Document and Entity Information
Document and Entity Information - USD ($) shares in Millions, $ in Billions | 12 Months Ended | ||
Sep. 26, 2020 | Nov. 23, 2020 | Mar. 28, 2020 | |
Cover [Abstract] | |||
Entity Registrant Name | BERRY GLOBAL GROUP, INC. | ||
Entity Central Index Key | 0001378992 | ||
Current Fiscal Year End Date | --09-26 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 26, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Document Transition Report | false | ||
Entity File Number | 001-35672 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 101 Oakley Street | ||
Entity Address, City or Town | Evansville | ||
Entity Address, State or Province | IN | ||
Entity Address, Postal Zip Code | 47710 | ||
City Area Code | 812 | ||
Local Phone Number | 424-2904 | ||
Entity Tax Identification Number | 20-5234618 | ||
Title of 12(b) Security | Common Stock, $0.01 par value per share | ||
Trading Symbol | BERY | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 4.6 | ||
Entity Common Stock, Shares Outstanding | 133.5 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Consolidated Statements of Income [Abstract] | |||
Net sales | $ 11,709 | $ 8,878 | $ 7,869 |
Costs and expenses: | |||
Cost of goods sold | 9,301 | 7,259 | 6,438 |
Selling, general and administrative | 850 | 583 | 480 |
Amortization of intangibles | 300 | 194 | 154 |
Restructuring and transaction activities | 79 | (132) | 36 |
Operating income | 1,179 | 974 | 761 |
Other expense, net | 31 | 155 | 25 |
Interest expense, net | 435 | 329 | 259 |
Income before income taxes | 713 | 490 | 477 |
Income tax expense | 154 | 86 | (19) |
Net income | $ 559 | $ 404 | $ 496 |
Net income per share (refer to Note 13): | |||
Basic (in dollars per share) | $ 4.22 | $ 3.08 | $ 3.77 |
Diluted (in dollars per share) | $ 4.14 | $ 3 | $ 3.67 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Net income | $ 559 | $ 404 | $ 496 |
Currency translation | 1 | (104) | (127) |
Pension and postretirement benefits | (60) | (43) | 3 |
Derivative instruments | (106) | (83) | 36 |
Other comprehensive loss, net of tax | (165) | (230) | (88) |
Comprehensive income | $ 394 | $ 174 | $ 408 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 750 | $ 750 |
Accounts receivable | 1,469 | 1,526 |
Inventories | 1,268 | 1,324 |
Prepaid expenses and other current assets | 168 | 157 |
Assets held for sale | 162 | 0 |
Total current assets | 3,817 | 3,757 |
Property, plant and equipment | 4,561 | 4,714 |
Goodwill and intangible assets | 7,670 | 7,831 |
Right-of-use assets | 562 | 0 |
Other assets | 91 | 167 |
Total assets | 16,701 | 16,469 |
Current liabilities: | ||
Accounts payable | 1,115 | 1,159 |
Accrued employee costs | 324 | 214 |
Other current liabilities | 644 | 562 |
Current portion of long-term debt | 75 | 104 |
Liabilities held for sale | 25 | 0 |
Total current liabilities | 2,183 | 2,039 |
Long-term debt | 10,162 | 11,261 |
Deferred income taxes | 601 | 803 |
Employee benefit obligations | 368 | 327 |
Operating lease liabilities | 464 | 0 |
Other long-term liabilities | 831 | 421 |
Total liabilities | 14,609 | 14,851 |
Stockholders' equity: | ||
Common stock (133.6 and 132.3 shares issued, respectively) | 1 | 1 |
Additional paid-in capital | 1,034 | 949 |
Retained earnings | 1,608 | 1,054 |
Accumulated other comprehensive loss | (551) | (386) |
Total stockholders' equity | 2,092 | 1,618 |
Total liabilities and stockholders' equity | $ 16,701 | $ 16,469 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares shares in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Stockholders' equity: | ||
Common stock, shares issued (in shares) | 133.6 | 132.3 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Millions | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earnings (Deficit) [Member] | Total | Adjustment for Adoption of New Accounting Standard [Member]Common Stock [Member] | Adjustment for Adoption of New Accounting Standard [Member]Additional Paid-in Capital [Member] | Adjustment for Adoption of New Accounting Standard [Member]Accumulated Other Comprehensive Loss [Member] | Adjustment for Adoption of New Accounting Standard [Member]Retained Earnings (Deficit) [Member] | Adjustment for Adoption of New Accounting Standard [Member] | ||
Balance at Sep. 30, 2017 | $ 1 | $ 826 | $ (68) | $ 256 | $ 1,015 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income attributable to the Company | 0 | 0 | 0 | 496 | 496 | |||||||
Other comprehensive loss | 0 | 0 | (88) | 0 | (88) | |||||||
Share-based compensation | 0 | 23 | 0 | 0 | 23 | |||||||
Proceeds from issuance of common stock | 0 | 23 | 0 | 0 | 23 | |||||||
Common stock repurchased and retired | 0 | (2) | 0 | (33) | (35) | |||||||
Balance at Sep. 29, 2018 | 1 | 870 | (156) | 719 | 1,434 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income attributable to the Company | 0 | 0 | 0 | 404 | 404 | |||||||
Other comprehensive loss | 0 | 0 | (230) | 0 | (230) | |||||||
Share-based compensation | 0 | 27 | 0 | 0 | 27 | |||||||
Proceeds from issuance of common stock | 0 | 55 | 0 | 0 | 55 | |||||||
Common stock repurchased and retired | 0 | (3) | 0 | (69) | (72) | |||||||
Balance at Sep. 28, 2019 | 1 | 949 | (386) | 1,054 | 1,618 | |||||||
Balance (ASC 842 [Member]) at Sep. 28, 2019 | $ 0 | $ 0 | $ 0 | $ (5) | $ (5) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income attributable to the Company | 0 | 0 | 0 | 559 | 559 | |||||||
Other comprehensive loss | 0 | 0 | (165) | 0 | (165) | |||||||
Share-based compensation | 0 | 33 | 0 | 0 | 33 | |||||||
Proceeds from issuance of common stock | 0 | 30 | 0 | 0 | 30 | |||||||
Common stock repurchased and retired | 0 | |||||||||||
Acquisition | 0 | 22 | [1] | 0 | 0 | 22 | [1] | |||||
Balance at Sep. 26, 2020 | $ 1 | $ 1,034 | $ (551) | $ 1,608 | $ 2,092 | |||||||
[1] | Represents noncontrolling interest (refer to Note 2) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Cash Flows from Operating Activities: | |||
Net income | $ 559 | $ 404 | $ 496 |
Adjustments to reconcile net cash from operating activities: | |||
Depreciation | 545 | 419 | 384 |
Amortization of intangibles | 300 | 194 | 154 |
Non-cash interest expense | 27 | 1 | 4 |
Share-based compensation expense | 33 | 27 | 23 |
Deferred income tax | (96) | (52) | (86) |
Settlement of derivatives | 11 | 19 | 30 |
Transaction activities | 0 | (38) | 0 |
Other non-cash operating activities, net | 42 | (1) | 16 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 49 | 150 | (53) |
Inventories | 48 | 99 | (79) |
Prepaid expenses and other assets | (12) | 14 | 18 |
Accounts payable and other liabilities | 24 | (35) | 97 |
Net cash from operating activities | 1,530 | 1,201 | 1,004 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment, net | (583) | (399) | (333) |
Divestiture of business | 0 | 326 | 0 |
Acquisition of business and purchase price derivatives | (14) | (6,178) | (702) |
Settlement of net investment hedges | 281 | 0 | 0 |
Net cash from investing activities | (316) | (6,251) | (1,035) |
