pretax loss from the early extinguishment of debt totaling $20,184.
The Company's 1%, 150,000 euro-denominated debt matured on May 25, 2021, and a U.S. dollar equivalent cash payment of $177,780 was made to settle the debt. On April 7, 2021, the Company entered into 2 forward contracts to buy a total of 150,000 euros, to manage foreign currency risk related to the Company's funding of the debt repayment upon maturity. The Company recognized a gain of $4,387 upon the May 21, 2021 maturity of these forward contracts. The gain is included in "Selling, general and administrative expenses" on the underlying bankCompany's Consolidated Statements of Income for the year ended December 31, 2021 and the proceeds from the settlement of the contracts and the debt maturity payment are reflected in "Net cash (used)/provided by financing activities" in the Company's Consolidated Statement of Cash Flows for the year ended December 31, 2021.
On August 1, 2021, the Company repaid its $250,000, 4.375% debentures without penalty ahead of their November 2021 maturity. Also on August 1, 2021, the Company repaid its $4,321, 9.2% debentures upon their maturity.
The principal requirements of debt maturing in the next five years are:
  
20222023202420252026
Debt maturities by year$411,557 $7,992 $6,131 $5,306 $4,992 
As of December 31, 2021, the Company has scheduled debt maturities through the next twelve months of $411,557 including $349,000 of outstanding commercial paper. At December 31, 2021, the Company has $170,978 in cash and cash equivalents on hand and $750,000 in committed capacity under its revolving credit facility. The Company had $250,000facility, of which $401,000 was available for drawdown, net of outstanding commercial paper at December 31, 2019balances. The Company believes that these amounts, combined with expected net cash flows from operating activities, provide ample liquidity to cover these debt maturities and $120,000 at December 31, 2018.other cash flow needs of the Company over the course of the next year.
In addition, to the $500,000 committed revolving bank credit facility, the Company had approximately $237,000$195,417 available under unused short-term lines of credit at December 31, 2019.2021. These short-term lines of credit are available for general corporate purposes of our subsidiaries, including working capital and hedging requirements.
On January 21, 2022, the Company purposes,completed a registered public offering of unsecured notes with interest at mutually agreed-upon rates.an aggregate principal amount of $1,200,000. Also, on January 21, 2022, the Company entered into a new $300,000 term loan facility with a syndicate of 8 banks. Proceeds from the notes and the term loan, together with commercial paper borrowings, were used to fund the Ball Metalpack acquisition. See Note 20 for additional information.
Certain of the Company’s debt agreements impose restrictions with respect to the maintenance of financial ratios and the disposition of assets. The most restrictive covenants currently require the Company to maintain a minimum level of interest coverage, and a minimum level of net worth, as defined.defined in the agreements. As of December 31, 2019,2021, the Company had substantial toleranceCompany's interest coverage and net worth were substantially above the minimum levels required under these covenants.
The principal requirements of debt maturing in the next five years are:
F-19 FORM 10-K SONOCO 2021 ANNUAL REPORT
  
20202021202220232024
Debt maturities by year$488,234  $444,715  $130,812  $6,639  $3,646  


10. Financial instruments and derivatives
The following table sets forth the carrying amounts and fair values of the Company’s significant financial instruments wherefor which the carrying amount differs from the fair value.
 December 31, 2019December 31, 2018
  
Carrying
Amount
Fair
Value
Carrying
Amount
Fair
Value
Long-term debt$1,193,135  $1,351,397  $1,189,717  $1,270,521  
 December 31, 2021December 31, 2020
  
Carrying
Amount
Fair
Value
Carrying
Amount
Fair
Value
Long-term debt, net of current portion$1,199,106 $1,434,711 $1,244,440 $1,538,132 
The carrying value of cash and cash equivalents short-term debt and long-term variable-rateshort-term debt approximates fair value. The fair value of long-term debt is determined 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 to the Company for issues with similar terms and maturities. It is considered a Level 2 fair value measurement.
Cash flow hedgesFlow Hedges
At December 31, 20192021 and 2018,2020, the Company had derivative financial instruments outstanding to hedge anticipated transactions and certain asset and liability related cash flows. ToThese contracts, which have maturities ranging to December 2022, qualify as cash flow hedges under U.S. GAAP. For derivative instruments that are designated and qualify as a cash flow hedge, the extent considered effective,gain or loss on the changes in fair valuederivative instrument is reported as a component of these contracts are recorded in other comprehensive income and reclassified to income or expenseinto earnings in the same period inor periods during which the hedged transaction affects earnings and is presented in the same income statement line item impacts earnings.as the earning effect of the hedged item.
Commodity cash flow hedgesCash Flow Hedges
The Company hasCertain derivative contracts entered into certain derivative contracts to manage some of the cost of anticipated purchases of natural gas and aluminum. aluminum have been designated by the Company as hedges. At December 31, 2019,2021, these contracts included natural gas swaps covering approximately 4.41.7 million MMBTUs were outstanding. These contracts represent approximately 61%MMBTUs. The Company also has certain natural gas hedges that it does not treat as Cash Flow Hedges. See Other Derivatives below for a discussion of anticipated U.S. and Canadian usage for 2020. Additionally, the Company had swap contracts covering 1,225 metric tons of aluminum representing approximately 23% of anticipated usage for 2020.these hedges. The total fair values of the Company’s commodity cash flow hedges were in net loss positions totaling $(1,625) and $(1,571)netted to a gain position of $1,491 at December 31, 20192021 and a loss position of $(647) at December 31, 2018, respectively.2020. The amount of the lossgain included in accumulated other comprehensive loss at December 31, 2019,2021 expected to be reclassified to the income statement during the next twelve months is $(1,578).
F-18 FORM 10-K SONOCO 2019 ANNUAL REPORT


$1,491.
Foreign currency cash flow hedgesCurrency Cash Flow Hedges
The Company has entered into forward contracts to hedge certain anticipated foreign currency denominated sales, purchases, and purchases forecastedcapital spending expected to occur in 2020.2022. The net positions of these contracts at December 31, 2019,2021, were as follows:
follows (in thousands):
CurrencyActionQuantity
Colombian pesoPurchase15,486,74526,964,039 
Mexican pesoPurchase478,872 335,494 
Polish zlotyPurchase89,75086,960 
Czech korunaPurchase66,323 
40,333 Turkish liraPurchase16,776 
Canadian dollarPurchase20,81215,862 
British pound Purchase 6,187 
Turkish liraEuroPurchase3,4197,315 
British poundPurchase3,541 
New Zealand dollarSell(290)(439)
Australian dollarSell(929)(422)
Swedish krona Sell (3,933)
EuroRussian rubleSell(30,323)(89,271)
Russian ruble Sell (182,187)
The fair valuesvalue of the Company’s foreign currency cash flow hedges related to forecasted sales and purchases netted to a gain position of $1,058$336 and $555 at December 31, 20192021 and a loss position of $(1,712) at December 31, 2018.2020, respectively. Gains of $1,057$336 are expected to be reclassified from accumulated other comprehensive loss to the income statement during the next twelve months. In addition, the Company has entered into forward contracts to hedge certain foreign currency cash flow transactions related to constructionequipment purchases denominated in progress.a foreign currency. As of December 31, 20192021 and December 31, 2018,2020, the net position of these contracts was $1$(457) and $(305)$47, respectively. GainsDuring the twelve months ended December 31, 2021, losses from these hedges totaling $107 and losses of $(88)$(330) were reclassified from accumulated other comprehensive loss and netted againstincluded in the carrying value of the capitalized expenditures during the years ended December 31, 2019 and December 31, 2018, respectively. Gainsexpenditures. Losses of $1$(457) are expected to be reclassified from accumulated other comprehensive loss and included in the carrying value of the related fixed assets acquired during the next twelve months.
Net Investment Hedge
In January 2020, the Company entered into a cross-currency swap agreement with a notional amount of $250,000 to effectively convert a portion of the Company's fixed-rate, U.S. dollar denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt. The risk management objective was to manage foreign currency risk relating to net investments in certain European subsidiaries denominated in foreign currencies. As a result of significant strengthening of the U.S. dollar and a reduction in the differential between U.S. and European interest rates, the fair market value of the swap position appreciated significantly during the first quarter of 2020. In March 2020, the
F-20 FORM 10-K SONOCO 2021 ANNUAL REPORT


Company terminated the swap agreement and received a net cash settlement of $14,480. The Company recorded this foreign currency translation gain in "Accumulated other comprehensive loss," net of a tax provision of $7,581.
Other derivativesDerivatives
The Company routinely enters into forward contracts or swaps to economically hedge the currency exposure of intercompany debt and existing foreign currency denominated receivables and payables. The Company does not apply hedge accounting treatment under ASC 815 for these instruments. As such, changes in fair value are recorded directly to income and expense in the periods that they occur. The net positions of these contracts at December 31, 2019,2021, were as follows:
follows (in thousands):
CurrencyActionQuantity
Colombian pesoPurchase28,089,457 
Colombian peso Indonesian rupiahPurchase21,279,953 10,536,995 
Mexican pesoPurchase357,895 
320,964 Turkish liraPurchase38,142 
Thai BahtPurchase16,436 
Canadian dollarPurchase2,682 10,931 
In addition to the contracts designated as cash flow hedges described above, the Company has entered into derivative contracts to manage the cost of anticipated purchases of natural gas. At December 31, 2021, these contracts consisted of natural gas swaps covering approximately 3.9 million MMBTUs. The Company's designated and non-designated natural gas derivative contracts total approximately 5.6 million MMBTUs and represent approximately 73% of anticipated natural gas usage in North America for 2022.
Pursuant to the registered public offering of unsecured 2.85% notes with a principal amount of $500,000 maturing on February 1, 2032, the Company entered into treasury lock derivative instruments with 2 banks, with a notional principal amount of $150,000 each on December 29, 2021. These instruments had the risk management objective of reducing exposure to the Company of increases in the underlying Treasury index up to the date of pricing of the notes. The fair value of the contracts was a net loss position of $(550) at December 31, 2021. The derivatives were settled when the bonds priced on January 11, 2022, with the Company recognizing a gain on the settlement of $5,201.
The fair value of the Company’s other derivatives was $54 were net gains of $92 and $166$599 at December 31, 20192021 and 2018,2020, respectively.
The following table sets forth the location and fair values of the Company’s derivative instruments:
  Fair Value at December 31
DescriptionBalance Sheet Location                     20192018
Derivatives designated as hedging instruments:
Commodity ContractsPrepaid expenses$—  $282  
Commodity ContractsOther assets$—  $—  
Commodity ContractsAccrued expenses and other$(1,625) $(1,843) 
Commodity ContractsOther liabilities$—  $(10) 
Foreign Exchange ContractsPrepaid expenses$1,236  $770  
Foreign Exchange ContractsAccrued expenses and other$(178) $(2,482) 
Derivatives not designated as hedging instruments:
Foreign Exchange ContractsPrepaid expenses$88  $727  
Foreign Exchange ContractsAccrued expenses and other$(34) $(561) 
instruments at December 31, 2021 and 2020:
  Fair Value at December 31
DescriptionBalance Sheet Location20212020
Derivatives designated as hedging instruments:
Commodity ContractsPrepaid expenses$1,599 $867 
Commodity ContractsAccrued expenses and other$(108)$(1,512)
Commodity ContractsOther liabilities$— $(2)
Foreign Exchange ContractsPrepaid expenses$848 $997 
Foreign Exchange ContractsAccrued expenses and other$(969)$(395)
Derivatives not designated as hedging instruments:
Commodity ContractsPrepaid expenses$1,815 $484 
Commodity ContractsAccrued expenses and other$(1,132)0
Foreign Exchange ContractsPrepaid expenses$135 $140 
Foreign Exchange ContractsAccrued expenses and other$(176)$(25)
Interest Rate Lock ContractAccrued expenses and other$(550)$— 
While certain of the Company's derivative contract arrangements with its counterparties provide for the ability to settle contracts on a net basis, the Company reports its derivative positions on a gross basis. There are no collateral arrangements or requirements in these agreements.
Beginning in January 2020, the Company is party to a cross-currency swap agreement with a notional amount of $250,000 to effectively convert a portion of the Company's fixed-rate U.S. dollar denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt. The swap agreement matures November 1, 2024. Under the terms of the swap agreement, the Company will receive semi-annual interest payments in U.S. dollars at a rate of 5.75% and pay interest in euros at a rate of 3.856%.








F-19F-21 FORM 10-K SONOCO 20192021 ANNUAL REPORT















The following table setstables set forth the effect of the Company’s derivative instruments on financial performance for the twelve monthsyear ended December 31, 2019,2021 and December 31, 2020, excluding the gains on foreign currency cash flow hedges that were reclassified from accumulated other comprehensive loss to the carrying value of the capitalized expenditures:
Description
Amount of Gain or
(Loss) Recognized
in OCI on
Derivatives
Location of Gain or
(Loss) Reclassified
from Accumulated
OCI Into Income
Amount of Gain
or (Loss)
Reclassified from
Accumulated OCI
Into Income
Derivatives in Cash Flow Hedging Relationships:
Year Ended December 31, 2021
Foreign Exchange Contracts$210 Net sales$3,212 
Cost of sales$(2,544)
Commodity Contracts$10,039 Cost of sales$7,794 
Year Ended December 31, 2020
Foreign Exchange Contracts$(3,596)Net sales$(6,662)
Cost of sales$3,576 
Commodity Contracts$(227)Cost of sales$(1,213)
Description
Amount of Gain or
(Loss) Recognized
in OCI on
Derivatives
Location of Gain or
(Loss) Reclassified
from Accumulated
OCI Into Income
Amount of Gain
or (Loss)
Reclassified from
Accumulated OCI
Into Income
Derivatives in Cash Flow Hedging Relationships:
Foreign Exchange Contracts$2,495  Net sales$1,381  
Cost of sales$(1,758) 
Commodity Contracts$216  Cost of sales$270  
  
  
Location of Gain or
(Loss) Recognized
in Income
Statement
Gain or (Loss)
Recognized
Derivatives not designated as hedging instruments:
Foreign Exchange ContractsCost of sales$—  
Selling, general and
administrative
$(704) 
DescriptionRevenueCost of Sales
Total amount of income and expense line items presented in the Consolidated Statements of Income$1,381  $(1,488) 
The effects of cash flow hedging:
Gain or (loss) on cash flow hedging relationships:
Foreign exchange contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive income into net income$1,381  $(1,758) 
Commodity contract:
Amount of gain or (loss) reclassified from accumulated other comprehensive income into net income$—  $270  
Description
Gain or (Loss)
Recognized
Location of Gain or (Loss) Recognized in Income Statement
Derivatives not Designated as Hedging Instruments:
Year Ended December 31, 2021
Commodity Contracts$1,118 Selling, general and administrative
Foreign Exchange Contracts$(737)Selling, general and administrative
Interest Rate Lock Contracts$(550)Selling, general and administrative
Year Ended December 31, 2020
Commodity Contracts$226 Cost of sales
Foreign Exchange Contracts$(358)Selling, general and administrative



















Year Ended December 31, 2021Year Ended December 31, 2020
DescriptionRevenueCost of SalesRevenueCost of Sales
Total amount of income and expense line items presented in the Consolidated Statements of Income$3,212 $5,250 $(6,662)$2,363 
Gain or (loss) on cash flow hedging relationships:
Foreign exchange contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive income into net income$3,212 $(2,544)$(6,662)$3,576 
Commodity contract:
Amount of gain or (loss) reclassified from accumulated other comprehensive income into net income$— $7,794 $— $(1,213)

F-20F-22 FORM 10-K SONOCO 20192021 ANNUAL REPORT
















The following table sets forth the effect of the Company’s derivative instruments on financial performance for the twelve months ended December 31, 2018, excluding the gains on foreign currency cash flow hedges that were reclassified from accumulated other comprehensive loss to the carrying value of the capitalized expenditures:
Description
Amount of Gain or
(Loss) Recognized
in OCI  on
Derivatives
Location of Gain or
(Loss) Reclassified
from Accumulated
OCI Into Income
Amount of Gain
or (Loss)
Reclassified from
Accumulated OCI
Into Income
Derivatives in Cash Flow Hedging Relationships:
Foreign Exchange Contracts$(2,354) Net sales$(203) 
Cost of sales$(20) 
Commodity Contracts$258  Cost of sales$115  
  
  
Location of Gain or
(Loss) Recognized in
Income 
Statement
Gain or (Loss)
Recognized
Derivatives not designated as hedging instruments:
Foreign Exchange ContractsCost of sales$—  
Selling, general
and administrative
$41  
DescriptionRevenueCost of Sales
Total amount of income and expense line items presented in the Condensed Consolidated Statements of Income$(203) $95  
The effects of cash flow hedging:
Gain or (loss) on cash flow hedging relationships:
Foreign exchange contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive income into net income$(203) $(20) 
Commodity contract:
Amount of gain or (loss) reclassified from accumulated other comprehensive income into net income$—  $115  
F-21 FORM 10-K SONOCO 2019 ANNUAL REPORT


11. Fair value measurements
Fair value is defined as exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair value as follows:
Level 1 –Observable inputs such as quoted market prices in active markets;
Level 2 –Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and
Level 3 –Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.
The following tables set forth information regarding the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis:
DescriptionDecember 31, 2019Assets measured at NAV (g)Level 1Level 2Level 3
Hedge derivatives, net:
Commodity contracts$(1,625) $—  $—  $(1,625) $—  
Foreign exchange contracts1,058  —  —  1,058  —  
Non-hedge derivatives, net:
Foreign exchange contracts54  —  —  54  —  
Postretirement benefit plan assets:
Common Collective Trust (a)$1,212,114  $1,212,114  $—  $—  $—  
Mutual funds(b)171,198  —  —  171,198  —  
Fixed income securities(c)192,598  —  —  192,598  —  
Short-term investments(d)1,201  23  1,178  —  
Hedge fund of funds(e)75,108  75,108  —  —  —  
Real estate funds(f)938  938  —  —  —  
Cash and accrued income43,244  —  43,244  —  —  
Total postretirement benefit plan assets$1,696,401  $1,288,160  $43,267  $364,974  $—  
DescriptionDecember 31, 2018Assets measured at NAV (g)Level 1Level 2Level 3
Hedge derivatives, net:
Commodity contracts$(1,571) $—  $—  $(1,571) $—  
Foreign exchange contracts(1,712) —  —  (1,712) —  
Non-hedge derivatives, net:
Foreign exchange contracts166  —  —  166  —  
Deferred compensation plan assets260  —  260  —  —  
Postretirement benefit plan assets:
Common Collective Trust (a)$862,565  $862,565  $—  $—  $—  
Mutual funds(b)157,088  —  —  157,088  —  
Fixed income securities(c)175,543  —  —  175,543  —  
Short-term investments(d)1,166  38  1,128  —  
Hedge fund of funds(e)71,354  71,354  —  —  —  
Real estate funds(f)61,249  61,249  —  —  —  
Cash and accrued income786  —  786  —  —  
Total postretirement benefit plan assets$1,329,751  $995,168  $824  $333,759  $—  
DescriptionDecember 31, 2021Assets measured at NAV (g)Level 1Level 2Level 3
Hedge derivatives, net:
Commodity contracts$1,491 $— $— $1,491 $— 
Foreign exchange contracts(121)— — (121)— 
Non-hedge derivatives, net:
Commodity contracts683 00683 0
Foreign exchange contracts(41)— — (41)— 
Interest rate lock contract(550)0— (550)— 
Postretirement benefit plan assets:
 Common Collective(a)$8,882 $8,882 $— $— $— 
Mutual funds(b)118,559 — — 118,559 — 
 Fixed income securities(c)292,883 41,120 — 251,763 — 
Short-term investments(d)1,211 — — 1,211 — 
 Real estate funds(f)592 592 — — — 
      Cash and accrued income8,920 — 8,920 — — 
Total postretirement benefit plan assets$431,047 $50,594 $8,920 $371,533 $— 
DescriptionDecember 31, 2020Assets measured at NAV (g)Level 1Level 2Level 3
Hedge derivatives, net:
Commodity contracts$(647)$— $— $(647)$— 
Foreign exchange contracts602 — — 602 — 
Non-hedge derivatives, net:
      Commodity contracts484 00484 0
Foreign exchange contracts115 — — 115 — 
Postretirement benefit plan assets:
      Common Collective(a)$7,750 $7,750 $— $— $— 
      Mutual funds(b)152,756 — — 152,756 — 
      Fixed income securities(c)1,533,149 1,297,826 17 235,306 — 
      Short-term investments(d)1,223 — — 1,223 — 
      Hedge fund of funds(e)67 67 — — — 
      Real estate funds(f)552 552 — — — 
      Cash and accrued income117,638 — 117,638 — — 
Total postretirement benefit plan assets$1,813,135 $1,306,195 $117,655 $389,285 $— 
a.Common collective trust investments consist of domestic and international large and mid capitalization equities, including emerging markets and funds invested in both short-term and long-term bonds. Underlying investments are generally valued at closing prices from national exchanges. Commingled funds, private securities, and limited partnerships are valued at unit values or net asset values provided by the investment managers.
b.Mutual fund investments are comprised of equity securities of corporations with large capitalizations and also include funds invested in corporate equities in international and emerging markets and funds invested in long-term bonds, which are valued at closing prices from national exchanges.
c.Fixed income securities include funds that invest primarily in government securities and long-term bonds. Underlying investments are generally valued at closing prices from national exchanges, fixed income pricing models, and independent financial analysts. Fixed income commingled funds are valued at unit values provided by the investment managers.
F-23 FORM 10-K SONOCO 2021 ANNUAL REPORT


d.Short-term investments include several money market funds used for managing overall liquidity. Underlying investments are generally valued at closing prices from national exchanges. Commingled funds are valued at unit values provided by the investment managers.
e.The hedge fund of funds category includes investments in funds representing a variety of strategies intended to diversify risks and reduce volatility. It includes event-driven credit and equity investments targeted at economic policy decisions, long and short positions in U.S. and
F-22 FORM 10-K SONOCO 2019 ANNUAL REPORT


international equities, arbitrage investments and emerging market equity investments. Investments are valued at unit values or net asset values provided by the investment managers.
f.This category includes investments in real estate funds (including office, industrial, residential and retail). Underlying real estate securities are generally valued at closing prices from national exchanges.
g.Certain assets that are measured at fair value using the net asset value (NAV) per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.

The Company’s pension plan assets comprise more than 99%97% of its total postretirement benefit plan assets. TheAccordingly, the assets of the Company’s various pension plans and retiree health and life insurance plans are largely invested in the same funds and investments and in similar proportions and, as such, are not shown separately, but are combined in the tables above. Postretirement benefit plan assets are netted against postretirement benefit obligations to determine the funded status of each plan. The funded status is recognized in the Company’s Consolidated Balance Sheets as shown in Note 13.
As discussed in Note 10, the Company uses derivatives to mitigate some of the effect of raw material and energy cost fluctuations, foreign currency fluctuations and, from time to time, interest rate movements. Fair value measurements for the Company’s derivatives are classified under Level 2 because such measurements are estimated based on observable inputs such as interest rates, yield curves, spot and future commodity prices and spot and future exchange rates.
Certain deferred compensation plan liabilities are funded and the assets invested in various exchange traded mutual funds. These assets are measured using quoted prices in accessible active markets for identical assets.
The Company does not currently have any nonfinancial assets or liabilities that are recognized or disclosed at fair value on a recurring basis. None of the Company's financial assets or liabilities are measured at fair value using significant unobservable inputs. There were no transfers in or out of Level 1 or Level 2 fair value measurements during the years ended December 31, 20192021 or 2018.2020. For additional fair value information on the Company's financial instruments, see Note 10.
12. Share-based compensation plans
The Company provides share-based compensation to certain employees and non-employee directors in the form of restricted stock appreciation rights,units, performance contingent restricted stock units, and other share-based awards. Beginning in 2019, share-based awards were issued pursuant to the Sonoco Products Company 2019 Omnibus Incentive Plan (the "2019 Plan"), which became effective upon approval by the shareholders on April 17, 2019. Awards issued from 2014 through 2018 were issued pursuant to the Sonoco Products Company 2014 Long-Term Incentive Plan (the “2014 Plan”); awards issued from 2012 through 2013 were issued pursuant to the Sonoco Products Company 2012 Long-Term Incentive Plan (the “2012 Plan”); and awards issued from 2009 through 2011 were issued pursuant to the Sonoco Products Company 2008 Long-Term Incentive Plan (the “2008 Plan”). Awards issued prior to 2009 were issued pursuant to the 1991 Key Employee Stock Plan (the “1991 Plan”) or the 1996 Non-Employee Directors Stock Plan (the “1996 Plan”).
A total of 12,000,000 shares of common stock are reserved for awards granted under the 2019 Plan. As of the April 17, 2019 effective date, the 2019 Plan superseded the 2014 Plan and became the only plan under which equity-based compensation may be awarded to employees and non-employee directors. However, any awards under any of the prior plans that were outstanding on the effective date of the 2019 Plan remain subject to the terms and conditions, and continue to be governed by such prior plans. Awards issued between January 1 and April 16, 2019 were effectively issued under the 2019 Plan when such awards were transferred over to be applied against the 2019 Plan’s reserve. Share reserve reductions for restricted and performance-based stock awards originally granted under the 2014 Plan were weighted higher than stock appreciation rights in accordance with the shareholder-approved conversion formula included within the 2019 Plan. Awards granted under all previous plans which are forfeited, expire or are canceled without delivery of shares, or which result in forfeiture of shares back to the Company, will be added to the total shares available under the 2019 Plan. At December 31, 2019,2021, a total of 10,765,3988,494,373 shares remain available for future grant under the 2019 Plan. The Company issues new shares for stock appreciation right exercises and stock unit conversions. The Company’s stock-based awards to non-employee directors have not been material.
Accounting for share-based compensation
Total compensation cost for share-based payment arrangements was $22,608, $10,607 and $14,334, $10,730for 2021, 2020 and $13,488, for 2019, 2018 and 2017, respectively. The related tax benefit recognized in net income was $3,500, $2,678,$5,715, $2,686, and $5,058,$3,500, for the same years, respectively. Share-based compensation expense is included in “Selling, general and administrative expenses” in the Consolidated Statements of Income. The Company accounts for forfeitures of its share-based payment arrangements as they occur.
An “excess” tax benefit is created when the tax deduction for an exercised stock appreciation right, exercised stock option or converted stock unit exceeds the compensation cost that has been recognized in income. The additional net excess tax benefit realized was $1,110, $2,528 and $3,520 $3,528for 2021, 2020 and $2,453 for 2019, 2018 and 2017, respectively.
Restricted Stock appreciation rightsUnits
Stock appreciation rights (SARs) grantedThe Company grants awards of restricted stock units (RSUs) to executive officers and certain key management employees. These awards vest over three years anda three-year period with one-third vesting on each anniversary date of the grant. The expense for these RSUs is recognized following the graded-vesting method, which results in front-loaded expense being recognized during the early years of the required service period. For grants awarded prior to 2021, participants must be actively employed by the Company on the vesting date for shares to be issued, except in the event of the participant’s death, disability, or involuntary (or good reason) termination within two years of a change in control prior to full vesting, in which case shares will immediately vest. For the 2021 grant, in the event of the participant’s death, disability or retirement prior to full vesting, shares will be issued on a pro rata basis up through the time the participant’s employment or service ceases. Once vested, these awards do not expire.
The Company from time to time grants special RSUs to certain of its executive officers and directors. These awards normally vest over a five-year period with one-third vesting on each of the third, fourth and fifth anniversaries of the grant, but in some circumstances may vest over a shorter period, or cliff vest at the end of the five-year period. Normally a participant must be actively employed by, or serving as a director of, the Company on the vesting date for shares to be issued, but the Company may make other arrangements in connection with termination of employment prior to the vesting date. Officers and directors can elect to defer receipt of RSUs, but key management employees are required to take receipt of stock issued. The weighted-average grant-date fair value of RSUs granted was $57.77, $54.16 and $57.76 per share in 2021, 2020 and 2019, respectively. The fair value of shares vesting during the year was $4,063, $3,277, and $3,217 for 2021, 2020 and 2019, respectively.
F-24 FORM 10-K SONOCO 2021 ANNUAL REPORT


Noncash stock-based compensation associated with restricted stock grants totaled $8,278, $4,549 and $3,351 for 2021, 2020 and 2019, respectively. As of December 31, 2021, there was $8,061 of total unrecognized compensation cost related to nonvested restricted stock units. This cost is expected to be recognized over a weighted-average period of 46 months.
The activity related to restricted stock units for the year ended December 31, 2021 is as follows:
NonvestedVestedTotal
Average Grant
Date Fair
Value Per Share
Outstanding, December 31, 2020209,583 75,863 285,446 $50.19 
   Granted201,570 — 201,570 $57.77 
   Vested(68,231)68,231 — 
   Converted— (64,093)(64,093)$53.28 
   Cancelled(12,053)— (12,053)$55.98 
   Dividend equivalents1,728 2,263 3,991 $62.95 
Outstanding, December 31, 2021332,597 82,264 414,861 $53.32 

Performance Contingent Restricted Stock Units
The Company grants performance contingent restricted stock units (PCSUs) annually on a discretionary basis to executive officers and certain key management employees. The ultimate number of PCSUs awarded is dependent upon the degree to which performance, relative to defined targets related to earnings, return on invested capital, and return on net assets employed, are achieved over a three-year performance cycle. PCSUs granted vest at the end of the three-year performance period if the respective performance targets are met. No units will be awarded if the performance targets are not met. Upon vesting, PCSUs are convertible into common shares on a 1-for-one basis. Except in the event of the participant's death, disability, or retirement, if a participant is not employed by the Company at the end of the performance period, no PCSUs will vest. However, in the event of the participant’s death, disability or retirement prior to full vesting, shares will be issued on a pro rata basis up through the time the participant’s employment or service ceases. In the event of a change in control, as defined under the 2014 Plan and the 2019 Plan, all unvested PCSUs will vest at target on a pro rata basis if the change in control occurs during the three-year performance period.
The activity related to performance contingent restricted stock units for the year ended December 31, 2021 is as follows:
NonvestedVestedTotalAverage Grant Date Fair Value per Share
Outstanding, December 31, 2020157,122 166,432 323,554 $49.15
   Granted145,696 — 145,696 $55.95
   Performance adjustments256,711 — 256,711 $54.28
   Vested(64,243)64,243 — 
   Converted— (133,960)(133,960)$46.34
   Cancelled(14,633)— (14,633)$54.79
   Dividend equivalents— 938 938 $62.95
Outstanding, December 31, 2021480,653 97,653 578,306 $53.67
2021 PCSU. As of December 31, 2021, the 2021 PSCUs to be awarded are estimated to range from 0 to 285,724 units and are tied to the three-year performance period ending December 31, 2023.
2020 PCSU. As of December 31, 2021, the 2020 PSCUs to be awarded are estimated to range from 0 to 297,648 units and are tied to the three-year performance period ending December 31, 2022.
2019 PCSU. The performance cycle for the 2019 PCSUs was completed on December 31, 2021. Outstanding stock units of 64,243 were determined to have been earned. The fair value of these units was $3,719 as of December 31, 2021.
2018 PCSU. The performance cycle for the 2018 PCSUs was completed on December 31, 2020. Outstanding stock units of 139,886 were determined to have been earned. The fair value of these units was $8,288 as of December 31, 2020.
2017 PCSU. The performance cycle for the 2017 PCSUs was completed on December 31, 2019. Outstanding stock units of 84,522 units were determined to have been earned. The fair value of these units was $5,217 as of December 31, 2019.
The weighted-average grant-date fair value of PCSUs granted was $55.95, $52.00, and $56.04 per share in 2021, 2020 and 2019, respectively. Noncash stock-based compensation associated with PCSUs totaled $11,477, $2,023 and $5,171 for 2021, 2020 and 2019, respectively. As of December 31, 2021, there was approximately $14,259 of total unrecognized compensation cost related to nonvested PCSUs. This cost is expected to be recognized over a weighted-average period of 21 months.
Stock appreciation rights
Through 2019, the Company granted stock appreciation rights (SARs) annually on a discretionary basis to key employees. These SARs had an exercise price equal to the closing market price on the date of the grant and can be settled only in stock. The SARs granted from 2015 through 2019 vest over three years, with one-third vesting on each anniversary date of the grant, and have 10-year terms. Unvested SARs are cancelable upon termination of employment, except in the case of death, disability, or involuntary (or good reason) termination within two years of a change in control.
The Company grants SARs annually on a discretionary basis to key employees. These SARs have an exercise price equal toexpense is recognized following the closing market price ongraded-vesting method, which results in front-loaded expense being recognized during the dateearly years of the grant and can be settled only in stock. The SARs granted in and since 2015 vest over three years, with one-third vesting on each anniversary date of the grant, and have 10-year terms.required service period. As of December 31, 2019,2021, unrecognized compensation cost related to nonvested SARs totaled $2,413.$40. This
F-25 FORM 10-K SONOCO 2021 ANNUAL REPORT


cost will be recognized over the remaining weighted-average vesting period of approximately 242 months. Noncash stock-based compensation expense associated with SARs totaled $3,227,$347, $2,415,1,442, and $3,719$3,227 for 2021, 2020,and 2019, 2018, and 2017, respectively.
F-23 FORM 10-K SONOCO 2019 ANNUAL REPORT


The aggregate intrinsic value of SARS exercised during 2021, 2020, and 2019 2018,was $2,575, $2,771, and 2017 was $11,836, $9,029, and $3,786, respectively. The weighted-average grant date fair value of SARs granted was $8.30 $6.55 and $7.29 per share in 2019, 20182019. No SARs were granted during 2021 and 2017, respectively. 2020.
The Company computed the estimated fair values of all SARs granted during 2019 using the Black-Scholes option-pricing model applying the assumptions set forth in the following table:
201920182017
Expected dividend yield2.7 %3.1 %2.7 %
Expected stock price volatility16.6 %16.2 %17.2 %
Risk-free interest rate2.6 %2.8 %2.0 %
Expected life of SARs6 years6 years6 years
2019
Expected dividend yield2.7 %
Expected stock price volatility16.6 %
Risk-free interest rate2.6 %
Expected life of SARs6 years
The assumptions employed in the calculation of the fair value of SARs were determined as follows: 
Expected dividend yield – the Company’s annual dividend divided by the stock price at the time of grant.
Expected stock price volatility – based on historical volatility of the Company’s common stock measured weekly for a time period equal to the expected life.
Risk-free interest rate – based on U.S. Treasury yields in effect at the time of grant for maturities equal to the expected life.
Expected life – calculated using the simplified method as prescribed in U.S. GAAP, where the expected life is equal to the sum of the vesting period and the contractual term divided by two.
The activity related to the Company’s SARs for the year ended December 31, 2021 is as follows: 
NonvestedVestedTotal
Weighted-
average
Exercise
Price
NonvestedVestedTotal
Weighted-
average
Exercise
Price
Outstanding, December 31, 20181,119,602  712,756  1,832,358  $47.41  
Outstanding, December 31, 2020Outstanding, December 31, 2020397,677 873,751 1,271,428 $53.83 
Vested Vested(620,026) 620,026  —   Vested(259,687)259,687 — 
Granted Granted543,278  —  543,278  $60.76   Granted— — — $— 
Exercised Exercised—  (664,797) (664,797) $43.92   Exercised— (363,102)(363,102)$50.95 
Forfeited/Expired Forfeited/Expired(135,841) (12,875) (148,716) $53.36   Forfeited/Expired(13,826)(14,829)(28,655)$53.12 
Outstanding, December 31, 2019907,013  655,110  1,562,123  $52.95  
Exercisable, December 31, 2019—  655,110  655,110  $47.69  
Outstanding, December 31, 2021Outstanding, December 31, 2021124,164 755,507 879,671 $55.03 
Exercisable, December 31, 2021Exercisable, December 31, 2021— 755,507 755,507 $54.08 

The weighted average remaining contractual life for SARs outstanding and exercisable at December 31, 20192021 was 7.56.1 years and 6.05.9 years, respectively. The aggregate intrinsic value for SARs outstanding and exercisable at December 31, 20192021 was $13,375$3,598 and $8,931,$2,800, respectively. At December 31, 2019,2021, the fair market value of the Company’s stock used to calculate intrinsic value was $61.72$57.89 per share.