Cash Flows from Financing Activities: | |||
Proceeds from long-term borrowings | 1,202 | 6,784 | 498 |
Repayment of long-term borrowings | (2,436) | (1,214) | (335) |
Proceeds from issuance of common stock | 30 | 55 | 23 |
Repurchase of common stock | 0 | (74) | (33) |
Payment of tax receivable agreement | 0 | (38) | (37) |
Debt financing costs | (16) | (87) | (3) |
Net cash from financing activities | (1,220) | 5,426 | 113 |
Effect of currency translation on cash | 6 | (7) | (7) |
Net change in cash and cash equivalents | 0 | 369 | 75 |
Cash and cash equivalents at beginning of period | 750 | 381 | 306 |
Cash and cash equivalents at end of period | $ 750 | $ 750 | $ 381 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 26, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 1. Basis of Presentation and Summary of Significant Accounting Policies Background Berry Global Group, Inc. (“Berry,” “we,” or the “Company”) is a leading global supplier of a broad range of innovative non-woven, flexible, and rigid products used every day within consumer and industrial end markets. Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commissions. Periods presented in these financial statements include fiscal periods ending September 26, 2020 (“fiscal 2020”), September 28, 2019 (“fiscal 2019”), and September 29, 2018 (“fiscal 2018”). The Company has recast certain prior period amounts to conform to current reporting. Fiscal 2020, fiscal 2019, and fiscal 2018 were fifty-two week periods. The Company has evaluated subsequent events through the date the financial statements were issued. The consolidated financial statements include the accounts of Berry and its subsidiaries, all of which includes our wholly owned and majority owned subsidiaries. The Company has certain foreign subsidiaries that report on a calendar period basis which we consolidate into our respective fiscal period. Intercompany accounts and transactions have been eliminated in consolidation. Revenue Recognition and Accounts Receivable Our revenues are primarily derived from the sale of non-woven, flexible and rigid products to customers. Revenue is recognized when performance obligations are satisfied, in an amount reflecting the consideration to which the Company expects to be entitled. We consider the promise to transfer products to be our sole performance obligation. If the consideration agreed to in a contract includes a variable amount, we estimate the amount of consideration we expect to be entitled to in exchange for transferring the promised goods to the customer using the most likely amount method. Our main sources of variable consideration are customer rebates. The accrual for customer rebates was $104 million and $114 million at September 26, 2020 and September 28, 2019, respectively, and is included in Other current liabilities on the Consolidated Balance Sheets. The Company disaggregates revenue based on reportable business segment, geography, and significant product line. Refer to Note 12. Segment and Geographic Data for further information. The Company has entered into various factoring agreements to sell certain receivables to third-party financial institutions. The transfer of receivables is accounted for as a sale, without recourse. Net sales available under qualifying U.S. based programs were $931 million and $940 million for the year ended September 26, 2020 and September 28, 2019, respectively. There were no amounts outstanding from financial institutions related to these programs. The fees associated with transfer of receivables for all programs were not material for any of the periods presented. Purchases of Raw Materials and Concentration of Risk The Company’s most significant raw material used in the production of its products is plastic resin. The largest supplier of the Company’s total resin material requirements represented approximately 13% of purchases in fiscal 2020. The Company uses a variety of suppliers to meet its resin requirements. Research and Development Research and development costs are expensed when incurred. The Company incurred research and development expenditures of $79 million, $50 million, and $45 million in fiscal 2020, 2019, and 2018, respectively. Share-Based Compensation The Company utilizes the Black-Scholes option valuation model for estimating the fair value of stock options and amortizes the estimated fair value on a straight-line basis over the requisite service period. The share-based compensation plan is more fully described in Note 11. Stockholders’ Equity. Foreign Currency For the non-U.S. subsidiaries that account in a functional currency other than U.S. dollars, assets and liabilities are translated into U.S. dollars using period-end exchange rates. Sales and expenses are translated at the average exchange rates in effect during the period. Foreign currency translation gains and losses are included as a component of Accumulated other comprehensive income (loss) within Stockholders’ equity. Gains and losses resulting from foreign currency transactions are included in the Consolidated Statements of Income. Cash and Cash Equivalents All highly liquid investments purchased with a maturity of three months or less from the time of purchase are considered to be cash equivalents. Allowance for Doubtful Accounts The Company’s customers are located principally throughout the U.S. and Europe, without significant concentration with any one customer. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. The Company’s accounts receivable and related allowance for doubtful accounts are analyzed in detail on a quarterly basis and all significant customers with delinquent balances are reviewed to determine future collectability. The allowance for doubtful accounts was $25 million and $28 million at September 26, 2020 and September 28, 2019, respectively. Inventories Inventories are stated at the lower of cost or net realizable value and are valued using the first-in, first-out method. Management periodically reviews inventory balances, using recent and future expected sales to identify slow-moving and/or obsolete items. The cost of spare parts is charged to cost of goods sold when purchased. We evaluate our reserve for inventory obsolescence on a quarterly basis and review inventory on-hand to determine future salability. We base our determinations on the age of the inventory and the experience of our personnel. We reserve inventory that we deem to be not salable in the quarter in which we make the determination. We believe, based on past history and our policies and procedures, that our net inventory is salable. Inventory as of fiscal 2020 and 2019 was: Inventories: 2020 2019 Finished goods $ 708 $ 743 Raw materials 560 581 $ 1,268 $ 1,324 Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from 15 to 40 years for buildings and improvements, 2 to 20 years for machinery, equipment, and tooling, and over the term of the agreement for capital leases. Leasehold improvements are depreciated over the shorter of the useful life of the improvement