Performance-based stock awards
The Company grants performance contingent restricted stock units (PCSUs) annually on a discretionary basis to executive officers and certain key management employees. The ultimate number of PCSUs awarded is dependent upon the degree to which performance, relative to defined targets related to earnings and return on net assets employed, are achieved over a three-year performance cycle. PCSUs granted vest at the end of the three-year performance period if the respective performance targets are met. No units will be awarded if the performance targets are not met. Upon vesting, PCSUs are convertible into common shares on a 1-for-one basis. Except in the event of the participant's death, disability, or retirement, if a participant is not employed by the Company at the end of the performance period, no PCSU's will vest. However, in the event of the participant’s death, disability or retirement prior to full vesting, shares will be issued on a pro rata basis up through the time the participant’s employment or service ceases. In the event of a change in control, as defined under the 2014 Plan and the 2019 Plan, all unvested PCSUs will vest at target on a pro rata basis if the change in control occurs during the three-year performance period.

The activity related to performance contingent restricted stock units is as follows:
NonvestedVestedTotalAverage Grant Date Fair Value per Share
Outstanding, December 31, 2018329,532  322,287  651,819  $40.21  
   Granted115,412  —  115,412  $56.04  
   Performance adjustments(42,866) —  (42,866) $45.75  
   Vested(84,522) 84,522  —  
   Converted—  (177,902) (177,902) $35.55  
   Cancelled(18,720) —  (18,720) $47.75  
   Dividend equivalents—  4,190  4,190  $60.42  
Outstanding, December 31, 2019298,836  233,097  531,933  $44.65  

F-24 FORM 10-K SONOCO 2019 ANNUAL REPORT


2019 PCSU. As of December 31, 2019, the 2019 PCSUs to be awarded are estimated to range from 0 to 228,650 units and are tied to the three-year performance period ending December 31, 2021.
2018 PCSU. As of December 31, 2019, the 2018 PCSUs to be awarded are estimated to range from 0 to 253,962 units and are tied to the three-year performance period ending December 31, 2020.
2017 PCSU. The performance cycle for the 2017 PCSUs was completed on December 31, 2019. Outstanding stock units of 84,522 units were determined to have been earned. The fair value of these units was $5,217 as of December 31, 2019.
2016 PCSU. The performance cycle for the 2016 PCSUs was completed on December 31, 2018. Outstanding stock units of 132,534 units were determined to have been earned, all of which qualified for vesting on December 31, 2018. The fair value of these units was $7,042 as of December 31, 2018.
2015 PCSU. The performance cycle for the 2015 PCSUs was completed on December 31, 2017. Outstanding stock units of 135,695 units were determined to have been earned, all of which qualified for vesting on December 31, 2017. The fair value of these units was $7,211 as of December 31, 2017.
The weighted-average grant-date fair value of PCSUs granted was $56.04, $46.33, and $50.11 per share in 2019, 2018 and 2017, respectively. Noncash stock-based compensation associated with PCSUs totaled $5,171, $4,725 and $3,896 for 2019, 2018 and 2017, respectively. As of December 31, 2019, there was approximately $6,806 of total unrecognized compensation cost related to nonvested PCSUs. This cost is expected to be recognized over a weighted-average period of 19 months.
Restricted stock awards
During 2019, 2018 and 2017, the Company granted awards of restricted stocks units (RSUs) to executive officers and certain key management employees. These awards vest over a three-year period with one-third vesting on each anniversary date of the grant. Participants must be actively employed by the Company on the vesting date for shares to be issued, except in the event of the participant’s death, disability, or involuntary (or good reason) termination within two years of a change in control prior to full vesting, in which case shares will immediately vest. Once vested, these awards do not expire.
The Company from time to time grants special RSUs to certain of its executive officers and directors. These awards normally vest over a five-year period with one-third vesting on each of the third, fourth and fifth anniversaries of the grant, but in some circumstances may vest over a shorter period, or cliff vest at the end of the five-year period. A participant must be actively employed by, or serving as a director of, the Company on the vesting date for shares to be issued. However, certain award agreements provide that in the event of the participant’s death, disability or retirement prior to full vesting, shares would be issued on a pro rata basis up through the time the participant’s employment or service ceases.
Officers and directors can elect to defer receipt of RSUs, but key management employees are required to take receipt of stock issued. The weighted-average grant-date fair value of RSUs granted was $57.76, $48.36 and $51.68 per share in 2019, 2018 and 2017, respectively. The fair value of shares vesting during the year was $3,217, $6,900, and $2,790 for 2019, 2018 and 2017, respectively.
Noncash stock-based compensation associated with restricted stock grants totaled $3,351, $2,138 and $3,554 for 2019, 2018 and 2017, respectively. As of December 31, 2019, there was $3,768 of total unrecognized compensation cost related to nonvested restricted stock units. This cost is expected to be recognized over a weighted-average period of 33 months.

The activity related to restricted stock units is as follows:
NonvestedVestedTotal
Average Grant
Date Fair
Value Per Share
Outstanding, December 31, 2018158,381  151,414  309,795  $38.41  
   Granted69,686  —  69,686  $57.76  
   Vested(54,352) 54,352  —  
   Converted—  (114,981) (114,981) $40.00  
   Cancelled(18,701) —  (18,701) $50.69  
   Dividend equivalents1,563  3,923  5,486  $60.71  
Outstanding, December 31, 2019156,577  94,708  251,285  $46.14  
Deferred compensation plans
Certain officers of the Company receive a portion of their compensation, either current or deferred, in the form of stock equivalent units. Units are granted as of the day the cash compensation would have otherwise been paid using the closing price of the Company’s common stock on that day. Deferrals into stock equivalent units are converted into phantom stock equivalents as if Sonoco shares were actually purchased. The units immediately vest and earn dividend equivalents. Units are distributed in the form of common stock upon retirement over a period elected by the employee.
Non-employee directors may elect to defer a portion of their cash retainer or other fees (except chair retainers) into phantom stock equivalent units as if Sonoco shares were actually purchased. The deferred stock equivalent units accrue dividend equivalents, and are issued in shares of Sonoco common stock six months following termination of Board service. Directors must elect to receive these deferred distributions in 1, 3 or 5 annual installments.
The activity related to deferred compensation for equity award units granted to both employees and non-employee directors combined is as follows:
Total
Outstanding, December 31, 20182020390,354372,413 
   Deferred46,06538,127 
   Converted(80,288)(40,527)
   Dividend equivalents11,01610,744 
Outstanding, December 31, 20192021367,147380,757 

Deferred compensation for employees and directors of $2,585, $1,452,$2,507, $2,593, and $2,850,$2,585, which will be settled in Company stock at retirement, was deferred during 2019, 2018,2021, 2020, and 2017,2019, respectively.
F-25F-26 FORM 10-K SONOCO 20192021 ANNUAL REPORT



13. Employee benefit plans
Retirement plans and retiree health and life insurance plans
The Company provides non-contributory defined benefit pension plans for certain of its employees in the United States, Mexico, Belgium, Germany, Greece, France, and Turkey. The Company also sponsors contributory defined benefit pension plans covering certain of its employees in the United Kingdom, Canada and the Netherlands, and provides postretirement healthcare and life insurance benefits to a limited number of its retirees and their dependents in the United States and Canada, based on certain age and/or service eligibility requirements.
The Company froze participation in its U.S. qualified defined benefit pension plan for newly hired salaried and non-union hourly employees effective December 31, 2003. To replace this benefit, the Company provides non-union U.S. employees hired on or after January 1, 2004, with an annual contribution, called the Sonoco Retirement Contribution (SRC), to their participant accounts in the Sonoco Retirement and Savings Plan.
On February 4, 2009, theThe U.S. qualified defined benefit pension plan was further amended to freeze plan benefits for all active, non-union participants effective December 31, 2018. RemainingFormer active participants in the U.S. qualified plan became eligible for SRC contributions effective January 1, 2019.
In October 2021, the Sonoco Retirement and Savings Plan was further amended to eliminate the SRC and to increase the Company's 401(k) matching contribution effective as of December 31, 2021.
The components of net periodic benefit cost include the following:
201920182017
Retirement Plans
Service cost$3,968  $18,652  $18,543  
Interest cost57,348  54,970  55,873  
Expected return on plan assets(65,143) (91,021) (81,212) 
Amortization of prior service cost1,022  916  910  
Amortization of net actuarial loss30,681  37,391  39,209  
Effect of settlement loss2,377  730  32,761  
Effect of curtailment loss—  256  —  
Net periodic benefit cost$30,253  $21,894  $66,084  
Retiree Health and Life Insurance Plans
Service cost$308  $297  $313  
Interest cost467  452  463  
Expected return on plan assets(718) (1,135) (1,636) 
Amortization of prior service credit(498) (498) (499) 
Amortization of net actuarial gain(823) (1,120) (759) 
Net periodic benefit income$(1,264) $(2,004) $(2,118) 
202120202019
Retirement Plans
Service cost$3,916 $3,969 $3,968 
Interest cost24,186 51,297 57,348 
Expected return on plan assets(22,888)(50,733)(65,143)
Amortization of prior service cost900 1,006 1,022 
Amortization of net actuarial loss16,503 28,833 30,681 
Effect of settlement loss550,706 854 2,377 
Effect of curtailment loss— 32 — 
Net periodic benefit cost$573,323 $35,258 $30,253 
Retiree Health and Life Insurance Plans
Service cost$374 $358 $308 
Interest cost197 336 467 
Expected return on plan assets(444)(371)(718)
Amortization of prior service credit— (279)(498)
Amortization of net actuarial gain(744)(834)(823)
Net periodic benefit income$(617)$(790)$(1,264)

F-26F-27 FORM 10-K SONOCO 20192021 ANNUAL REPORT


The following tables set forth the Plans’ obligations and assets at December 31:
 Retirement Plans
Retiree Health
and
Life Insurance Plans
  
2021202020212020
Change in Benefit Obligation
Benefit obligation at January 1$2,092,297 $1,976,197 $14,880 $14,495 
Service cost3,916 3,969 374 358 
Interest cost24,186 51,297 197 336 
Plan participant contributions14 165 — 443 
Plan amendments608 419 — — 
Actuarial (gain)/loss(138,157)149,264 (939)356 
Benefits paid(66,641)(96,257)(768)(1,122)
Impact of foreign exchange rates(4,999)13,482 14 
Effect of settlements(1,396,494)(2,463)— — 
Effect of curtailments(97)(3,776)—  
Benefit obligation at December 31$514,633 $2,092,297 $13,745 $14,880 
 Retirement Plans
Retiree Health
and
Life Insurance Plans
  
2019201820192018
Change in Benefit Obligation
Benefit obligation at January 1$1,684,277  $1,837,938  $14,048  $15,691  
Service cost3,968  18,652  308  297  
Interest cost57,348  54,970  467  452  
Plan participant contributions224  429  680  620  
Plan amendments1,343  155  —  —  
Actuarial loss/(gain)316,547  (115,153) 589  (398) 
Benefits paid(92,636) (93,053) (1,621) (2,569) 
Impact of foreign exchange rates11,952  (21,636) 24  (45) 
Effect of settlements(8,101) (2,210) —  —  
Effect of curtailments—  (253) —  —  
Acquisitions1,275  4,438  —  —  
Benefit obligation at December 31$1,976,197  $1,684,277  $14,495  $14,048  
 Retirement Plans
Retiree Health and
Life Insurance Plans
  
2019201820192018
Change in Plan Assets
Fair value of plan assets at January 1$1,318,832  $1,494,713  $10,919  $27,177  
Actual return on plan assets242,823  (78,447) 2,327  (915) 
Company contributions215,979  24,524  682  (13,302) 
Plan participant contributions224  429  680  620  
Benefits paid(92,636) (93,053) (1,621) (2,569) 
Impact of foreign exchange rates12,869  (22,380) —  —  
Effect of settlements(8,101) (2,210) —  —  
Expenses paid(7,084) (6,670) (106) (92) 
Acquisitions614  1,926  —  —  
Fair value of plan assets at December 31$1,683,520  $1,318,832  $12,881  $10,919  
Funded Status of the Plans$(292,677) $(365,445) $(1,614) $(3,129) 
 Retirement Plans
Retiree Health and
Life Insurance Plans
  
2021202020212020
Change in Plan Assets
Fair value of plan assets at January 1$1,799,109 $1,683,520 $14,026 $12,881 
Actual return on plan assets(46,148)188,695 (84)1,372 
Company contributions140,226 17,282 768 626 
Plan participant contributions14 165 — 443 
Benefits paid(66,641)(96,257)(768)(1,122)
Impact of foreign exchange rates(4,630)13,667 — — 
Effect of settlements(1,396,494)(2,752)— — 
Expenses paid(8,331)(5,211)— (174)
Fair value of plan assets at December 31$417,105 $1,799,109 $13,942 $14,026 
Funded Status of the Plans$(97,528)$(293,188)$197 $(854)

The negative contribution reported in 2018 for the Company's Retiree Health and Life Insurance Plans reflects $14,025 of cash withdrawn from a collectively bargained VEBA in 2018 pursuant to an IRS private letter ruling dated April 1, 2018, permitting the Company to amend the VEBA to provide benefits to active, non-collectively bargained employees in addition to retired collectively bargained employees.
Retirement Plans
Retiree Health and
Life Insurance Plans
Retirement Plans
Retiree Health and
Life Insurance Plans
2019201820192018
2021202020212020
Total Recognized Amounts in the Consolidated Balance SheetsTotal Recognized Amounts in the Consolidated Balance SheetsTotal Recognized Amounts in the Consolidated Balance Sheets
Noncurrent assetsNoncurrent assets$24,196  $18,520  $—  $—  Noncurrent assets$70,221 $26,814 $1,758 $553 
Current liabilitiesCurrent liabilities(13,913) (12,935) (784) (983) Current liabilities(10,375)(150,310)(1,055)(849)
Noncurrent liabilitiesNoncurrent liabilities(302,960) (371,030) (830) (2,146) Noncurrent liabilities(157,374)(169,692)(506)(558)
Net liabilityNet liability$(292,677) $(365,445) $(1,614) $(3,129) Net liability$(97,528)$(293,188)$197 $(854)

Items not yet recognized as a component of net periodic pension cost that are included in Accumulated Other Comprehensive Loss (Income) as of December 31, 20192021 and 2018,2020, are as follows:
 Retirement Plans
Retiree Health and
Life Insurance Plans
  
2019201820192018
Net actuarial loss/(gain)$759,610  $646,254  $(7,055) $(6,964) 
Prior service cost/(credit)6,159  5,514  (279) (777) 
 $765,769  $651,768  $(7,334) $(7,741) 
 Retirement Plans
Retiree Health and
Life Insurance Plans
  
2021202020212020
Net actuarial loss/(gain)$111,481 $742,374 $(6,357)$(6,689)
Prior service cost6,288 6,351 — — 
 $117,769 $748,725 $(6,357)$(6,689)
F-27F-28 FORM 10-K SONOCO 20192021 ANNUAL REPORT


The amounts recognized in Other Comprehensive Loss/(Income) include the following:
 Retirement Plans
Retiree Health and
Life Insurance Plans
  
201920182017201920182017
Adjustments arising during the period:
Net actuarial loss/(gain)$146,414  $58,544  $(10,732) $(914) $1,738  $(3,525) 
Prior service cost/(credit)1,667  2,906  639  —  —  —  
Net settlements/curtailments(2,377) (986) (32,761) —  —  —  
Reversal of amortization:
Net actuarial (loss)/gain(30,681) (37,391) (39,209) 823  1,120  759  
Prior service (cost)/credit(1,022) (916) (910) 498  498  499  
Total recognized in other comprehensive loss/(income)$114,001  $22,157  $(82,973) $407  $3,356  $(2,267) 
Total recognized in net periodic benefit cost and other comprehensive loss/(income)$144,254  $44,051  $(16,889) $(857) $1,352  $(4,385) 
 Retirement Plans
Retiree Health and
Life Insurance Plans
  
202120202019202120202019
Adjustments arising during the period:
Net actuarial loss/(gain)$(63,684)$12,452 $146,414 $(412)$(468)$(914)
Prior service cost/(credit)$837 $1,229 $1,667 $— $— $— 
Net settlements/curtailments$(550,706)$(886)$(2,377)$— $— $— 
Reversal of amortization:
Net actuarial (loss)/gain$(16,503)$(28,833)$(30,681)$744 $834 $823 
Prior service (cost)/credit$(900)$(1,006)$(1,022)$— $279 $498 
Total recognized in other comprehensive loss/(income)$(630,956)$(17,044)$114,001 $332 $645 $407 
Total recognized in net periodic benefit cost and other comprehensive loss/(income)$(57,633)$18,214 $144,254 $(285)$(145)$(857)

Of the amounts included in Accumulated Other Comprehensive Loss/(Income) as of December 31, 2019, the portions the Company expects to recognize as components of net periodic benefit cost in 2020 are as follows:
Retirement
Plans
Retiree Health and
Life Insurance Plans
Net actuarial loss/(gain)$22,486  $(808) 
Prior service cost/(credit)1,037  (279) 
 $23,523  $(1,087) 
The accumulated benefit obligation for all defined benefit plans was $1,959,010$504,944 and $1,668,396$2,081,850 at December 31, 20192021 and 2018,2020, respectively.
The projected benefit obligation (PBO), accumulated benefit obligation (ABO) and fair value of plan assets for pension plans with accumulated benefit obligations in excess of plan assets were, $1,658,018, $1,651,740$228,127, $223,657 and $1,341,556,$61,686, respectively, as of December 31, 2019,2021, and $1,397,040, $1,391,129$1,788,070, $1,783,883 and $1,013,173,$1,468,068, respectively, as of December 31, 2018.
The following table sets forth the Company’s projected benefit payments for the next ten years:
YearRetirement Plans
Retiree Health and
Life Insurance Plans
2020$96,448  $1,344  
2021$93,436  $1,305  
2022$94,786  $1,269  
2023$95,830  $1,230  
2024$97,372  $1,173  
2025-2029$508,354  $5,344  
2020.

Plan termination, settlements, changes and amendments
In July 2019, the Company's Board of Directors approved a resolution to terminate the Sonoco Pension Plan for Inactive Participants (the "Inactive Plan"), a tax-qualified defined benefit plan, effective September 30, 2019. Upon approval from the Pension Benefit Guaranty Corporation, and followingFollowing completion of a limited lump sum offering in April 2021, the Company is expected to settlesettled all remaining liabilities under the Inactive Plan in June 2021 through the purchase of annuities. The Company anticipates makingmade additional net contributions of $124,432 to the Inactive Plan of approximately $150,000 in late 2020 or early 2021 in order to be fully funded on a termination basis at the time of the annuity purchase. However, the actual amount of the Company's long-term liability when it is transferred, and the related cash contribution requirement, will depend upon the nature and timing of participant settlements, as well as prevailing market conditions. Non-cash, pretax settlement charges totaling approximately $600,000 are expected to be$538,722 were recognized beginning in 20202021 as the lump sum payouts and annuity purchases arewere made. The termination of the Inactive Plan will applyapplied to participants who havehad separated service from Sonoco and to non-union active employees who no longer accrueaccrued pension benefits. There iswas no change in the cumulative benefit previously earned by the approximately 11,000 impacted participants as a result ofaffected by these actions, and theactions. The Company will continuecontinues to manage and support the Active Plan, comprised of approximately 600700 active participants who continue to accrue benefits in accordance with a flat-dollar multiplier formula.
SettlementAdditional settlement charges totaling $2,377$11,984 and $730$854 were recognized in 20192021 and 2018,2020, respectively, primarily as a result of activity in our Canadian plans, including settlement charges in 2021 from the annuitization of the Trenton Union Plan in Ontario, Canada. This plan was terminated in June 2020 and the participants were fully annuitized in December 2021. Settlements in 2020 resulted from lump-sum payments made to certain participants of the Company's other Canadian pension planplans who elected a lump-sum distribution option upon retirement.
In February 2017,Projected benefit payments
The following table sets forth the Company initiated a program to settle a portion of theCompany’s projected benefit obligation (PBO) relating to terminated vested participants in the U.S. qualified retirement plans through either a single, lump-sum payment or the purchase of an annuity. The terminated vested population comprised approximately 15% of the beginning of year PBO of these plans. The Company successfully settled approximately 47% of the PBOpayments for the terminated vested plan participants. As a result of these and other smaller settlements, the Company recognized non-cash settlement charges of $32,761 in 2017. All settlement payments were funded from plan assets and did not require the Company to make any additional cash contributions.next ten years:
YearRetirement Plans
Retiree Health and
Life Insurance Plans
2022$23,934 $1,183 
2023$23,564 $1,163 
2024$23,999 $1,141 
2025$25,129 $1,116 
2026$27,620 $1,096 
2026-2030$129,131 $4,971 









F-28F-29 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Assumptions
The following tables set forth the major actuarial assumptions used in determining the benefit obligation and net periodic cost:
Weighted-average assumptions
used to determine benefit
obligations at December 31
U.S.
Retirement
Plans
U.S. Retiree
Health and
Life Insurance
Plans
Foreign Plans
Discount Rate
20212.77 %2.48 %2.22 %
20202.32 %2.04 %1.70 %
Rate of Compensation Increase
2021— %3.01 %3.21 %
2020— %3.03 %3.20 %
Weighted-average assumptions
used to determine benefit
obligations at December 31
U.S.
Retirement
Plans
U.S. Retiree
Health and
Life Insurance
Plans
Foreign Plans
Discount Rate
20192.87 %2.89 %2.28 %
20184.24 %4.02 %3.11 %
Rate of Compensation Increase
2019— %3.04 %3.37 %
2018— %3.06 %3.65 %
Weighted-average assumptions
used to determine net periodic benefit
cost for years ended December 31
U.S.
Retirement
Plans
U.S. Retiree
Health and
Life Insurance
Plans
Foreign
Plans
Discount Rate
20212.32 %2.04 %1.70 %
20202.87 %2.89 %2.28 %
20194.24 %4.02 %3.11 %
Expected Long-term Rate of Return
20213.27 %2.01 %3.69 %
20202.93 %2.93 %4.10 %
20196.63 %6.73 %4.62 %
Rate of Compensation Increase
2021— %3.03 %3.20 %
2020— %3.04 %3.37 %
2019— %3.06 %3.65 %
Weighted-average assumptions
used to determine net periodic benefit
cost for years ended December 31
U.S.
Retirement
Plans
U.S. Retiree
Health and
Life Insurance
Plans
Foreign
Plans
Discount Rate
20194.24 %4.02 %3.11 %
20183.59 %3.36 %2.78 %
20174.12 %3.70 %2.95 %
Expected Long-term Rate of Return
20196.63 %6.73 %4.62 %
20186.87 %6.95 %4.84 %
20176.86 %6.98 %4.52 %
Rate of Compensation Increase
2019— %3.06 %3.65 %
20183.40 %3.28 %3.62 %
20173.60 %3.32 %3.65 %

The Company adjusts its discount rates at the end of each fiscal year based on yield curves of high-quality debt instruments over durations that match the expected benefit payouts of each plan. The discount rate used to calculate the benefit obligation and funded status of the Inactive Plan at December 31, 2019, was determined on a plan termination basis. The expected long-term rate of return assumption is based on the Company’s current and expected future portfolio mix by asset class, and expected nominal returns of these asset classes using an economic “building block” approach. Expectations for inflation and real interest rates are developed and various risk premiums are assigned to each asset class based primarily on historical performance. The expected long-term rate of return also gives consideration to the expected level of outperformance to be achieved on that portion of the Company’s investment portfolio under active management. The assumed rate of compensation increase reflects historical experience and management’s expectations regarding future salary and incentive increases.
Medical trends
The U.S. Retiree Health and Life Insurance Plan makes up approximately 96%95% of the Retiree Health liability. Therefore, the following information relates to the U.S. plan only.
Healthcare Cost Trend RatePre-age 65Post-age 65
20196.25 %6.25 %
20186.50 %6.50 %
Ultimate Trend RatePre-age 65Post-age 65
20194.50 %4.50 %
20184.50 %4.50 %
Year at which the Rate Reaches
the Ultimate Trend Rate
Pre-age 65Post-age 65
201920262026
201820262026
Healthcare Cost Trend RatePre-age 65Post-age 65
20216.91 %8.27 %
20206.00 %6.00 %
Ultimate Trend RatePre-age 65Post-age 65
20214.45 %4.40 %
20204.50 %4.50 %
Year at which the Rate Reaches
the Ultimate Trend Rate
Pre-age 65Post-age 65
202120302030
202020262026

Increasing the assumed trend rate for healthcare costs by one percentage point would increase the accumulated postretirement benefit obligation (the APBO) and total service and interest cost component approximately $124 and $12, respectively. Decreasing the assumed trend rate for healthcare costs by one percentage point would decrease the APBO and total service and interest cost component approximately $115 and $11, respectively. Based on amendments to the U.S. plan approved in 1999, which became effective in 2003, cost increases borne by the Company are limited to the Urban CPI, as defined.



F-29F-30 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Retirement plan assets
The following table sets forth the weighted-average asset allocations of the Company’s retirement plans at 20192021 and 2018,2020, by asset category.
Asset Category
  
U.S.U.K.Canada
Equity securities2019— %42.1 %67.9 %
201848.3 %38.9 %55.4 %
Debt securities201991.6 %57.3 %31.6 %
201838.4 %60.5 %44.0 %
Alternative20195.7 %— %— %
201813.3 %— %— %
Cash and short-term investments20192.7 %0.6 %0.5 %
2018— %0.6 %0.6 %
Total2019100.0 %100.0 %100.0 %
2018100.0 %100.0 %100.0 %
Asset Category
  
U.S.U.K.Canada
Equity securities202123.5 %32.8 %33.6 %
20200.6 %41.4 %34.8 %
Debt securities202172.0 %66.6 %66.4 %
202092.2 %58.1 %55.4 %
Cash and short-term investments20214.5 %0.6 %— %
20207.2 %0.5 %9.8 %
Total2021100.0 %100.0 %100.0 %
2020100.0 %100.0 %100.0 %
The Company employs a total-return investment approach whereby a mix of equities and fixed income investments are used to maximize the long-term return of plan assets for a desired level of risk. Alternative assets such as real estate funds, private equity funds and hedge funds may also be used to enhance expected long-term returns while improving portfolio diversification. Risk tolerance is established through consideration of plan liabilities, plan funded status and corporate financial condition. Investment risk is measured and monitored on an ongoing basis through periodic investment portfolio reviews and periodic asset/liability studies. The assets of the Company's U.S. pension plans were subject to de-risking measures during 2019 and reallocated to a more conservative mix of primarily fixed income investments pending the annuitization of the Inactive Plan expected in late 2020 or early 2021.
At December 31, 2019,2021, postretirement benefit plan assets totaled $1,696,401,$431,047, of which $1,322,822$51,715, $304,582, and $50,837 were assets of the U.S., U.K. and Canadian Defined Benefit Plans.Plans, respectively.
U.S. defined benefit plans
The Company completed separate asset/liability studieshas adopted investment guidelines for both the Active Plan and Inactive Plan during 2011 and adopted investment guidelinesPlans based on asset/liability studies for each. These guidelines established a dynamic de-riskingderisking framework for gradually shifting the allocation of assets to long-duration domestic fixed income from equity and other asset categories, as the relative funding ratio of each plan increased over time. Beginning in 2019, the Company accelerated the de-riskingderisking measures in its U.S. defined benefit plans by making voluntary contributions totaling $200,000 to the plans and by reallocating plan assets to a more conservative mix of primarily fixed income investments. Subsequent to these de-riskingderisking actions, the Inactive Plan was terminated effective September 30, 2019. The current target allocation (midpoint) for2019 and fully settled in June 2021. As of December 31, 2021, only the InactiveActive Plan investment portfolio is: Debt Securities – 97% and Cash – 3%.remains. The current target allocation (midpoint) for the Active Plan investment portfolio is: Equity Securities - 20% and Debt Securities – 97% and Cash – 3%80%.
United Kingdom defined benefit plan
The equity investments consist of direct ownership and funds and are diversified among U.K. and international stocks of small and large capitalizations. The current target allocation (midpoint) for the investment portfolio is: Equity Securities – 42%32% and Debt Securities – 58%68%.
Canada defined benefit plan
The equity investments consist of direct ownership and funds and are diversified among Canadian and international stocks of primarily large capitalizations and short to intermediate duration corporate and government bonds. The current target allocation (midpoint) for the investment portfolio is:is 28% Equity Securities – 55%,and 72% Debt Securities – 44% and Cash – 1%.Securities.
Retiree health and life insurance plan assets
The following table sets forth the weighted-average asset allocations by asset category of the Company’s retiree health and life insurance plan.
Asset Category20192018
Equity securities—%  48.3%  
Debt securities91.6%  38.4%  
Alternative5.7%  13.3%  
Cash2.7%  —%  
Total100.0%  100.0%  
Asset Category20212020
Equity securities—%—%
Debt securities100.0%100.0%
Cash—%—%
Total100.0%100.0%

Contributions
Based on current actuarial estimates, the Company anticipates that contributions to its defined benefit plans excluding the Inactive Plan, will be approximately $25,000$16,000 in 2020. Contributions to the Inactive Plan of approximately $150,000 are expected to be made in late 2020 or early 2021 in order for the plan to be fully funded on a termination basis at the time of the annuity purchase.2022. No assurances can be made however, about funding requirements beyond 2020,2022, however, as they will depend largely on actual investment returns and future actuarial assumptions, and timing of annuity purchases.assumptions.
Sonoco SavingsRetirement and RetirementSavings Plan
The Sonoco SavingsRetirement and RetirementSavings Plan is a defined contribution retirement plan provided for certain of the Company’s U.S. employees. The plan is comprised of both an elective and non-elective component.
The elective component of the plan, which is designed to meet the requirements of section 401(k) of the Internal Revenue Code, allows participants to set aside a portion of their wages and salaries for retirement and encourages saving by matching a portion of their contributions with contributions from the Company. The plan provides for participant contributions of 1% to 100% of gross pay. Since January 1, 2010, the
F-30 FORM 10-K SONOCO 2019 ANNUAL REPORT


Company has matched 50% on the first 4% of compensation contributed by the participant as pretax contributions which are immediately fully vested. The Company’s expenses related to the plan for 2019, 20182021, 2020 and 20172019 were approximately $13,400, $12,500$13,900, $13,700 and $11,200,$13,400, respectively.
The non-elective component of the plan, the Sonoco Retirement Contribution (SRC), is available to certain employees who are not currently active participants in the Company’s U.S. qualified defined benefit pension plan. The SRC provides for an annual Company contribution of 4% of all eligible pay plus 4% of eligible pay in excess of the Social Security wage base to eligible participant accounts. Participants are fully vested after three years of service or upon reaching age 55, if earlier. The Company’s expenses related to the plan for 2019, 20182021, 2020 and 20172019 were approximately $23,752, $14,995$22,914, $23,505 and $14,540,$23,752, respectively. Cash contributions to the SRC totaled $22,665, $22,503 and $14,573 $14,151in 2021, 2020 and $14,066 in 2019, 2018 and 2017, respectively, and are expected to total approximately $23,000$22,000 in 2020.2022.
F-31 FORM 10-K SONOCO 2021 ANNUAL REPORT


In October 2021, the Company's Board of Directors approved an amendment to the Sonoco Retirement and Savings Plan to eliminate the SRC and to increase the Company's 401(k) matching contribution to 100% of the first 6% of pretax and/or Roth compensation contributed by the participant effective as of December 31, 2021. The amendment is expected to be neutral to total expense in 2022, but will be negative to operating cash flows in 2022 due to the timing of funding 401(k) matching contributions subsequent to each pay period compared with the annual funding of the SRC.
Other plans
The Company also provides retirement and postretirement benefits to certain other non-U.S. employees through various Company-sponsored and local government sponsored defined contribution arrangements. For the most part, the liabilities related to these arrangements are funded in the period they arise. The Company’s expenses for these plans were not material for all years presented.
14. Income taxes
The provision for taxes on income for the years ended December 31 consists of the following:
202120202019
Pretax income
Domestic$(342,951)$54,397 $217,098 
Foreign181,969 201,195 163,668 
Total pretax income$(160,982)$255,592 $380,766 
Current
Federal$21,247 $10,868 $14,933 
State15,212 4,608 2,565 
Foreign55,018 42,764 45,911 
Total current$91,477 $58,240 $63,409 
Deferred
Federal$(120,243)$432 $25,064 
State$(39,709)$512 8,599 
Foreign1,045 (6,154)(3,803)
Total deferred$(158,907)$(5,210)$29,860 
Total taxes$(67,430)$53,030 $93,269 
201920182017
Pretax income
Domestic$217,098  $225,442  $168,180  
Foreign163,668  153,089  146,374  
Total pretax income$380,766  $378,531  $314,554  
Current
Federal$14,933  $37,345  $120,398  
State2,565  6,164  5,623  
Foreign45,911  38,648  40,328  
Total current$63,409  $82,157  $166,349  
Deferred
Federal$25,064  $(5,571) $(16,797) 
State8,599  $(738) 3,499  
Foreign(3,803) (840) (6,462) 
Total deferred$29,860  $(7,149) $(19,760) 
Total taxes$93,269  $75,008  $146,589  
Deferred tax (liabilities)/assets are comprised of the following at December 31:
20192018
Property, plant and equipment$(91,207) $(102,007) 
Intangibles(134,868) (178,883) 
Leases(79,332) —  
Gross deferred tax liabilities$(305,407) $(280,890) 
Retiree health benefits$2,405  $2,989  
Foreign loss carryforwards58,527  57,581  
U.S. Federal loss and credit carryforwards86,748  86,655  
Capital loss carryforwards2,703  2,757  
Employee benefits87,295  114,872  
Leases79,673  —  
Accrued liabilities and other63,700  102,349  
Gross deferred tax assets$381,051  $367,203  
Valuation allowance on deferred tax assets$(105,347) $(103,289) 
Total deferred taxes, net$(29,703) $(16,976) 
20212020
Property, plant and equipment$(97,806)$(91,752)
Intangibles(96,057)(110,796)
Leases(75,587)(79,531)
Gross deferred tax liabilities$(269,450)$(282,079)
Retiree health benefits$2,935 $4,065 
Foreign loss carryforwards76,462 81,143 
U.S. Federal loss and credit carryforwards34,700 78,100 
Capital loss carryforwards4,050 3,121 
Employee benefits46,503 47,134 
Leases78,518 84,076 
Accrued liabilities and other assets75,611 69,341 
Gross deferred tax assets$318,779 $366,980 
Valuation allowance on deferred tax assets$(93,992)$(128,435)
Total deferred taxes, net$(44,663)$(43,534)
The Company has total federal net operating loss carryforwards of approximately $77,200$53,675 remaining at December 31, 2019.2021. These losses are limited based upon future taxable earnings of the respective entitiesCompany and expire between 2030 and 2036. U.S. foreign tax credit carryforwards of approximately $70,400$21,769 exist at December 31, 20192021 and expire in 2027. The Company is evaluating the feasibility of tax planning strategies which could allow a release of valuation allowance related to its foreign tax credits. A conclusion on this matter is expected to be reached in a subsequent quarter and it is reasonably possible that a benefit material to the Company's financial statements will be recognized at that time. Foreign subsidiary loss carryforwards of approximately $238,600$307,002 remain at December 31, 2019.2021. Their use is limited to future taxable earnings of the respective foreign subsidiaries or filing groups. Approximately $212,400$191,458 of these loss carryforwards do not have an expiration date. Of the remaining foreign subsidiary loss carryforwards, approximately $9,200$16,951 expire within the next five years and approximately $17,000$98,594 expire between 20252027 and 2039.2041. Foreign subsidiary capital loss carryforwards of approximately $15,800$16,187 exist at December 31, 20192021 and do not have an expiration date. Their use is limited to future capital gains of the respective foreign subsidiaries.
Approximately $12,300$11,086 in tax value of state loss carryforwards and $17,600$16,636 of state credit carryforwards remain at December 31, 2019.2021. These state loss and credit carryforwards are limited based upon future taxable earnings of the respective entities or filing group and expire between 20202022 and 2039.2041. State loss and credit carryforwards are reflected at their "tax" value, as opposed to the amount of expected gross deduction due to the vastly different apportionment and statutory tax rates applicable to the various entities and states in which the Company files.