or the lease term. Repairs and maintenance costs are charged to expense as incurred. Property, plant and equipment as of fiscal 2020 and 2019 was: Property, plant and equipment: 2020 2019 Land, buildings and improvements $ 1,669 $ 1,549 Equipment and construction in progress 6,213 6,090 7,882 7,639 Less accumulated depreciation (3,321 ) (2,925 ) $ 4,561 $ 4,714 Long-lived Assets Long-lived assets, including property, plant and equipment and definite lived intangible assets are reviewed for impairment in accordance with ASC 360, “Property, Plant and Equipment,” whenever facts and circumstances indicate that the carrying amount may not be recoverable. Specifically, this process involves comparing an asset’s carrying value to the estimated undiscounted future cash flows the asset is expected to generate over its remaining life. If this process were to result in the conclusion that the carrying value of a long-lived asset would not be recoverable, a write-down of the asset to fair value would be recorded through a charge to operations. Goodwill The changes in the carrying amount of goodwill by reportable segment are as follows: Consumer Packaging International Consumer Packaging North America Engineered Materials Health, Hygiene & Specialties Total Balance as of fiscal 2018 $ 46 $ 1,409 $ 629 $ 860 $ 2,944 Foreign currency translation adjustment (73 ) (1 ) — 7 (67 ) Acquisitions 1,705 500 9 2 2,216 Dispositions — — — (42 ) (42 ) Balance as of fiscal 2019 $ 1,678 $ 1,908 $ 638 $ 827 $ 5,051 Foreign currency translation adjustment 32 — — (16 ) 16 Final RPC purchase price valuation 303 (151 ) 7 — 159 Held for sale — — (40 ) (13 ) (53 ) Balance as of fiscal 2020 $ 2,013 $ 1,757 $ 605 $ 798 $ 5,173 In fiscal year 2020, the Company completed a step 1 quantitative test to evaluate impairment of goodwill. The fair value for each reporting unit is estimated based on a market approach and a discounted cash flow analysis and is reconciled back to the current market capitalization for Berry to ensure that the implied control premium is reasonable. Our forecasts included long-term growth of 3% and modest margin expansion attributed to capital investments, and discount rates ranging from 9.0% to 11.5% being applied to the forecasted cash flows. As a result of our annual impairment evaluations the Company concluded that no impairment existed in fiscal 2020. However, future declines in valuation market multiples, sustained lower earnings, or macroeconomic challenges could impact future impairment tests. The Company has recognized cumulative goodwill impairment charges of $165 million, which occurred in fiscal 2011. Deferred Financing Fees Deferred financing fees are amortized to interest expense using the effective interest method over the lives of the respective debt agreements. Pursuant to ASC 835-30, the Company presents $85 million and $112 million as of fiscal 2020 and fiscal 2019, respectively, of debt issuance and deferred financing costs on the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. Intangible Assets Customer relationships are being amortized using an accelerated amortization method which corresponds with the customer attrition rates used in the initial valuation of the intangibles over the estimated life of the relationships which range from 5 to 17 years. Definite lived trademarks are being amortized using the straight-line method over the estimated life of the assets which are not more than 15 years. Other intangibles, which include technology and licenses, are being amortized using the straight-line method over the estimated life of the assets which range from 5 to 14 years. The Company has trademarks that total $248 million that are indefinite lived and we test annually for impairment on the first day of the fourth quarter. We completed the annual impairment test of our indefinite lived trade names utilizing the relief from royalty method and noted no impairment in fiscal 2020, 2019 and 2018. Customer Relationships Trademarks Other Intangibles Accumulated Amortization Total Balance as of fiscal 2018 $ 1,882 $ 293 $ 185 $ (1,020 ) $ 1,340 Foreign currency translation adjustment (56 ) (4 ) (2 ) 4 (58 ) Amortization expense — — — (194 ) (194 ) Acquisition intangibles 1,590 108 (22 ) 16 1,692 Netting of fully amortized intangibles (9 ) — — 9 — Balance as of fiscal 2019 $ 3,407 $ 397 $ 161 $ (1,185 ) $ 2,780 Foreign currency translation adjustment 53 7 3 (2 ) 61 Amortization expense — — — (300 ) (300 ) Final RPC purchase price valuation (137 ) 118 (25 ) — (44 ) Netting of fully amortized intangibles — — (10 ) 10 — Balance as of fiscal 2020 $ 3,323 $ 522 $ 129 $ (1,477 ) $ 2,497 Insurable Liabilities The Company records liabilities for the self-insured portion of workers’ compensation, health, product, general and auto liabilities. The determination of these liabilities and related expenses is dependent on claims experience. For most of these liabilities, claims incurred but not yet reported are estimated based upon historical claims experience. Income Taxes The Company accounts for income taxes under the asset and liability approach, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequence of events that have been recognized in the Company’s financial statements or income tax returns. Income taxes are recognized during the period in which the underlying transactions are recorded. Deferred taxes, with the exception of non-deductible goodwill, are provided for temporary differences between amounts of assets and liabilities as recorded for financial reporting purposes and such amounts as measured by tax laws. If the Company determines that a deferred tax asset arising from temporary differences is not likely to be utilized, the Company will establish a valuation allowance against that asset to record it at its expected realizable value. The Company recognizes uncertain tax positions when it is more likely than not that the tax position will be sustained upon examination by relevant taxing authorities, based on the technical merits of the position. The amount recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company’s effective tax rate is dependent on many factors including: the impact of enacted tax laws in jurisdictions in which the Company operates; the amount of earnings by jurisdiction, due to varying tax rates in each country; and the Company’s ability to utilize foreign tax credits related to foreign taxes paid on foreign earnings that will be remitted to the U.S. Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income and other comprehensive income (loss). Other comprehensive income (losses) include net unrealized gains or losses resulting from currency translations of foreign subsidiaries, changes in the value of our derivative instruments and adjustments to the pension liability. The accumulated balances related to each component of other comprehensive income (loss), net of tax before reclassifications were as follows: Currency Translation Defined Benefit Pension and Retiree Health Benefit Plans Derivative Instruments Accumulated Other Comprehensive Loss Balance as of fiscal 2017 $ (48 ) $ (16 ) $ (4 ) $ (68 ) Other comprehensive income (loss) (127 ) 9 33 (85 ) Net amount reclassified from accumulated other comprehensive income (loss) — (6 ) 3 (3 ) Balance as of fiscal 2018 $ (175 ) $ (13 ) $ 32 $ (156 ) Other comprehensive income (loss) (104 ) 9 (107 ) (202 ) Net amount reclassified from accumulated other comprehensive income (loss) (a) — (52 ) 24 (28 ) Balance as of fiscal 2019 $ (279 ) $ (56 ) $ (51 ) $ (386 ) Other comprehensive income (loss) 1 3 (137 ) (133 ) Net amount reclassified from accumulated other comprehensive income (loss) — (63 ) 31 (32 ) Balance as of fiscal 2020 $ (278 ) $ (116 ) $ (157 ) $ (551 ) (a) Refer to Note 4. Financial Instruments and Fair Value Measurements and Note 8. Retirement Plans for further information. Pension Pension benefit costs include assumptions for the discount rate, retirement age, and expected return on plan assets. Retiree medical plan costs include assumptions for the discount rate, retirement age, and health-care-cost trend rates. Periodically, the Company evaluates the discount rate and the expected return on plan assets in its defined benefit pension and retiree health benefit plans. In evaluating these assumptions, the Company considers many factors, including an evaluation of the discount rates, expected return on plan assets and the health-care-cost trend rates of other companies; historical assumptions compared with actual results; an analysis of current market conditions and asset allocations; and the views of advisers. Net Income Per Share The Company calculates basic net income per share based on the weighted-average number of outstanding common shares. The Company calculates diluted net income per share based on the weighted-average number of outstanding common shares plus the effect of dilutive securities. Use of Estimates The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make extensive use of estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of sales and expenses. Actual results could differ materially from these estimates. Changes in estimates are recorded in results of operations in the period that the event or circumstances giving rise to such changes occur. Recently Issued Accounting Pronouncements Leases Effective September 29, 2019, the Company adopted ASU 2016-02, Leases (Topic 842), including all related amendments, using the modified retrospective approach and recognized the cumulative effect of adoption to retained earnings. Under the new standard, the lessee of an operating lease is required to do the following: 1) recognize a right-of-use asset and a lease liability in the statement of financial position, 2) recognize a single lease cost allocated over the lease term generally on a straight-line basis, and 3) classify all cash payments within operating activities on the statement of cash flows. Refer to Note 6. Commitments, Leases and Contingencies for further information. Credit Losses In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) and issued subsequent amendments to the initial guidance. The new standard requires entities to measure all expected credit losses for most financial assets held at the reporting date based on an expected loss model, which includes historical experience, current conditions, and reasonable and supportable forecasts. The new standard also requires enhanced disclosure. The new standard will be effective for the Company beginning in fiscal 2021. The Company has completed its evaluation of this new standard and has determined that it will not have a material impact on our consolidated financial statements. Defined Benefit Plans In August 2018, the FASB issued ASU 2018-14, Changes to the Disclosure Requirements for Defined Benefit Plans. The new standard removes requirements to disclose the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year and the effects of a one-percentage-point changes in assumed health care cost trend rates. The standard also adds requirements to disclose the reasons for significant gains and losses related to changes in the benefit obligations for the period and the accumulated benefit obligation (ABO) for plans with ABOs in excess of plan assets. The new standard will be effective for the Company beginning in fiscal 2022. The Company is currently evaluating the impact of the adoption of this standard to our disclosures. Income Taxes In December 2019, the FASB issued ASU 2019-12, Income Taxes - Simplifying the Accounting for Income Taxes (Topic 740). The new guidance eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of the accounting for income taxes. The new standard will be effective for the Company beginning fiscal 2022. The Company is currently evaluating the impact of the adoption of this new standard. Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform - Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848). This standard provides temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates, such as SOFR. ASU 2020-04 is effective upon issuance and generally can be applied through the end of calendar year 2022. The Company is currently evaluating the impact and whether it plans to adopt the optional expedients and exceptions provided under this new standard. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 12 Months Ended |
Sep. 26, 2020 | |
Acquisitions and Dispositions [Abstract] | |
Acquisitions and Dispositions | 2. Acquisitions and Dispositions RPC Group Plc In July 2019, the Company completed the acquisition of the entire outstanding share capital of RPC Group Plc (“RPC”), for aggregate consideration of $6.1 billion. RPC is a leading plastic product design and engineering company for packaging and select non-packaging markets, with 189 sites in 34 countries. RPC develops and manufactures a diverse range of products for a wide variety of customers, including many household names, and enjoys strong market positions in many of the end markets it serves and the geographical areas in which it operates. It uses a wide range of polymer conversion techniques in both rigid and flexible plastics manufacturing, and is one of the largest plastic converters in Europe. The Consumer Packaging International segment primarily consists of the international based facilities, with the remaining U.S. based facilities operated within the Consumer Packaging North America segment. The results of RPC have been included in the consolidated results of the Company since the date of the acquisition. The acquisition has been accounted for under the purchase method of accounting. Under this method, the assets acquired and liabilities assumed have been recorded based on fair values as of the acquisition date. The Company has recognized goodwill on this transaction primarily as a result of expected cost synergies, and expects goodwill to be partially deductible for tax purposes. The preliminary purchase price allocation has been updated for certain measurement period adjustments based on the final valuation resulting in a $70 million increase in working capital, a $201 million decrease in property, plant and equipment, a $135 million decrease in customer relationships, a $93 million net increase in trade names and other intangibles, a $51 million decrease in deferred tax liabilities, and a $22 million increase in noncontrolling interest. These adjustments resulted in corresponding adjustments to goodwill. The following table summarizes the final purchase price allocation (in millions): Consideration Cash $ 6,084 Total consideration transferred 6,084 Identifiable assets acquired and liabilities assumed Working capital (a) 770 Property, plant and equipment 2,174 Identifiable intangible assets 1,670 Other assets 2 Other long-term liabilities (875 ) Goodwill 2,365 Net assets acquired and liabilities assumed 6,106 Noncontrolling interest (22 ) Total consideration transferred $ 6,084 (a) Includes a $58 million step up of inventory to fair value To finance the purchase, the Company issued $1,250 million aggregate principal amount of first priority senior secured notes due 2026, $500 million aggregate principal amount of second priority senior secured notes due 2027, and entered into incremental term loans due July 2026, to fund the remainder of the purchase price. When including RPC results for the periods prior to the acquisition date, unaudited pro forma net sales and net income were $ billion and $ million, respectively, for . The unaudited pro forma net sales and net income assume that the RPC acquisition had occurred as of the beginning of the period. Seal For Life In July 2019, the Company completed the sale of its Seal For Life (“SFL”) business which was operated in our Health, Hygiene & Specialties reporting segment for net proceeds of $325 million. A pretax gain on sale of $214 million was recorded in fiscal 2019, within Restructuring and transaction activities on the Consolidated Statements of Income. SFL recorded $96 million in net sales during fiscal 2019. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Sep. 26, 2020 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 3. Long-Term Debt Long-term debt consists of the following: Facility Maturity Date September 26, 2020 September 28, 2019 Term loan October 2022 $ 1,545 $ 1,545 Term loan January 2024 448 489 Term loan July 2026 4,208 4,250 Revolving line of credit May 2024 — — 6.00% Second Priority Senior Secured Notes October 2022 200 400 5.125% Second Priority Senior Secured Notes July 2023 300 700 1.00% First Priority Senior Secured Notes (a) July 31, 2025 814 — 4.50% Second Priority Senior Secured Notes February 2026 500 500 4.875% First Priority Senior Secured Notes July 2026 1,250 1,250 5.625% Second Priority Senior Secured Notes July 2027 500 500 1.50% First Priority Senior Secured Notes (a) July 31, 2027 436 — Debt discounts and deferred fees (85 ) (112 ) Finance leases and other Various 121 167 Retired debt Various — 1,676 Total long-term debt 10,237 11,365 Current portion of long-term debt (75 ) (104 ) Long-term debt, less current portion $ 10,162 $ 11,261 (a) Euro denominated Fiscal 2020 Activity In January 2020, the Company (i) issued €700 million aggregate principal amount of 1.00% first priority senior secured notes due 2025 and €375 million aggregate principal amount of 1.50% first priority senior secured notes due 2027 (the “Euro notes”) and (ii) refinanced its existing $4.25 billion Term loan maturing in July 2026, resulting in a 50 basis point interest rate reduction. The proceeds of the Euro notes were used to prepay the entire outstanding amount of our existing euro denominated Term loan. Debt extinguishment costs of $18 million, primarily compromised of deferred debt discount and financing fees, were recorded in Other expense, net on the Consolidated Statements of Income upon the extinguishment of the euro Term loan. Berry Global, Inc. Senior Secured Credit Facility Our wholly owned subsidiary Berry Global, Inc.’s senior secured credit facilities consist of $6.2 billion of term loans and an $850 million asset-based revolving line of credit. The availability under the revolving line of credit is the lesser of $850 million or based on a defined borrowing base which is calculated based on available accounts receivable and inventory. The term loan facility requires minimum quarterly principal payments, with the remaining amount payable upon maturity. The Company may voluntarily repay outstanding loans under the senior secured credit facilities at any time without premium or penalty, other than customary “breakage” costs with respect to eurodollar loans. All obligations under the senior secured credit facilities are unconditionally guaranteed by the Company and, subject to certain exceptions, each of the Company’s existing and future direct and indirect domestic subsidiaries. The guarantees of those obligations are secured by substantially all of the Company’s assets as well as those of each domestic subsidiary guarantor. Despite not having financial maintenance covenants, our debt agreements contain certain negative covenants. We are in compliance with all covenants as of September 26, 2020. The failure to comply with these negative covenants could restrict our ability to incur additional indebtedness, effect acquisitions, enter into certain significant business combinations, make distributions or redeem indebtedness. Future maturities of long-term debt as of fiscal year end 2020 are as follows: Fiscal Year Maturities 2021 $ 75 2022 75 2023 1,811 2024 785 2025 864 Thereafter 6,712 $ 10,322 Interest paid was Debt discounts and deferred financing fees are presented net of Long-term debt, less the current portion in the Consolidated Balance Sheet and are amortized to Interest expense through maturity. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 12 Months Ended |
Sep. 26, 2020 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Financial Instruments and Fair Value Measurements | 4. Financial Instruments and Fair Value Measurements In the normal course of business, the Company is exposed to certain risks arising from business operations and economic factors. The Company may use derivative financial instruments to help manage market risk and reduce the exposure to fluctuations in interest rates and foreign currencies. These financial instruments are not used for trading or other speculative purposes. For those derivative instruments that are designated and qualify as hedging instruments, the Company must designate the hedging instrument, based upon the exposure being hedged, as a fair value hedge, cash flow hedge, or a hedge of a net investment in a foreign operation. To the extent hedging relationships are found to be effective, changes in the fair value of the derivatives are offset by changes in the fair value of the related hedged item and recorded to Accumulated other comprehensive loss. Any identified ineffectiveness, or changes in the fair value of a derivative not designated as a hedge, are recorded to the