F-31F-32 FORM 10-K SONOCO 20192021 ANNUAL REPORT


A reconciliation of the U.S. federal statutory tax rate to the actual consolidated tax expense(benefit from)/provision for income taxes is as follows:
  
201920182017
Statutory tax rate$79,961  21.0 %$79,491  21.0 %$110,094  35.0 %
State income taxes, net of federal tax benefit7,767  2.0 %7,534  2.0 %4,780  1.5 %
Valuation allowance3,174  0.8 %(14,902) (3.9)%(3,333) (1.1)%
Tax examinations including change in reserve for uncertain tax positions(1,639) (0.4)%(3,076) (0.8)%4,895  1.6 %
Adjustments to prior year deferred taxes(499) (0.1)%(1,899) (0.5)%(1,415) (0.4)%
Foreign earnings taxed at other than U.S. rates5,083  1.3 %8,224  2.2 %(16,233) (5.2)%
Disposition of business—  — %—  — %537  0.2 %
Effect of tax rate changes531  0.1 %(6,218) (1.6)%(22,183) (7.1)%
Deduction related to qualified production activities—  — %341  0.1 %(5,384) (1.7)%
Transition tax—  — %3,647  1.0 %76,933  24.5 %
Tax credits(13,310) (3.5)%(10,083) (2.7)%(1,197) (0.4)%
Global intangible low-taxed income (GILTI)12,340  3.2 %12,878  3.4 %—  — %
Foreign-derived intangible income(1,225) (0.3)%(1,174) (0.3)%—  — %
Other, net1,086  0.3 %245  0.1 %(905) (0.3)%
Total taxes$93,269  24.5 %$75,008  19.8 %$146,589  46.6 %
  
202120202019
Statutory tax rate$(33,806)21.0 %$53,674 21.0 %$79,961 21.0 %
State income taxes, net of federal tax benefit(15,863)9.9 %4,859 1.9 %7,767 2.0 %
Valuation allowance(33,576)20.9 %1,589 0.6 %3,174 0.8 %
Tax examinations including change in reserve for uncertain tax positions5,665 (3.5)%5,546 2.2 %(1,639)(0.4)%
Adjustments to prior year deferred taxes1,239 (0.8)%(265)(0.1)%(499)(0.1)%
Foreign earnings taxed at other than U.S. rates9,659 (6.0)%3,275 1.3 %5,083 1.3 %
Divestiture of business(808)0.5 %(15,356)(6.0)%— — %
Effect of tax rate changes275 (0.2)%(523)(0.2)%531 0.1 %
Foreign withholding taxes8,107 (5.0)%2,157 0.8 %2,015 0.5 %
Tax credits(21,936)13.6 %(13,529)(5.3)%(13,310)(3.5)%
Global intangible low-taxed income (GILTI)11,323 (7.0)%15,795 6.2 %12,340 3.2 %
Foreign-derived intangible income(202)0.1 %(1,238)(0.5)%(1,225)(0.3)%
Foreign currency gain/(loss) on distributions of previously taxed income3,365 (2.1)%(344)(0.1)%— — %
Other, net(872)0.5 %(2,610)(1.1)%(929)(0.2)%
(Benefit from)/Provision for income taxes$(67,430)41.9 %$53,030 20.7 %$93,269 24.4 %

The total amount of the one-time transition tax on certain accumulated foreign earnings as part of the Tax Cuts and Jobs Act ("Tax Act") was $80,580. Under the provisions of the Tax Act, the transition tax is payable in installments over a period of 8 years. The first two2 installments were paid in 2018 and 2019 with the filing of the Company's 2017 and 2018 federalU.S. income tax returns. The liability is further reduced by the deemed overpayment of federal income taxes. In 2021 the Company amended its 2017 U.S. income tax return to reflect a decrease in the transition tax from the increased use of foreign tax credits. The resulting overpayment reduced the remaining installment payments by $44,500. The remaining obligation of $46,295$1,795 is included in "Other Liabilities" in the Company's Consolidated Balance Sheet at December 31, 2019.2021.
The change in “Tax examinations including change in reserve for uncertain tax positions” is shown net of associated deferred taxes and accrued interest. Included in the change are net increases in reserves for uncertain tax positions of approximately $1,800, $1,700$2,330, $1,866 and $2,600$1,832 for uncertain items arising in 2019, 20182021, 2020 and 2017,2019, respectively, combined with adjustments related to prior year items, primarily decreases related to lapses of statutes of limitations in international, federal and state jurisdictions as well as overall changes in facts and judgment. These adjustments decreasedchanged the reserve by a total of approximately $(3,500), $(2,900)$3,743, $(2,601) and $(2,300)$(3,471) in 2019, 20182021, 2020 and 2017,2019, respectively.
In many of the countries in which the Company operates, earnings are taxed at rates different than in the U.S. This difference is reflected in “Foreign earnings taxed at other than U.S. rates” along with other items, if any, that impacted taxes on foreign earnings in the periods presented.
The benefits included in “Adjustments to prior year deferred taxes” for each of the years presented consist primarily of adjustments to deferred tax assets and liabilities arising from changes in estimates. The 2017 benefit included in the "Effect of tax rate changes for the year" relates primarily to changes made as a result of the Tax Act.
The 2018 benefits included in "Valuation allowance" includes a benefit"Divestiture of $16,100 relatedbusiness" relate to the revaluationsale of the valuation allowance on foreign tax credits due to the Tax Act.Company's European contract packaging business.
Of the $13,310$21,936 of tax credits for 2019, $10,4842021, $8,208 directly offsets the $12,340$11,323 of GILTI tax, resulting in a net GILTI tax of $1,856. This$3,115. Of the remainder, $10,980 relates to Research & Development tax credits, which is made up of amounts for both 2021 and 2020 tax years.
The benefits included in "Valuation allowance" include a $39,843 net GILTI tax includes a favorable adjustment for revisingrecognized benefit associated with the estimateamendment of net GILTI tax due on the 2018Company's 2017 U.S. income tax return to report increased utilization of $2,097.its foreign tax credits.
The Company maintains its assertion that its undistributed foreign earnings are indefinitely reinvested and, accordingly, has not recorded any deferred income tax liabilities that would be due if those earnings were repatriated. As of December 31, 2019,2021, these undistributed earnings total $916,457.$849,720. While the majority of these earnings have already been taxed in the U.S., a portion would be subject to foreign withholding and U.S. income taxes and credits if distributed. Computation of the deferred tax liability associated with unremitted earnings deemed to be indefinitely reinvested is not practicable at this time.
Reserve for uncertain tax positions
The following table sets forth the reconciliation of the gross amounts of unrecognized tax benefits at the beginning and ending of the periods indicated: 
201920182017202120202019
Gross Unrecognized Tax Benefits at January 1Gross Unrecognized Tax Benefits at January 1$14,400  $17,100  $17,700  Gross Unrecognized Tax Benefits at January 1$11,230 $12,200 $14,400 
Increases in prior years’ unrecognized tax benefitsIncreases in prior years’ unrecognized tax benefits—  —  700  Increases in prior years’ unrecognized tax benefits12,283 91 — 
Decreases in prior years’ unrecognized tax benefitsDecreases in prior years’ unrecognized tax benefits(1,300) (700) (2,400) Decreases in prior years’ unrecognized tax benefits(275)(464)(1,300)
Increases in current year's unrecognized tax benefitsIncreases in current year's unrecognized tax benefits1,300  1,200  1,600  Increases in current year's unrecognized tax benefits1,088 1,569 1,300 
Decreases in unrecognized tax benefits from the lapse of statutes of limitationsDecreases in unrecognized tax benefits from the lapse of statutes of limitations(2,300) (2,600) (300) Decreases in unrecognized tax benefits from the lapse of statutes of limitations(6,170)(1,866)(2,300)
SettlementsSettlements100  (600) (200) Settlements(14)(300)100 
Gross Unrecognized Tax Benefits at December 31Gross Unrecognized Tax Benefits at December 31$12,200  $14,400  $17,100  Gross Unrecognized Tax Benefits at December 31$18,142 $11,230 $12,200 
Of the unrecognized tax benefit balances at December 31, 20192021 and December 31, 2018, approximately $11,4002020, $17,425 and $13,500,$10,470, respectively, would have an impact on the effective tax rate if ultimately recognized.
F-33 FORM 10-K SONOCO 2021 ANNUAL REPORT


Interest and/or penalties related to income taxes are reported as part of income tax expense. The Company had approximately $2,000$875 and $2,100$2,006 accrued for interest related to uncertain tax positions at December 31, 20192021 and December 31, 2018,2020, respectively. Tax expense for the year ended December 31, 2019,2021, includes approximately $600an interest benefit of interest expense,$1,131, which is comprised of an interest benefit of approximately $900$1,396 related to the adjustment of prior years' items and interest expense of $1,500$265 on unrecognized tax benefits. The amounts listed above for
F-32 FORM 10-K SONOCO 2019 ANNUAL REPORT


accrued interest and interest expense do not reflect the benefit of a federal tax deduction which would be available if the interest were ultimately paid. Activity for the year also included $700 of settlements.
The Company and/or its subsidiaries file federal, state and local income tax returns in the United States and various foreign jurisdictions. With few exceptions, the Company is no longer subject to income tax examinations by tax authorities for years before 2012.2015.
The Company believes that it is reasonably possible that the amount reserved for uncertain tax positions at December 31, 20192021 will decrease by approximately $900$224 over the next twelve months. This change includes the anticipated increase in reserves related to existing positions offset by settlements of issues currently under examination and the release of existing reserves due to the expiration of the statute of limitations. Although the Company's estimate for the potential outcome for any uncertain tax issue is highly judgmental, management believes that any reasonably foreseeable outcomes related to these matters have been adequately provided for. However, future results may include favorable or unfavorable adjustments to estimated tax liabilities in the period the assessments are made or resolved or when statutes of limitation on potential assessments expire. Additionally, the jurisdictions in which earnings or deductions are realized may differ from current estimates. As a result, the effective tax rate may fluctuate significantly on a quarterly basis. The Company has operations in many countries outside of the United States and the taxes paid on those earnings are subject to varying rates. The Company is not dependent upon the favorable benefit of any one jurisdiction to an extent that loss of those benefits would have a material effect on the Company's overall effective tax rate.
As previously disclosed, in February 2017 the Company received a draft Notice of Proposed Adjustment (“NOPA”) from the Internal Revenue Service (IRS) in February 2017("IRS") proposing an adjustmentadjustments to income for the 2012 and 2013 tax year based on the IRS's recharacterization of a distribution of an intercompany note made in 2012, and the subsequent repayment of the note over the course of 2013, as if it were a cash distribution made in 2013.years. In March 2017, the Company received a draft NOPA proposing penalties of $18,000 associated with the IRS’s recharacterization, as well as an Information Document Request (“IDR”) requesting the Company’s analysis of why such penalties should not apply. The Company responded to this IDR in April 2017. On October 5, 2017, the Company received 2 revised draft NOPAs proposing the same adjustments and penalties as in the prior NOPAs. On November 14, 2017, the Company received 2 final NOPAs proposing the same adjustments and penalties as in the prior draft NOPAs. On November 20,  2017, the Company received a Revenue Agent's Report (“RAR”) that included the same adjustments and penalties as in the prior NOPAs.  At the time of the distribution in 2012, it was characterized as a dividend to the extent of earnings and profits, with the remainder as a tax free return of basis and taxable capital gain. As the IRS proposes to recharacterize the distribution, the entire distribution would be characterized as a dividend. The incremental tax liability associated with the income adjustment proposed in the RAR would be approximately $89,000, excluding interest and the previously referenced penalties. On January 22, 2018, the Company filed a protest to the proposed deficiency with the IRS. The Company received a rebuttal of its protest from the IRS on July 10, 2018, and the matter has now beenwas referred to the Appeals Division of the IRS. The Company had a pre-conference hearing with IRS Appeals duringIn the second quarter of 2019, and has had continued discussions with IRS Appeals throughout the year. If the matter is not resolved in IRS Appeals, the next step would be to file a petition in Tax Court. The Company strongly believes the position of the IRS with regard to this matter is inconsistent with applicable tax laws and existing Treasury regulations, and that the Company's previously reported income tax provision for the year in question is appropriate. However, there can be no assurance that this matter will be resolved in the Company's favor. Regardless of whether the matter is resolved in the Company's favor, the final resolution of this matter could be expensive and time consuming to defend and/or settle. While2021, the Company believes thatpaid $5,613 in taxes and interest to settle the amount of tax originally paid with respect to this distribution is correct, and accordingly has not provided additional reserve for tax uncertainty, there is still a possibility that an adverse outcome of the matter could have a material effect on its results of operations and financial condition.dispute.
15. Revenue Recognition
The Company records revenue when control is transferredchanged its operating and reporting structure in January 2021, realigning certain of its reportable segments. The revised structure consists of 2 reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining business reported as All Other. The Company's reportable segments are aligned by product nature as disclosed in Note 18. Previously reported amounts have been recast to conform to the customer, which is either upon shipment or over time in cases where the Company is entitled to payment with margin for products produced that are customer specific without alternative use. The Company recognizes over time revenue under the input method as goods are produced. Revenue that is recognized at a point in time is recognized when the customer obtains control of the goods. Customers obtain control either when goods are delivered to the customer facility, if the Company is responsible for arranging transportation, or when picked up by the customer's designated carrier. The Company commonly enters into Master Supply Arrangements (MSA) with customers to provide goods and/or services over specific time periods. Customers submit purchase orders with quantities and prices to create a contract for accounting purposes. Shipping and handling expenses are included in "Cost of Sales," and freight charged to customers is included in "Net Sales" in the Company's Consolidated Statements of Income.
The Company has rebate agreements with certain customers. These rebates are recorded as reductions of sales and are accrued using sales data and rebate percentages specific to each customer agreement. Accrued customer rebates are included in "Accrued expenses and other" in the Company's Consolidated Balance Sheets.
Payment terms under the Company's arrangements are short term in nature, generally no longer than 120 days. The Company does provide prompt payment discounts to certain customers if invoices are paid within a predetermined period. Prompt payment discounts are treated as a reduction of revenue and are determinable within a short period after the originating sale.current year presentation.
The following table setstables set forth information about contract assetsrevenue disaggregated by primary geographic regions for the years ended December 31, 2021, 2020 and liabilities from contracts2019. The tables also include a reconciliation of disaggregated revenue with customers. The balances of the contract assets and liabilities are located in "Other receivables" and "Accrued expenses and other" on the Consolidated Balance Sheets.reportable segments.