Consolidated Statements of Income. Cross-Currency Swaps The Company is party to certain cross-currency swaps to hedge a portion of our foreign currency risk. The swap agreements mature May 2022 (€250 million), June 2024 (€1,625 million) and July 2027 (£700 million). In addition to the cross-currency swaps, we hedge a portion of our foreign currency risk by designating foreign currency denominated long-term debt as net investment hedges of certain foreign operations. As of September 26, 2020, we had outstanding long-term debt of €785 million that was designated as a hedge of our net investment in certain euro-denominated foreign subsidiaries. When valuing cross-currency swaps, the Company utilizes Level 2 inputs (substantially observable). During fiscal 2020, the Company entered into transactions to cash settle existing cross-currency swaps and received proceeds of $281 million. The swap settlement impact has been included as a component of Currency translation within Accumulated other comprehensive loss. Following the settlement of the existing cross-currency swaps, we entered into new cross-currency swaps with matching notional amounts and maturity dates of the original swaps. Interest Rate Swaps The primary purpose of the Company’s interest rate swap activities is to manage interest expense variability associated with our outstanding variable rate term loan debt. When valuing interest rate swaps the Company utilizes Level 2 inputs (substantially observable). During fiscal 2019, the Company entered into (i) a $400 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.533% with an effective date of February 2019 and expiration in July 2023; (ii) a $884 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 1.857%, with an effective date in July 2019 and expiration in June 2024, and (iii) a $473 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.050%, with an effective date in July 2019 and expiration in June 2024. During fiscal 2020, the Company entered into transactions to extend and recoupon its existing interest rate swaps. As of September 26, 2020, the Company effectively had (i) a $450 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 1.398%, with an expiration date in June 2026, (ii) a $1 billion interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 1.835% with an expiration date in June 2026, (iii) a $400 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 1.916% with an expiration date in June 2026, (iv) an $884 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 1.857%, with an expiration in June 2024, and (v) a $473 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.050%, with an expiration in June 2024. The Company records the fair value positions of all derivative financial instruments on a net basis by counterparty for which a master netting arrangement is utilized. Balances on a gross basis are as follows: Derivatives Instruments Hedge Designation Balance Sheet Location 2020 2019 Cross-currency swaps Designated Other assets $ — $ 88 Cross-currency swaps Designated Other long-term liabilities 270 — Interest rate swaps Designated Other long-term liabilities 226 81 The effect of the Company’s derivative instruments on the Consolidated Statements of Income is as follows: Fiscal years ended Derivatives instruments Statements of Income Location September 26, 2020 September 28, 2019 September 29, 2018 Cross-currency swaps (a) Interest expense, net $ (25 ) $ (19 ) $ (5 ) Cross-currency swaps (b) Other expense, net — 41 — Foreign exchange forward contracts Other expense, net — 99 — Interest rate swaps Interest expense, net 32 2 (1 ) (a) Designated (b) Not designated The amortization related to unrealized losses in Accumulated other comprehensive loss is expected to be $5 million in the next 12 months. The Company’s financial instruments consist primarily of cash and cash equivalents, long-term debt, interest rate swap agreements, cross-currency swap agreements and capital lease obligations. The fair value of our long-term indebtedness exceeded book value by $26 million as of fiscal 2020, and $77 million as of fiscal 2019. The Company’s long-term debt fair values were determined using Level 2 inputs as other significant observable inputs were not available. Non-recurring Fair Value Measurements The Company has certain assets that are measured at fair value on a non-recurring basis when impairment indicators are present or when the Company completes an acquisition. The Company adjusts certain long-lived assets to fair value only when the carrying values exceed the fair values. The categorization of the framework used to value the assets is considered Level 3, due to the subjective nature of the unobservable inputs used to determine the fair value. These assets that are subject to our annual impairment analysis primarily include our definite lived and indefinite lived intangible assets, including goodwill and our property, plant and equipment. The Company reviews goodwill and other indefinite lived assets for impairment as of the first day of the fourth fiscal quarter each year, and more frequently if impairment indicators exist. The Company determined goodwill and other indefinite lived assets were not impaired in our annual fiscal 2020, 2019, and 2018 assessments. Included in the following tables are the major categories of assets and their current carrying values that were measured at fair value on a non-recurring basis in the current year, along with the impairment loss recognized on the fair value measurement for the fiscal years then ended: As of the end of fiscal 2020 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 5,173 5,173 — Definite lived intangible assets — — 2,249 2,249 — Property, plant and equipment — — 4,561 4,561 2 Total $ — $ — $ 12,231 $ 12,231 $ 2 As of the end of fiscal 2019 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 5,051 5,051 — Definite lived intangible assets — — 2,532 2,532 — Property, plant and equipment — — 4,714 4,714 8 Total $ — $ — $ 12,545 $ 12,545 $ 8 As of the end of fiscal 2018 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 2,944 2,944 — Definite lived intangible assets — — 1,092 1,092 — Property, plant and equipment — — 2,488 2,488 — Total $ — $ — $ 6,772 $ 6,772 $ — |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Sep. 26, 2020 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets The following table sets forth the gross carrying amount and accumulated amortization of the Company’s goodwill and intangible assets as of the fiscal years ended: 2020 2019 Amortization Period Goodwill $ 5,173 $ 5,051 Indefinite lived Customer relationships 3,323 3,407 5 – 17 years Trademarks (indefinite lived) 248 248 Indefinite lived Trademarks (definite lived) 274 149 Not more than 15 years Other intangibles 129 161 5 – 14 years Accumulated amortization (1,477 ) (1,185 ) Intangible assets, net 2,497 2,780 Total goodwill and intangible assets, net $ 7,670 $ 7,831 Future amortization expense for definite lived intangibles as of fiscal 2020 for the next five fiscal years is $280 million, $258 million, $244 million, $231 million, and $219 million each year for fiscal years ending 2021, 2022, 2023, 2024, and 2025, respectively. |
Commitments, Leases and Conting
Commitments, Leases and Contingencies | 12 Months Ended |
Sep. 26, 2020 | |
Commitments, Leases and Contingencies [Abstract] | |
Commitments, Leases and Contingencies | 6. Commitments, Leases and Contingencies The Company has various purchase commitments for raw materials, supplies and property and equipment incidental to the ordinary conduct of business. Collective Bargaining Agreements At the end of fiscal 2020, we employed approximately 47,000 employees, and approximately 20% of those employees were covered by collective bargaining agreements. The majority of these agreements are due for renegotiation in fiscal 2021. Our relations with employees under collective bargaining agreements remain satisfactory and there have been no significant work stoppages or other labor disputes during the past three years. Leases During the first quarter of fiscal 2020, the Company adopted ASU 2016-02, Leases (Topic 842). The Company leases certain manufacturing facilities, warehouses, office space, manufacturing equipment, office equipment, and automobiles. Under the new standard, we recognize right-of-use assets and lease liabilities for leases with original lease terms greater than one year based on the present value of lease payments over the lease term using our incremental borrowing rate on a collateralized basis. Short-term leases, with original lease terms of less than one year, are not recognized on the balance sheet. We are party to certain leases, namely for manufacturing facilities, which offer renewal options to extend the original lease term. Renewal options are included in the right-of-use asset and lease liability based on our assessment of the probability that the options will be exercised. We have elected the package of practical expedients which allows the Company to not reassess: (i) whether any expired or existing contracts are or contain leases, (ii) lease classification for any expired or existing leases, and (iii) initial direct costs for any existing leases. Additionally, we have elected the practical expedient to not separate lease and non-lease components for all asset classes. Supplemental lease information is as follows: Leases Classification 2020 Assets Operating lease right-of-use assets Right-of-use asset $ 562 Finance lease right-of-use assets Property, plant, and equipment, net 78 Current liabilities Operating lease liabilities Other current liabilities $ 115 Finance lease liabilities Current portion of long-term debt 17 Non-current liabilities Operating lease liabilities Operating lease liability $ 464 Finance lease liabilities Long-term debt, less current portion 59 Lease cost 2020 Operating lease cost $ 120 Finance lease cost: Amortization of right-of-use assets 24 Interest on lease liabilities 3 Total finance lease cost 27 Short-term lease cost 27 Total lease cost $ 174 Cash paid for amounts included in lease liabilities 2020 Operating cash flows from operating leases $ 120 Operating cash flows from finance leases 3 Financing cash flows from finance leases 38 2020 Weighted-average remaining lease term - operating leases 8 years Weighted-average remaining lease term - finance leases 4 years Weighted-average discount rate - operating leases 4.6 % Weighted-average discount rate - finance leases 3.8 % Right-of-use assets obtained in exchange for new operating lease liabilities were $44 million for fiscal 2020. At September 26, 2020, annual lease commitments were as follows: Fiscal Year Operating Leases Finance Leases 2021 $ 118 $ 20 2022 103 23 2023 87 17 2024 72 7 2025 67 6 Thereafter 256 13 Total lease payments 703 86 Less: Interest (124 ) (10 ) Present value of lease liabilities $ 579 $ 76 Litigation The Company is party to various legal proceedings involving routine claims which are incidental to its business. Although the Company’s legal and financial liability with respect to such proceedings cannot be estimated with certainty, the Company believes that any ultimate liability would not be material to its financial position, results of operations or cash flows. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 26, 2020 | |
Income Taxes [Abstract] | |
Income Taxes | 7. Income Taxes The Company is being taxed at the U.S. corporate level as a C-Corporation and has provided U.S. Federal, State and foreign income taxes. Significant components of income tax expense for the fiscal years ended are as follows: 2020 2019 2018 Current U.S. Federal $ 84 $ 60 $ 19 State 12 11 8 Non-U.S. 154 67 40 Total current 250 138 67 Deferred: U.S. Federal (29 ) (47 ) (72 ) State (13 ) (3 ) 12 Non-U.S. (54 ) (2 ) (26 ) Total deferred (96 ) (52 ) (86 ) Expense for income taxes $ 154 $ 86 $ (19 ) U.S. income from continuing operations before income taxes was $206 million, $229 million, and $373 million for fiscal 2020, 2019, and 2018, respectively. Non-U.S. income from continuing operations before income taxes was $507 million, $261 million, and $104 million for fiscal 2020, 2019, and 2018, respectively. The Company paid cash taxes of $243 million, $115 million, and $60 million in fiscal 2020, 2019, and 2018, respectively. The reconciliation between U.S. Federal income taxes at the statutory rate and the Company’s benefit for income taxes on continuing operations for fiscal years ended are as follows: 2020 2019 2018 U.S. Federal income tax expense at the statutory rate $ 150 $ 103 $ 117 Adjustments to reconcile to the income tax provision: U.S. state income tax expense 6 9 12 Federal and state credits (14 ) (8 ) (7 ) Share-based compensation (4 ) (12 ) (8 ) Tax Cuts and Jobs Act — — (124 ) Withholding taxes 15 — — Changes in foreign valuation allowance (8 ) 13 (10 ) Foreign income taxed in the U.S. 9 3 — Manufacturing tax benefits — — (6 ) Rate differences between U.S. and foreign (6 ) 7 3 Sale of subsidiary — (38 ) — Other 6 9 4 Expense for income taxes $ 154 $ 86 $ (19 ) Deferred income taxes result from temporary differences between the amount of assets and liabilities recognized for financial reporting and tax purposes. The components of the net deferred income tax liability as of fiscal years ended are as follows: 2020 2019 Deferred tax assets: Allowance for doubtful accounts $ 3 $ 3 Deferred gain on sale-leaseback 5 5 Accrued liabilities and reserves 104 64 Inventories 10 9 Net operating loss carryforward 291 348 Interest expense carryforward 28 35 Derivatives 127 — Lease liability 147 — Research and development credit carryforward 11 12 Federal and state tax credits 14 11 Other 33 40 Total deferred tax assets 773 527 Valuation allowance (150 ) (141 ) Total deferred tax assets, net of valuation allowance 623 386 Deferred tax liabilities: Property, plant and equipment 429 487 Intangible assets 588 597 Leased asset 142 — Included in held for sale (4 ) — Other 15 63 Total deferred tax liabilities 1,170 1,147 Net deferred