Year Ended December 31, 2021Consumer PackagingIndustrial Paper PackagingAll OtherTotal
Primary geographical markets:
   United States$1,607,810 $1,421,684 $620,596 $3,650,090 
   Europe444,734 408,093 88,828 941,655 
   Canada117,492 94,780 — 212,272 
   Asia Pacific82,882 316,841 1,280 401,003 
   Other115,429 222,914 47,075 385,418 
          Total$2,368,347 $2,464,312 $757,779 $5,590,438 
December 31, 2019December 31, 2018
Contract Assets$56,364  $48,786  
Contract Liabilities(17,047) (18,533) 









Year Ended December 31, 2020Consumer PackagingIndustrial Paper PackagingAll OtherTotal
Primary geographical markets:
   United States$1,581,639 $1,177,903 $651,721 $3,411,263 
   Europe394,473 328,410 332,947 1,055,830 
   Canada96,457 84,968 — 181,425 
   Asia Pacific74,823 241,163 684 316,670 
   Other82,467 159,030 30,758 272,255 
          Total$2,229,859 $1,991,474 $1,016,110 $5,237,443 
F-33F-34 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Significant changes in the contract assets and liabilities balances during the period were as follows:
December 31, 2019December 31, 2018
Contract AssetContract LiabilityContract AssetContract Liability
Beginning balance$48,786  $(18,533) $45,877  $(17,736) 
Revenue deferred or rebates accrued—  (29,062) —  (19,730) 
Recognized as revenue—  8,473  —  1,652  
Rebates paid to customers—  22,075  —  17,281  
Increases due to rights to consideration for customer specific goods produced, but not billed during the period51,797  —  48,786  —  
Transferred to receivables from contract assets recognized at the beginning of the period(48,786) —  (45,877) —  
Increase as a result of cumulative catch-up arising from changes in the estimate of completion, excluding amounts transferred to receivables during the period—  —  —  —  
Impairment of contract asset—  —  —  —  
Contract asset acquired in a business combination4,567  —  —  —  
Ending balance$56,364  $(17,047) $48,786  $(18,533) 
Year Ended December 31, 2019Consumer PackagingIndustrial Paper PackagingAll OtherTotal
Primary geographical markets:
   United States$1,571,030 $1,178,904 $658,525 $3,408,459 
   Europe368,417 346,102 364,247 1,078,766 
   Canada108,848 117,201 — 226,049 
   Asia Pacific70,504 278,401 1,354 350,259 
   Other89,775 177,272 43,627 310,674 
          Total$2,208,574 $2,097,880 $1,067,753 $5,374,207 

Contract assets and liabilities are generally short in duration given the nature of products produced by the Company. Contract assets representsrepresent goods produced without alternative use for which the Company is entitled to payment with margin prior to shipment. Upon shipment, the Company is entitled to bill the customer, and therefore amounts included in contract assets will be reduced with the recording of an account receivable as they represent an unconditional right to payment. Contract liabilities represent revenue deferred due to pricing mechanisms utilized by the Company in certain multi-year arrangements, volume rebates, and receipts of advanced payments. For multi-year arrangements with pricing mechanisms, the Company will generally defer revenue during the initial term of the arrangement, and will release the deferral over the back half of the contract term. The Company's reportable segmentsContract assets and liabilities are alignedgenerally short in duration given the nature of products produced by product nature as disclosed in Note 18.the Company.
The following tables settable sets forth information about revenue disaggregated by primary geographic regions forcontract assets and liabilities from contracts with customers. The balances of the years ended December 31, 2019contract assets and 2018. The tables also include a reconciliation of disaggregated revenue with reportable segments.liabilities are located in "Other receivables" and "Accrued expenses and other" on the Consolidated Balance Sheets.

Twelve Months Ended December 31, 2019Consumer PackagingDisplay and PackagingPaper and Industrial Converted ProductsProtective SolutionsTotal
Primary geographical markets:
   United States$1,659,071  $246,735  $1,095,437  $407,216  $3,408,459  
   Europe407,759  301,866  346,102  23,039  1,078,766  
   Canada108,848  —  117,201  —  226,049  
   Asia Pacific70,504  —  277,385  2,370  350,259  
   Other87,204  5,524  138,614  79,332  310,674  
          Total$2,333,386  $554,125  $1,974,739  $511,957  $5,374,207  

Twelve Months Ended December 31, 2018Consumer PackagingDisplay and PackagingPaper and Industrial Converted ProductsProtective SolutionsTotal
Primary geographical markets:
   United States$1,676,204  $290,295  $1,108,735  $415,135  $3,490,369  
   Europe418,129  294,156  354,705  25,664  1,092,654  
   Canada115,183  —  131,025  —  246,208  
   Asia Pacific69,242  —  178,509  3,548  251,299  
   Other81,241  7,858  137,979  83,330  310,408  
          Total$2,359,999  $592,309  $1,910,953  $527,677  $5,390,938  
December 31, 2021December 31, 2020
Contract Assets$51,106 $48,390 
Contract Liabilities(18,993)(16,687)


Significant changes in the contract assets and liabilities balances during the twelve months ended December 31, 2021 and 2020 were as follows:
December 31, 2021December 31, 2020
Contract AssetContract LiabilityContract AssetContract Liability
Beginning balance$48,390 $(16,687)$56,364 $(17,047)
Revenue deferred or rebates accrued— (36,527)— (32,512)
Recognized as revenue— 7,238 — 9,189 
Rebates paid to customers— 26,983 — 23,683 
Increases due to rights to consideration for customer specific goods produced, but not billed during the period51,106 — 48,390 — 
Transferred to receivables from contract assets recognized at the beginning of the period(48,390)— (56,364)— 
Ending balance$51,106 $(18,993)$48,390 $(16,687)
F-34 FORM 10-K SONOCO 2019 ANNUAL REPORT


16. Commitments and contingencies
Pursuant to U.S. GAAP, accruals for estimated losses are recorded at the time information becomes available indicating that losses are probable and that the amounts are reasonably estimable. As is the case with other companies in similar industries, the Company faces exposure from actual or potential claims and legal proceedings from a variety of sources. Some of these exposures, as discussed below, have the potential to be material.
Environmental matters
The Company is subject to a variety of environmental and pollution control laws and regulations in all jurisdictions in which it operates.

Spartanburg
In connection with its acquisition of Tegrant in November 2011, the Company identified potential environmental contamination at a site in Spartanburg, South Carolina. The total remediation cost of the Spartanburg site was estimated to be $17,400 at the time of the acquisition and an accrual in this amount was recorded on Tegrant’s opening balance sheet. Since the acquisition, the Company has spent a total of $1,611$1,845 on remediation of the Spartanburg site.
Based on favorable developments at the Spartanburg site, the Company reduced its estimated environmental reserve by $10,000 during the third quarter of 2019 in order to reflect its revised best estimate of what it is likely to pay in order to complete the remediation. This adjustment resulted in a $10,000 reduction in "Selling, general and administrative expenses" in the Company's Consolidated Statement of Income for the year ended December 31, 2019.
At December 31, 20192021 and 2018,2020, the Company's accrual for environmental contingencies related to the Spartanburg site totaled $5,789$5,555 and $15,964,$5,700, respectively. The Company cannot currently estimate its potential liability, damages or range of potential loss, if any, beyond the amounts
F-35 FORM 10-K SONOCO 2021 ANNUAL REPORT


accrued with respect to this exposure. However, the Company does not believe that the resolution of this matter has a reasonable possibility of having a material adverse effect on the Company's financial statements.

Other environmental matters
The Company has been named as a potentially responsible party at several other environmentally contaminated sites. All of the sites are also the responsibility of other parties. The potential remediation liabilities are shared with such other parties, and, in most cases, the Company’s share, if any, cannot be reasonably estimated at the current time. However, the Company does not believe that the resolution of these matters has a reasonable possibility of having a material adverse effect on the Company's financial statements. At December 31, 20192021 and 2018,2020, the Company's accrual for these other sites totaled $2,938$1,825 and $4,136,$2,433, respectively.

Summary
As of December 31, 20192021 and 2018,2020, the Company (and its subsidiaries) had accrued $8,727$7,380 and $20,100,$8,133, respectively, related to environmental contingencies. These accruals are included in “Accrued expenses and other” on the Company’s Consolidated Balance Sheets.
Other legal and regulatory matters
As described more fullypreviously disclosed, in Note 14 to these Consolidated Financial Statements,February 2017 the Company has received a final Revenue Agent's Report ("RAR"Notice of Proposed Adjustment (“NOPA”) from the IRSInternal Revenue Service (“IRS”) proposing an adjustmentadjustments to income for the 2012 and 2013 tax year. The incremental tax liability associated with the proposed adjustment would be approximately $89,000, excluding interest and penalties. On January 22,years. In 2018, the Company filed a protest to the proposed deficiency with the IRS. The Company received a rebuttal of its protest from the IRS on July 10, 2018, and the matter has now beenwas referred to the Appeals Division of the IRS. The Company had a pre-conference hearing with IRS Appeals duringIn the second quarter of 2019, and has had continued discussions with IRS Appeals throughout the year. If the matter is not resolved in IRS appeals, the next step would be to file a petition in Tax Court. The Company strongly believes the position of the IRS with regard to this matter is inconsistent with applicable tax laws and existing Treasury regulations, and that the Company's previously reported income tax provision for the year in question is appropriate. However, there can be no assurance that this matter will be resolved in the Company's favor. Regardless of whether the matter is resolved in the Company's favor, the final resolution of this matter could be expensive and time consuming to defend and/or settle. While2021, the Company believes thatpaid $5,613 in taxes and interest to settle the amount of tax originally paid with respect to this distribution is correct, and accordingly has not provided additional reserve for tax uncertainty, there is still a possibility that an adverse outcome of the matter could have a material effect on its results of operations and financial condition.

In addition to those described above, the Company is subject to other various legal proceedings, claims and litigation arising in the normal course of business. While the outcome of these matters could differ from management’s expectations, the Company does not believe that the resolution of these matters has a reasonable possibility of having a material adverse effect on the Company’s financial statements.dispute.
Commitments
As of December 31, 2019,2021, the Company had long-term obligations to purchase electricity and steam, which it uses in its production processes, as well as long-term purchase commitments for certain raw materials, principally old corrugated containers. These purchase commitments require the Company to make total payments of approximately $99,323,$99,271, as follows: $39,707$81,398 in 2020; $20,9602022; $15,153 in 2021; $23,1342023; $1,419 in 2022, $9,3252024, $1,301 in 20232025, and a total of $6,197$0 from 20242026 through 2028.2030.

17. Shareholders’ equity and earnings per share
StockShare repurchases
On April 20, 2021, the Company's Board of Directors (the "Board") authorized the repurchase of the Company's common stock in an aggregate amount of up to $350,000. Following the transactions described below, a total of $137,972 remains available for share repurchases under this authorization as of December 31, 2021.
On May 6, 2021, the Company repurchased approximately 53,500 shares for $3,615 from a private stockholder based upon the average stock price on that day.
On May 10, 2021, the Company entered into an accelerated share repurchase agreement ("ASR Agreement") with a financial institution to repurchase outstanding shares of the Company's common stock. In exchange for an upfront payment of $150,000, which was funded with available cash on hand, the financial institution delivered 1,751,825 initial shares to the Company, representing 80% of the expected number of shares to be repurchased during the repurchase period based upon the closing stock price on May 10, 2021 of $68.50 per share. The initial shares received were retired by the Company. The final number of shares repurchased and retired was based on the Company's volume-weighted average share price during the repurchase period, less a discount and subject to certain adjustments (the "Settlement Price").
Pursuant to the ASR Agreement, the financial institution elected to accelerate the settlement of the transaction in 2 tranches. On July 21, 2021, the financial institution transferred 167,743 additional shares to the Company based upon an effective Settlement Price of $66.52 and a notional value of $50,000, or one third of the total $150,000 prepayment. On July 26, 2021, the financial institution transferred 336,996 additional shares to the Company upon full settlement of the remaining $100,000 notional value of the transaction at the final Settlement Price of $66.45.
On October 25, 2021, the Company entered into a Rule 10b5-1 Repurchase Plan with a financial institution to repurchase outstanding shares of the Company's common stock pursuant to its Board authorization. The Company repurchased and retired 976,191 shares for $58,413 prior to the termination of the trading period on November 23, 2021.
The costs of these share repurchases were allocated to "Capital in excess of stated value" on the Company's Consolidated Balance Sheet as of December 31, 2021.
The Company occasionally repurchases shares of its common stock to satisfy employee tax withholding obligations in association with the exercise of stock appreciation rights, restricted stock, and performance-based stock awards. These repurchases, which are not part of a publicly announced plan or program, totaled 99,824 shares during 2021, 148,680 shares during 2020, and 169,290 shares during 2019, 266,652 shares during 2018, and 119,349 shares during 2017, at a cost of $6,057, $8,483 and $9,608, $14,561 and $6,335, respectively.

On February 10, 2016, the Company’s Board of Directors authorized the repurchase of up to 5,000,000 shares of the Company’s common stock. During 2016, a total of 2,030,389 shares were repurchased under this authorization at a cost of $100,000. NaN shares were repurchased during 2017 and 2018. Accordingly, at December 31, 2019, a total of 2,969,611 shares remain available for repurchase under this authorization.

F-35F-36 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Earnings per share
The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data):
201920182017
Numerator:
Net income attributable to Sonoco$291,785  $313,560  $175,345  
Denominator:
Weighted average common shares outstanding100,742  100,539  100,237  
Dilutive effect of stock-based compensation434  477  615  
Diluted outstanding shares101,176  101,016  100,852  
Per common share:
Net income attributable to Sonoco:
Basic$2.90  $3.12  $1.75  
Diluted$2.88  $3.10  $1.74  
Cash dividends$1.70  $1.62  $1.54  
202120202019
Numerator:
Net (loss)/income attributable to Sonoco$(85,477)$207,463 $291,785 
Denominator:
Weighted average common shares outstanding99,608 100,939 100,742 
Dilutive effect of stock-based compensation— 270 434 
Diluted outstanding shares99,608 101,209 101,176 
Per common share:
(Loss)/Income available to common shareholders:
Basic$(0.86)$2.06 $2.90 
Diluted$(0.86)$2.05 $2.88 
Cash dividends$1.80 $1.72 $1.70 
No adjustments were made to reported net income"Net income/(loss) attributable to Sonoco" in the computationcomputations of earningsnet income/(loss) attributable to Sonoco per common share.
Potentially dilutive securities are calculated in accordance with the treasury stock method. For stock appreciation rights (SARs), in particular, the treasury stock method which assumes the proceeds from the exercise of all dilutive stock appreciation rights (SARs)SARs are used to repurchase the Company’s common stock. Certain SARs are not dilutive because either the exercise price is greater than the average market price of the stock during the reporting period or assumed repurchases from proceeds from the exercise of the SARs were antidilutive.

The average number of shares that were not dilutive and therefore not included in the computation of diluted (loss) income per share was as follows for the years ended December 31, 2019, 20182021, 2020 and 20172019 (in thousands):
201920182017
Anti-dilutive stock appreciation rights475  786  487  
202120202019
Anti-dilutive stock appreciation rights202 772 475 
These stock appreciation rights may become dilutive in future periods if the market price of the Company’s common stock appreciates.
Noncontrolling interests
In 1994,Diluted earnings per share is computed by dividing net income by the Company entered intoweighted average shares outstanding, assuming all dilutive potential common shares were issued, unless doing so is anti-dilutive. Such securities have an anti-dilutive impact in those periods in which a joint venture agreement with two partners in Asialoss is reported. Diluted net loss per share of common stock for the manufacturing and marketing of products in the Asian markets. Prior toyear ended December 31, 2018,2021 is the Company owned a controlling interestsame as basic net loss per share because otherwise dilutive securities are excluded from the computation of 79.25%diluted net loss per share. The number of potentially dilutive securities excluded from the joint venture and consolidatedcomputation of diluted net loss per share during the net assets of the Asia joint venture. Onyear ended December 31, 2018, the Company acquired the 19.08% ownership interest of PFE Hong Kong Limited, one of the joint venture partners, for $35,000 in cash, bringing the Company’s total ownership in the Asia joint venture to 98.33%. As a result of the purchase, the Company wrote off the $11,695 book value of the noncontrolling interest and recorded a $23,305 reduction in Capital in Excess of Stated Value. One of the Company's directors, Harry A. Cockrell, is a principal shareholder of PFE Hong Kong Limited.

On October 1, 2018, the Company completed the acquisition of the remaining 70% interest in Conitex Sonoco (see Note 3). The acquisition of Conitex Sonoco included joint ventures in Indonesia and China in which the Company owns a controlling interest. The noncontrolling interests relating to these joint ventures were recorded on the opening balance sheet at their fair value of $2,655.

During the third quarter of 2017, the Company recorded a $1,341 noncontrolling interest related to the creation of a joint venture for the manufacture of tubes and cores from a facility in Saudi Arabia. The Company owns a 51% share in the joint venture and the assets have been consolidated. 2021 was $470.
18. Segment reporting
The Company reportschanged its financial resultsoperating and reporting structure in 4January 2021 and, as a result, realigned certain of its reportable segments effective January 1, 2021. The revised structure consists of 2 reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other.
The Company's former Protective Solutions and Display and Packaging Papersegments have been eliminated and Industrial Converted Products,the underlying businesses and Protective Solutions.their results have been realigned into All Other or, in certain cases, subsumed into the remaining 2 segments.
The Consumer Packaging segment primarily serves prepared and fresh food markets along with other packaging for direct consumer products and includes the following products and services: round and shaped rigid containers and trays (both composite and thermoformed plastic); extruded and injection-molded plastic products; printed flexible packaging; global brand artwork management; andpaper containers; metal and peelable membrane ends and closures.closures; thermoformed plastic trays and containers; printed flexible packaging; and global brand artwork management.
The Display andIndustrial Paper Packaging segment, previously called Paper and Industrial Converted Products, includes the following products: fiber-based tubes, cones, and cores; fiber-based construction tubes; fiber-based protective packaging and components; wooden, metal and composite wire and cable reels and spools; and recycled paperboard, corrugating medium, recovered paper and material recycling services.
Businesses grouped as All Other include healthcare, protective and retail security packaging and industrial plastic products. These businesses include the following products and services: designing, manufacturing, assembling, packingthermoformed rigid plastic trays and distributing temporary, semi-permanentdevices; custom-engineered molded foam protective packaging and permanent point-of-purchase displays; supply chain management services, including contract packing, fulfillmentcomponents; temperature-assured packaging; injection molded and scalable service centers;extruded containers, spools and parts; retail security packaging, including printed backer cards, thermoformed blisters and heat sealing equipment; and paper amenities, such as coastersamenities. Prior to the divestiture of the Company's global display and glass covers.
The Paperpackaging business in 2 separate transactions, the European contract packaging business on November 30, 2020 and Industrial Converted Products segment includes the following products: paperboard tubes, conesU.S. display and cores; fiber-based construction tubes; wooden, metalpackaging business on April 4, 2021, these businesses, which included point-of-purchase displays, fulfillment operations, and composite wire and cable reels and spools; and recycled paperboard, linerboard, corrugating medium, recovered paper and material recycling services.
The Protective Solutions segment includes the following products: custom-engineered paperboard-based and expanded foam protectivecontract packaging, and components; and temperature-assurance packaging.were reported in All Other.
Restructuring charges, asset impairment charges, gains or losses from the dispositiondivestiture of businesses, insurance settlement gains, acquisition-related costs, non-operating pension costs, interest expense and interest income are included in (loss)/income before income taxes under “Corporate.”"Corporate".


F-36F-37 FORM 10-K SONOCO 20192021 ANNUAL REPORT


The following table sets forth financial information about each of the Company's business segments:
  
Years ended December 31
  
Consumer
Packaging
Display and PackagingPaper and
Industrial
Converted
Products
Protective
Solutions
CorporateConsolidated
Total Revenue
2019$2,338,881  $558,747  $2,111,491  $513,584  $—  $5,522,703  
20182,363,292  595,855  2,042,732  529,324  —  5,531,203  
20172,129,022  511,099  2,007,321  540,665  —  5,188,107  
Intersegment Sales1
2019$5,495  $4,622  $136,752  $1,627  $—  $148,496  
20183,293  3,546  131,779  1,647  —  140,265  
20175,557  2,863  141,141  1,896  —  151,457  
Sales to Unaffiliated Customers
2019$2,333,386  $554,125  $1,974,739  $511,957  $—  $5,374,207  
20182,359,999  592,309  1,910,953  527,677  —  5,390,938  
20172,123,465  508,236  1,866,180  538,769  —  5,036,650  
Income Before Income Taxes2
2019$228,416  $27,723  $219,052  $50,201  $(144,626) $380,766  
2018224,505  13,291  211,122  42,902  (113,289) 378,531  
2017255,759  2,632  161,591  42,357  (147,785) 314,554  
Identifiable Assets3
2019$2,239,674  $452,155  $1,701,902  $580,411  $152,147  $5,126,289  
20181,993,417  440,972  1,472,148  535,443  141,485  4,583,465  
20171,890,516  480,892  1,346,391  552,425  287,497  4,557,721  
Depreciation, Depletion and Amortization4
2019$111,919  $14,926  $85,619  $26,676  $—  $239,140  
2018116,841  18,020  74,434  26,950  —  236,245  
201798,882  17,090  74,850  26,803  —  217,625  
Capital Expenditures
2019$64,590  $5,065  $112,308  $6,880  $7,091  $195,934  
201866,659  19,849  91,423  5,879  8,764  192,574  
201763,617  23,908  61,443  19,031  20,914  188,913  

segments. Segment financial information for prior periods has been recast to conform to the current-year presentation.
  
Years ended December 31
  
Consumer
Packaging
Industrial Paper PackagingAll OtherCorporateConsolidated
Total Revenue
20212,373,583 2,578,379 768,476 — $5,720,438 
20202,234,292 2,090,731 1,024,060 — 5,349,083 
20192,213,874 2,208,871 1,078,496 — 5,501,241 
Intersegment Sales1
20215,236 114,067 10,697 — $130,000 
20204,433 99,257 7,950 — 111,640 
20195,300 110,991 10,743 — 127,034 
Sales to Unaffiliated Customers
20212,368,347 2,464,312 757,779 — $5,590,438 
20202,229,859 1,991,474 1,016,110 — 5,237,443 
20192,208,574 2,097,880 1,067,753 — 5,374,207 
(Loss) / Income Before Income Taxes2
2021252,824 218,345 44,195 (676,346)$(160,982)
2020278,443 176,809 71,737 (271,397)255,592 
2019207,408 244,982 73,002 (144,626)380,766 
Identifiable Assets3
20211,956,688 1,971,293 886,647 258,607 $5,073,235 
20201,926,294 1,805,388 1,018,091 527,486 5,277,259 
20191,950,127 1,736,734 1,287,281 152,147 5,126,289 
Depreciation, Depletion and Amortization4
202198,737 96,084 44,265 — $239,086 
2020109,310 94,801 51,248 — 255,359 
2019107,948 86,861 44,331 — 239,140 
Capital Expenditures
202160,532 150,225 22,780 22,482 $256,019 
202059,040 87,549 24,701 22,837 194,127 
201961,787 112,852 14,204 7,091 195,934 
1
Intersegment sales are recorded at a market-related transfer price.

2
Included in Corporate above are interest expense, interest income, restructuring/asset impairment charges, property insurance settlement gains, non-operating pension costs, acquisition-relatedacquisition/divestiture-related charges, and other non-operational income and expenses associated with the following segments:

Consumer
Packaging
Display
and
Packaging
Paper and
Industrial
Converted
Products
Protective
Solutions
CorporateTotal
2019$41,155  $(7,358) $5,270  $9,083  $96,476  $144,626  
201818,391  19,046  11,773  1,529  62,550  113,289  
20179,990  2,082  24,281  3,071  108,361  147,785  

Consumer
Packaging
Industrial Paper
Packaging
All OtherCorporateTotal
2021$4,197 $(3,056)$5,343 $669,862 $676,346 
2020100,166 33,450 27,835 109,946 271,397 
201940,831 5,491 1,828 96,476 144,626 
 The remaining amounts reported as Corporate consist of interest expense, interest income, non-operating pension costs, and other non-operational income and expenses not associated with a particular segment.
3
Identifiable assets are those assets used by each segment in its operations. Corporate assets consist primarily of cash and cash equivalents, investments in affiliates, headquarters facilities, deferred income taxes and prepaid expenses.
4
Depreciation, depletion and amortization incurred at Corporate are allocated to the reportable segments.
F-37F-38 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Geographic regions
Sales to unaffiliated customers and long-lived assets by geographic region are as follows:
201920182017
Sales to Unaffiliated Customers
United States$3,408,459  $3,490,369  $3,263,975  
Europe1,078,766  1,092,654  981,178  
Canada226,049  246,208  245,992  
All other660,933  561,707  545,505  
Total$5,374,207  $5,390,938  $5,036,650  
Long-lived Assets
United States$2,177,918  $1,953,391  $1,962,196  
Europe648,648  641,600  659,615  
Canada107,470  113,782  120,062  
All other224,783  241,767  108,395  
Total$3,158,819  $2,950,540  $2,850,268  
202120202019
Sales to Unaffiliated Customers
United States$3,650,090 $3,411,263 $3,408,459 
Europe941,655 1,055,830 1,078,766 
Canada212,272 181,425 226,049 
Asia Pacific401,003 316,670 350,259 
Other385,418 272,255 310,674 
Total$5,590,438 $5,237,443 $5,374,207 
Long-lived Assets
United States$2,078,342 $2,016,185 $2,177,918 
Europe545,211 673,725 648,648 
Canada104,913 102,932 107,470 
Asia Pacific157,084 163,393 160,740 
Other68,949 51,001 64,043 
Total$2,954,499 $3,007,236 $3,158,819 
Sales are attributed to countries/regions based upon the plant location from which products are shipped. Long-lived assets are comprised of property, plant and equipment, goodwill, intangible assets and investment in affiliates (see Notes 6 and 8).
19. Accumulated other comprehensive loss
The following table summarizes the components of accumulated other comprehensive loss and the changes in accumulated other comprehensive loss, net of tax as applicable, for the years ended December 31, 20192021 and 2018:
Foreign
Currency
Items
Defined
Benefit
Pension Items
Gains and Losses on Cash Flow Hedges
Accumulated
Other
Comprehensive
Loss
Balance at December 31, 2017$(198,495) $(467,136) $(641) $(666,272) 
Other comprehensive income/(loss) before reclassifications(53,504) (50,232) (1,380) (105,116) 
Amounts reclassified from accumulated other comprehensive loss to net income897  29,988  71  30,956  
Amounts reclassified from accumulated other comprehensive loss to fixed assets—  —  (305) (305) 
Other comprehensive income/(loss)(52,607) (20,244) (1,614) (74,465) 
Amounts reclassified from accumulated other comprehensive loss to retained earnings—  —  (176) (176) 
Balance at December 31, 2018$(251,102) $(487,380) $(2,431) $(740,913) 
Other comprehensive income/(loss) before reclassifications9,108  (111,493) 2,061  (100,324) 
Amounts reclassified from accumulated other comprehensive loss to net income—  24,460  81  24,541  
Amounts reclassified from accumulated other comprehensive loss to fixed assets—  —  (107) (107) 
Other comprehensive income/(loss)9,108  (87,033) 2,035  (75,890) 
Balance at December 31, 2019$(241,994) $(574,413) $(396) $(816,803) 
2020:
Foreign
Currency
Items
Defined
Benefit
Pension Items
Gains and Losses on Cash Flow Hedges
Accumulated
Other
Comprehensive
Loss
Balance at December 31, 2019$(241,994)$(574,413)$(396)$(816,803)
Other comprehensive income/(loss) before reclassifications60,336 (10,480)(2,952)46,904 
Amounts reclassified from accumulated other comprehensive loss to net income(12,366)22,146 3,278 13,058 
Amounts reclassified from accumulated other comprehensive loss to fixed assets— — (1)(1)
Other comprehensive income/(loss)47,970 11,666 325 59,961 
Balance at December 31, 2020$(194,024)$(562,747)$(71)$(756,842)
Other comprehensive (loss)/income before reclassifications(75,052)49,145 7,589 (18,318)
Amounts reclassified from accumulated other comprehensive loss to net loss— 422,205 (6,258)415,947 
Amounts reclassified from accumulated other comprehensive loss to fixed assets— — (212)(212)
Other comprehensive (loss) income(75,052)471,350 1,119 397,417 
Balance at December 31, 2021$(269,076)$(91,397)$1,048 $(359,425)



F-38F-39 FORM 10-K SONOCO 20192021 ANNUAL REPORT


The following table summarizes the amounts reclassified from accumulated other comprehensive loss and the affected line items in the consolidated statements of net income for the years ended December 31, 20192021 and 2018:2020:
Details about Accumulated Other Comprehensive Loss ComponentsYear Ended December 31, 2021Year Ended December 31, 2020Affected Line Item in the Consolidated Statements of Net Income
Foreign currency items
Amounts reclassified to net (loss)/income$— $12,366 Loss on divestiture of business,net
— 12,366 Net (loss)/income
Defined benefit pension items (see Note 13)
Effect of settlement loss(550,706)(854)Non-operating pension cost
Effect of curtailment loss— (32)Non-operating pension cost
Amortization of defined benefit pension items(16,659)(28,726)Non-operating pension cost
(567,365)(29,612)
145,160 7,466 (Benefit from)/Provision for income taxes
(422,205)(22,146)Net (loss)/income
Gains and losses on cash flow hedges (see Note 10)
Foreign exchange contracts3,212 (6,662)Net Sales
Foreign exchange contracts(2,544)3,576 Cost of sales
Commodity contracts7,794 (1,213)Cost of sales
8,462 (4,299)(Loss)/Income before income taxes
(2,204)1,021 (Benefit from)/Provision for income taxes
6,258 (3,278)Net (loss)/income
Total reclassifications for the period$(415,947)$(13,058)Net (loss)/income

Details about Accumulated Other Comprehensive Loss ComponentsTwelve Months Ended 
 December 31, 2019
Twelve Months Ended 
 December 31, 2018
Affected Line Item in the Consolidated Statements of Net Income
Foreign currency items
Amounts reclassified to net income$—  $(897) Selling, general and administrative expenses  
—  (897) 
Defined benefit pension items (see Note 13)
Effect of settlement loss(2,377) (730) Non-operating pension cost  
Effect of curtailment loss—  (256) Non-operating pension cost  
Amortization of defined benefit pension items(30,382) (36,689) Non-operating pension cost  
(32,759) (37,675) 
8,299  7,687  Provision for income taxes  
(24,460) (29,988) Net income  
Gains and losses on cash flow hedges (see Note 10)
Foreign exchange contracts1,381  (203) Net Sales  
Foreign exchange contracts(1,758) (20) Cost of sales  
Commodity contracts270  115  Cost of sales  
(107) (108) Income before income taxes  
26  37  Provision for income taxes  
(81) (71) Net income  
Total reclassifications for the period$(24,541) $(30,956) Net income  

The following table summarizes the tax (expense) benefit amounts for the other comprehensive loss components for the years ended December 31, 20192021 and 2018:
For the year ended December 31, 2019For the year ended December 31, 2018
Before Tax AmountTax (Expense) BenefitAfter Tax AmountBefore Tax AmountTax (Expense) BenefitAfter Tax Amount
Foreign currency items:
Other comprehensive income/(loss) before reclassifications$9,108  $—  $9,108  $(53,504) $—  $(53,504) 
Amounts reclassified from accumulated other comprehensive income/(loss) to net income—  —  —  897  —  897  
Gains and losses on foreign currency items:9,108  —  9,108  (52,607) —  (52,607) 
Defined benefit pension items:
Other comprehensive income/(loss) before reclassifications(147,948) 36,455  (111,493) (63,259) 13,027  (50,232) 
Amounts reclassified from accumulated other comprehensive income/(loss) to net income32,759  (8,299) 24,460  37,675  (7,687) 29,988  
Net other comprehensive income/(loss) from defined benefit pension items(115,189) 28,156  (87,033) (25,584) 5,340  (20,244) 
Gains and losses on cash flow hedges:
Other comprehensive income/(loss) before reclassifications2,711  (650) 2,061  (2,096) 716  (1,380) 
Amounts reclassified from accumulated other comprehensive income/(loss) to net income107  (26) 81  108  (37) 71  
Amounts reclassified from accumulated other comprehensive income/(loss) to fixed assets(107) —  (107) (305) —  (305) 
Net other comprehensive income/(loss) from cash flow hedges2,711  (676) 2,035  (2,293) 679  (1,614) 
Other comprehensive income/(loss)$(103,370) $27,480  $(75,890) $(80,484) $6,019  $(74,465) 
2020:
For the year ended December 31, 2021For the year ended December 31, 2020
Before Tax AmountTax (Expense) BenefitAfter Tax AmountBefore Tax AmountTax (Expense) BenefitAfter Tax Amount
Foreign currency items:
Other comprehensive (loss)/income before reclassifications(a)
$(75,052)$— $(75,052)$67,917 $(7,581)$60,336 
Amounts reclassified from accumulated other comprehensive loss to net (loss)/income— — — (12,366)— (12,366)
Gains and losses on foreign currency items:(75,052)— (75,052)55,551 (7,581)47,970 
Defined benefit pension items:
Other comprehensive income/(loss) before reclassifications63,559 (14,414)49,145 (13,217)2,737 (10,480)
Amounts reclassified from accumulated other comprehensive loss to net (loss)/income(b)
567,365 (145,160)422,205 29,612 (7,466)22,146 
Net other comprehensive income/(loss) from defined benefit pension items(c)
630,924 (159,574)471,350 16,395 (4,729)11,666 
Gains and losses on cash flow hedges:
Other comprehensive income/(loss) before reclassifications10,249 (2,660)7,589 (3,823)871 (2,952)
Amounts reclassified from accumulated other comprehensive loss to net (loss)/income(8,462)2,204 (6,258)4,299 (1,021)3,278 
Amounts reclassified from accumulated other comprehensive loss to fixed assets(289)77 (212)(1)— (1)
Net other comprehensive income/(loss) from cash flow hedges1,498 (379)1,119 475 (150)325 
Other comprehensive income/(loss)$557,370 $(159,953)$397,417 $72,421 $(12,460)$59,961 

(a) Other comprehensive (loss)/income from foreign currency items for the year ended December 31, 2020 includes the settlement gain and corresponding tax provision related to the termination of a net investment hedge. See Note 10 for more information.

(b)See Note 13 for more information.

F-40 FORM 10-K SONOCO 2021 ANNUAL REPORT


(c)The change innet other comprehensive (loss)/income from defined benefit planspension items includes pretax changes of $(781)$(32) and $(71)$4 during the years ended December 31, 20192021 and 2018,2020, related to one of the Company’s equity method investments.

20. Subsequent Events
On January 21, 2022, the Company completed a registered public offering of unsecured notes (the "Notes") with an aggregate principal amount of $1,200,000. The Notes consisted of the following:

Principal AmountInterest RateMaturity
2025 Notes$400,000 1.800%February 1, 2025
2027 Notes300,000 2.250%February 1, 2027
2032 Notes500,000 2.850%February 1, 2032
Total$1,200,000 

The Notes are the Company’s senior unsecured obligations and rank equal in right of payment to the Company’s other senior unsecured debt from time to time outstanding. The Indenture contains certain covenants with respect to the Company that, among other things, restrict the entry into secured indebtedness, sale and leaseback transactions and certain mergers, consolidations and transfers of all or substantially all of the Company’s assets.
Also on January 21, 2022, the Company entered into a $300,000 term loan facility (the "Term Loan Facility") with a syndicate of 8 banks. The full $300,000 was drawn from this facility on January 26, 2022, and the proceeds used to partially fund the acquisition of Ball Metalpack. The unsecured loan has a three-year term. Interest is assessed at the Secured Overnight Financing Rate (SOFR) plus a margin based on a pricing grid that uses the registrant’s credit ratings. The current SOFR margin is 122.5 basis points. There is no required amortization and repayment can be accelerated at any time at our discretion.
On January 26, 2022, the Company completed the acquisition of Ball Metalpack, a joint venture owned by Platinum Equity and Ball Corporation, for $1,350,000 in cash subject to customary adjustments, including for working capital, cash and indebtedness. Ball Metalpack is a leading manufacturer of sustainable metal packaging for food and household products and the largest aerosol can producer in North America. The acquisition was funded primarily by proceeds from the issuance of the Notes, together with borrowings from the Term Loan Facility and the Company's commercial paper program. Previously part of Ball Corporation, the Ball Metalpack joint venture was formed in 2018 and has approximately 1,300 employees across 8 manufacturing locations in the United States and a headquarters facility in Broomfield, Colorado. The Ball Metalpack name will be changed to Sonoco Metal Packaging.
Given the timing of completion of the acquisition, the Company is currently unable to provide a preliminary purchase price allocation. Such allocation, as well as any required pro forma financial disclosures required by ASC 805, are expected to be included in the quarterly report on Form 10-Q for the quarter ended April 3, 2022.


F-39F-41 FORM 10-K SONOCO 20192021 ANNUAL REPORT


20. Selected quarterly financial data
The following table sets forth selected quarterly financial data of the Company:
(unaudited)
First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter
2019
Net sales$1,351,705  $1,359,721  $1,353,931  $1,308,850  
Gross profit270,121  275,336  265,485  246,887  
Restructuring/Asset impairment charges10,672  13,355  6,615  29,238  
Net income attributable to Sonoco73,663  81,159  92,064  44,899  
Per common share:
Net income attributable to Sonoco:
- basic$0.73  $0.81  $0.91  $0.45  
- diluted$0.73  $0.80  $0.91  $0.44  
Cash dividends
- common$0.41  $0.43  $0.43  $0.43  
Market price
- high$61.79  $66.23  $66.57  $62.77  
- low$51.29  $59.65  $55.44  $55.12  
2018
Net sales$1,304,187  $1,366,373  $1,364,762  $1,355,616  
Gross profit250,602  276,460  259,636  254,308  
Restructuring/Asset impairment charges3,063  3,567  22,061  11,380  
Net income attributable to Sonoco74,055  89,412  72,415  77,678  
Per common share:
Net income attributable to Sonoco:
- basic$0.74  $0.89  $0.72  $0.78  
- diluted$0.73  $0.88  $0.72  $0.77  
Cash dividends
- common$0.39  $0.41  $0.41  $0.41  
Market price
- high$55.43  $53.80  $58.69  $58.31  
- low$46.55  $46.94  $51.18  $50.30  

F-40 FORM 10-K SONOCO 2019 ANNUAL REPORT


Item 9. Changes in and disagreements with accountantsDisagreements With Accountants on accountingAccounting and financial disclosureFinancial Disclosure
None.
Item 9A. Controls and proceduresProcedures
Disclosure Controls and Procedures
Our management, under the supervision and with the participation of our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), conducted an evaluation of our disclosure controls and procedures as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act").Act. Our disclosure controls and procedures are designed to provide reasonable assurance that information disclosed in the reports that we file or submit is recorded, processed, summarized and reported within the relevant time periods specified in SEC rules and forms. For this purpose, disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information that is required to be disclosed in the reports we file or submit under the Exchange Act is accumulated and communicated to the Company's management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosures. Based on this evaluation, our CEO and CFO concluded that such controls and procedures, as of December 31, 2019,2021, the end of the period covered by this Annual Report on Form 10-K, were effective at a reasonable assurance level.
Management’s Report on Internal Control Overover Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our internal control over financial reporting is a process designed by, or under the supervision of, our CEO and CFO to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Under the supervision and with the participation of our management, including our CEO and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2019,2021, the end of the period covered by this report based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").
Based on our evaluation under the framework in Internal Control - Integrated Framework (2013), our management concluded that our internal control over financial reporting was effective as of December 31, 2019. In conducting management's evaluation as described above, Corenso Holdings America, Inc. ("Corenso") acquired August 9, 2019, as well as Thermoform Engineered Quality, LLC, and Plastique Holdings, LTD, (together "TEQ"), acquired December 31, 2019, were excluded. The operations of Corenso and TEQ, excluded from management's assessment of internal control over financial reporting, collectively represent approximately 0.7% of the Company's consolidated revenues and approximately 2.9% of total assets as of December 31, 2019.2021.
PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of our internal control over financial reporting as of December 31, 20192021 as stated in their report, which appears at the beginning of Item 8 of this Annual Report on Form 10-K.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company's internal control over financial reporting during the three months ended December 31, 2019, that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
Limitations on the Effectiveness of Controls
The Company's management, including the CEO and CFO, does not expect that the Company's disclosure controls and procedures or internal control over financial reporting will prevent all error and all fraud. Internal control over financial reporting, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives will be met. Because of the inherent limitations in internal control over financial reporting, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected timely.
Changes in Internal Control over Financial Reporting
There have been no changes in the Company’s internal control over financial reporting occurring during the three months ended December 31, 2021, that materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other informationInformation
Not applicable.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
32
36 FORM 10-K SONOCO 20192021 ANNUAL REPORT


PART III
Item 10. Directors, executive officersExecutive Officers and corporate governanceCorporate Governance
The information set forth in the Company’s definitive Proxy Statement for the annual meeting of shareholders to be held on April 15, 202020, 2022, to be filed with the SEC within 120 days after December 31, 2021 (the Proxy Statement)"Proxy Statement"), under the captions “Proposal 1: Election of Directors,” and “Delinquent Section 16 Reports,” is incorporated herein by reference. Information about executive officers of the Company is set forth in Item 1 of this Annual Report on Form 10-K under the caption “Executive Officers of the Registrant.“Information About our Executive Officers.
Code of Ethics – The Company has adopted a code of ethics (as defined in Item 406 of Regulation S-K) that applies to its principal executive officer, principal financial officer, principal accounting officer, and other senior executive and senior financial officers. This code of ethics is available through the Company’s website,www.sonoco.com, and is available in print to any shareholder who requests it. Any waivers or amendments to the provisions of this code of ethics will be posted to this website within four business days after the waiver or amendment.
Audit Committee Members – The Company has a separately designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934.Act. The audit committee is comprised of the following members: Thomas E. Whiddon, Chairman; Sundaram Nagajaran; Philippe Guillemot;Theresa Drew; Robert R. Hill, Jr.; Eleni Istavridis; Richard G. Kyle; Blythe J. McGarvie; Marc D. Oken; Blythe J. McGarvie; Richard G. Kyle; Robert R. Hill; and Lloyd M. Yates.
Audit Committee Financial Expert – The Company’s Board of Directors has determined that the Company has at least three “audit committee financial experts,” as that term is defined by Item 407(d)(5) of Regulation S-K promulgated by the Securities and Exchange Commission, serving on its audit committee. Theresa Drew, Marc D. Oken, and Thomas E. Whiddon Blythe J. McGarvie, and Marc D. Oken meet the terms of the definition and are independent based on the criteria in the New York Stock Exchange Listing Standards. Pursuant to the terms of Item 407(d)(5) of Regulation S-K, a person who is determined to be an “audit committee financial expert” will not be deemed an expert for any purpose as a result of being designated or identified as an “audit committee financial expert” pursuant to Item 407, and such designation or identification does not impose on such person any duties, obligations or liability that are greater than the duties, obligations and liability imposed on such person as a member of the audit committee and Board of Directors in the absence of such designation or identification. Further, the designation or identification of a person as an “audit committee financial expert” pursuant to Item 407 does not affect the duties, obligations or liability of any other member of the audit committee or Board of Directors.
The Company’s Corporate Governance Guidelines, Audit Committee Charter, Corporate Governance and Nominating Committee Charter and Executive Compensation Committee Charter are available through the Company’s websitewww.sonoco.com.. This information is available in print to any shareholder who requests it.
Item 11. Executive compensationCompensation
The information set forth in the Proxy Statement under the caption “Compensation Committee Interlocks and Insider Participation,” under the caption “Executive Compensation,” and under the caption “Director Compensation” is incorporated herein by reference. The information set forth in the Proxy Statement under the caption “Compensation Committee Report” is also incorporated herein by reference, but pursuant to the Instructions to Item 407(e)(5) of Regulation S-K, such report shall not be deemed to be “soliciting material” or subject to Regulation 14A, and shall be deemed to be “furnished” and not “filed” and will not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934 as a result of being so furnished.
Item 12. Security ownershipOwnership of certain beneficial ownersCertain Beneficial Owners and managementManagement and related stockholder mattersRelated Stockholder Matters
The information set forth in the Proxy Statement under the caption “Security Ownership of Certain Beneficial Owners,” and under the caption “Security Ownership of Management” is incorporated herein by reference.
 
Equity Compensation Plan Information
The following table sets forth aggregated information about all of the Company’s compensation plans (including individual compensation arrangements) under which equity securities of the Company are authorized for issuance as of December 31, 2019:
Plan category
Number of securities  
to be issued upon
exercise of
outstanding options,
warrants and rights
(a)
Weighted-average
exercise price of
outstanding options,  
warrants and rights
(b)
Number of securities
remaining available for  
future issuance under
equity compensation
plans (excluding
securities reflected in
column (a))1
(c)
Equity compensation plans approved by security holders2,711,373  $52.95  10,765,398
Equity compensation plans not approved by security holders—  —  —  
Total2,711,373  $52.95  10,765,398  

2021:
Plan category
Number of securities  
to be issued upon
exercise of
outstanding options,
warrants and rights
(a)
Weighted-average
exercise price of
outstanding options,  
warrants and rights
(b)
Number of securities
remaining available for  
future issuance under
equity compensation
plans (excluding
securities reflected in
column (a))1
(c)
Equity compensation plans approved by security holders2,253,595 $55.03 8,494,373
Equity compensation plans not approved by security holders— — — 
Total2,253,595 $55.03 8,494,373 
1
The Sonoco Products Company 2019 Omnibus Incentive Plan (the "2019 Plan") was adopted at the Company’s 2019 Annual Meeting of Shareholders. The maximum number of shares of common stock that may be issued under this plan was set at 12,000,000 shares, which included all shares remaining under the 2014 Plan. Awards granted under all previous plans which are forfeited, expire or are cancelled without delivery of shares, or which result in forfeiture of shares back to the Company, will be added to the total shares available under the 2019 Plan. At December 31, 2019,2021, a total of 10,765,3988,494,373 shares remain available for future grant under the 2019 Plan.
The weighted-average exercise price of $52.95$55.03 relates to stock appreciation rights, which account for 1,562,123879,671 of the 2,711,3732,253,595 securities issuable upon exercise. The remaining 1,149,2501,373,924 securities relate to deferred compensation stock units, performance-contingent restricted stock units and restricted stock unit awards that have no exercise price requirement.
Item 13. Certain relationshipsRelationships and related transactions,Related Transactions, and director independenceDirector Independence
The information set forth in the Proxy Statement under the captions “Related Party Transactions” and “Corporate Governance – Director Independence Policies” is incorporated herein by reference. Each current member of the Audit, Corporate Governance and Nominating and Executive Compensation Committees is independent as defined in the listing standards of the New York Stock Exchange.

3337 FORM 10-K SONOCO 20192021 ANNUAL REPORT


Item 14. Principal accountant feesAccountant Fees and servicesServices
The information set forth in the Proxy Statement under the caption “Independent Registered Public Accounting Firm” is incorporated herein by reference.


PART IV 

Item 15. Exhibits and financial statement schedules
Financial Statement Schedules
(a)
Financial Statements – The following financial statements are provided under Item 8 – Financial Statements and Supplementary Data of this Annual Report on Form 10-K:
2��Financial Statement Schedules
Schedule II – Valuation and Qualifying Accounts for the Years Ended December 31, 2019, 20182021, 2020 and 20172019

Column AColumn BColumn C - Additions Column D Column E
Description
Balance at
Beginning
of Year
Charged to
Costs and
Expenses
 
Charged to
Other
 Deductions 
Balance
at End
of Year
2019
Allowance for Doubtful Accounts$11,692  $4,320    $322  1$1,952  2$14,382  
LIFO Reserve18,854  1,349  3—  —  20,203  
Valuation Allowance on Deferred Tax Assets103,289  2,662    (1,116) 4(512) 5105,347  
2018
Allowance for Doubtful Accounts$9,913  $3,471    $(425) 1$1,267  2$11,692  
LIFO Reserve17,632  1,222  3—  —  18,854  
Valuation Allowance on Deferred Tax Assets47,199  (11,187)   70,993  43,716  5103,289  
2017
Allowance for Doubtful Accounts$10,884  $1,439    $243  1$2,653  2$9,913  
LIFO Reserve17,319  313  3—  —  17,632  
Valuation Allowance on Deferred Tax Assets49,797  6,967    (2,365) 47,200  547,199  

Column AColumn BColumn C - Additions Column D Column E
Description
Balance at
Beginning
of Year
Charged to
Costs and
Expenses
 
Charged to
Other
 Deductions 
Balance
at End
of Year
2021
Allowance for Doubtful Accounts$20,920 $(824)  $(18)1$427 2$19,651 
LIFO Reserve20,317 2,583 3— — 22,900 
Valuation Allowance on Deferred Tax Assets128,435 (33,532)  (866)445 593,992 
2020
Allowance for Doubtful Accounts$14,382 $8,067   $54 1$1,583 2$20,920 
LIFO Reserve20,203 114 3— — 20,317 
Valuation Allowance on Deferred Tax Assets105,347 22,816   2,447 42,175 5128,435 
2019
Allowance for Doubtful Accounts$11,692 $4,320   $322 1$1,952 2$14,382 
LIFO Reserve18,854 1,349 3— — 20,203 
Valuation Allowance on Deferred Tax Assets103,289 2,662   (1,116)4(512)5105,347 
1    Includes translation adjustments and other insignificant adjustments.
2    Includes amounts written off.
3    Includes adjustments based on pricing and inventory levels.
4    Includes translation adjustments and increases to deferred tax assets which were previously fully reserved.
5    Includes utilization of capital loss carryforwards, net operating loss carryforwards and other deferred tax assets.
All other schedules not included have been omitted because they are not required, are not applicable or the required information is given in the financial statements or notes thereto.

The exhibits listed on the Exhibit Index to this Form 10-K are incorporated herein by reference.


Item 16. Form 10-K summarySummary
The Company has chosen not to provide a Form 10-K summary.

None.

3438 FORM 10-K SONOCO 20192021 ANNUAL REPORT




Exhibit Index
2-1*
3-1
3-2
4-1  
4-2  
4-3  
4-4
4-5
4-6
10-1
10-2
10-310-1**  

10-410-2**  
10-510-3**  
10-610-4**  
10-710-5**  
10-810-6**  
10-910-7**  
10-1010-8**  
10-1110-9**  
10-1210-10**  
10-1310-11**
10-1410-12**
10-1510-13**
10-1610-14**
10-1710-15**
10-18.110-16**
10-18.2
10-19
10-2010-17**



10-2110-18*
10-19*
10-20*
10-21*
10-22**
21
23
31
32
99Proxy Statement, filed in conjunction with annual shareholders’ meeting scheduled for April 15, 2020 (to be filed within 120 days after December 31, 2019)
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCHTaxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABTaxonomy ExensionExtension Label Linkbase Document
101.PRETaxonomy Extension PresentaitonPresentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Certain portions of these exhibits have been redacted pursuant to Item 601(b)(2)(ii) or Item 601(b)(10)(iv) of Regulation S-K. The Company hereby agrees to furnish supplementally an unredacted copy of the exhibit to the SEC upon its request.
** Indicates management contract or compensatory plan.




SIGNATURES
 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 28th day of February 2020.2022.
SONOCO PRODUCTS COMPANY
/s/ R. Howard Coker
R. Howard Coker
President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on this 28th day of February 2020.2022.
/s/ Julie C. Albrecht/s/ James W. Kirkland
Julie C. AlbrechtJames W. Kirkland
Vice President and Chief Financial OfficerCorporate Controller
(principal financial officer)(principal accounting officer)


/s/ J.R. Haley  Director (Chairman)
J.R. Haley
/s/ R. H. Coker
J.R. Haley/Director (Chairman)R. H. Coker/President, Chief Executive Officer and Director
R. H. Coker
/s/ H.A. CockrellDirector
H.A. Cockrell
/s/ P.L. Davies  Director/s/ T.J. Drew
P.L. Davies
/s/ T.J. DrewDavies/DirectorT.J. Drew/Director
T.J. Drew
/s/ P. GuillemotDirector/s/ R.R. Hill, Jr.
P. GuillemotGuillemot/DirectorR.R. Hill, Jr./Director
/s/ R.R. Hill, Jr.E. IstavridisDirector
R.R. Hill, Jr.
/s/ R.G. KyleDirector
R.G. KyleE. Istavridis/DirectorR.G. Kyle/Director
/s/ B.J. McGarvieDirector
B.J. McGarvie
/s/ J.M. MicaliDirector
J.M. MicaliB.J. McGarvie/DirectorJ.M. Micali/Director
/s/ S. NagarajanDirector
S. Nagarajan
/s/ M.D. OkenDirector
M.D. OkenS. Nagarajan/DirectorM.D. Oken/Director
/s/ T.E. WhiddonDirector/s/ L.M. Yates
T.E. WhiddonWhiddon/DirectorL.M. Yates/Director
/s/ L.M. YatesDirector
L.M. Yates