tax liability $ (547 ) $ (761 ) The Company had $54 million of net deferred tax assets recorded in Other assets, and $601 million of net deferred tax liabilities recorded in Deferred income taxes on the Consolidated Balance Sheets. As of September 26, 2020, the Company has recorded deferred tax assets related to federal, state, and foreign net operating losses, interest expense, and tax credits. These attributes are spread across multiple jurisdictions and generally have expiration periods beginning in 2020 while a portion remains available indefinitely. Each attribute has been assessed for realization and a valuation allowance is recorded against the deferred tax assets to bring the net amount recorded to the amount more likely than not to be realized. The valuation allowance against deferred tax assets was $150 million and $141 million as of the fiscal years ended 2020 and 2019, respectively, related to the foreign and U.S. federal and state operations. The Company is permanently reinvested except to the extent the foreign earnings are previously taxed or to the extent that we have sufficient basis in our non-U.S. subsidiaries to repatriate earnings on an income tax free basis. Uncertain Tax Positions The following table summarizes the activity related to our gross unrecognized tax benefits for fiscal years ended: 2020 2019 Beginning unrecognized tax benefits $ 165 $ 74 Gross increases – tax positions in prior periods 13 2 Gross decreases - tax positions in prior periods (12 ) — Gross increases – current period tax positions — 6 Gross increases – from RPC acquisition 7 88 Settlements (1 ) (1 ) Lapse of statute of limitations (4 ) (4 ) Ending unrecognized tax benefits $ 168 $ 165 As of fiscal year end 2020, the amount of unrecognized tax benefit that, if recognized, would affect our effective tax rate was $161 million and we had $40 million accrued for payment of interest and penalties related to our uncertain tax positions. Our penalties and interest related to uncertain tax positions are included in income tax expense. As a result of global operations, we file income tax returns in the U.S. federal, various state and local, and foreign jurisdictions and are routinely subject to examination by taxing authorities throughout the world. Excluding potential adjustments to net operating losses, the U.S. federal and state income tax returns are no longer subject to income tax assessments for years before 2016. With few exceptions, the major foreign jurisdictions are no longer subject to income tax assessments for year before 2014. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Sep. 26, 2020 | |
Retirement Plans [Abstract] | |
Retirement Plans | 8. Retirement Plans The Company sponsors defined contribution 401(k) retirement plans covering substantially all employees. Contributions are based upon a fixed dollar amount for employees who participate and percentages of employee contributions at specified thresholds. Contribution expense for these plans was $40 million, $26 million, and $20 million for fiscal 2020, 2019, and 2018, respectively. The North American defined benefit pension plans, which cover certain manufacturing facilities, are closed to future entrants. The majority of the retirement benefit obligations in the United Kingdom (“UK”) are defined benefit pension plans, and are closed to future entrants. The assets of all the plans are held in a separate trustee administered fund to meet long-term liabilities for past and present employees. Most of the Company’s German operations provide non-contributory pension plans. There is no external funding for these plans although they are secured by insolvency insurance required under German law. In general, the plans provide a fixed retirement benefit not related to salaries and are closed to new entrants. Germany represents $97 million of Mainland Europe’s total underfunded status. The net amount of liability recognized is included in Employee Benefit Obligations on the Consolidated Balance Sheets. The Company uses fiscal year end as a measurement date for the retirement plans. Fiscal 2020 Fiscal 2019 Change in Projected Benefit Obligations (PBO) North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 344 $ 827 $ 206 $ 1,377 $ 307 $ — $ — $ 307 Acquisition — — — — — 810 209 1,019 Service cost — — 1 1 — — 2 2 Interest cost 10 15 1 26 12 4 1 17 Currency — 31 13 44 — (24 ) (10 ) (34 ) Actuarial loss (gain) 30 41 (7 ) 64 42 44 8 94 Benefit settlements (6 ) — (16 ) (22 ) — — — — Benefits paid (17 ) (26 ) (6 ) (49 ) (17 ) (7 ) (4 ) (28 ) End of period $ 361 $ 888 $ 192 $ 1,441 $ 344 $ 827 $ 206 $ 1,377 Fiscal 2020 Fiscal 2019 Change in Fair Value of Plan Assets North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 269 $ 729 $ 67 $ 1,065 $ 277 $ — $ — $ 277 Acquisition — — — — — 702 70 772 Currency — 27 4 31 — (22 ) (3 ) (25 ) Return on assets 22 21 (2 ) 41 9 51 2 62 Contributions — 18 7 25 — 5 2 7 Benefit settlements (6 ) — (16 ) (22 ) — — — — Benefits paid (17 ) (26 ) (6 ) (49 ) (17 ) (7 ) (4 ) (28 ) End of period $ 268 $ 769 $ 54 $ 1,091 $ 269 $ 729 $ 67 $ 1,065 Underfunded status $ (93 ) $ (119 ) $ (138 ) $ (350 ) $ (75 ) $ (98 ) $ (139 ) $ (312 ) At the end of fiscal 2020, the Company had $180 million of net unrealized losses recorded in Accumulated other comprehensive loss on the Consolidated Balance Sheets. The Company expects $8 million to be realized in fiscal 2021. The following table presents significant weighted-average assumptions used to determine benefit obligation and benefit cost for the fiscal years ended: Fiscal 2020 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 2.2 1.6 0.8 Discount rate for net benefit cost 2.9 1.8 0.7 Expected return on plan assets for net benefit costs 6.1 3.8 2.2 Fiscal 2019 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 2.9 1.8 0.7 Discount rate for net benefit cost 4.0 2.3 1.0 Expected return on plan assets for net benefit costs 6.1 4.3 1.7 In evaluating the expected return on plan assets, Berry considered its historical assumptions compared with actual results, an analysis of current market conditions, asset allocations, and the views of advisors. The return on plan assets is derived from target allocations and historical yield by asset type. A one quarter of a percentage point reduction of expected return on pension assets or discount rate applied to the pension liability would result in an immaterial change to the Company’s pension expense. In accordance with the guidance from the FASB for employers’ disclosure about postretirement benefit plan assets the table below discloses fair values of each pension plan asset category and level within the fair value hierarchy in which it falls. There were no material changes or transfers between level 3 assets and the other levels. Fiscal 2020 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 18 $ 18 $ — $ 36 U.S. large cap comingled equity funds 72 27 — 99 U.S. mid cap equity mutual funds 49 16 — 65 U.S. small cap equity mutual funds 3 16 — 19 International equity mutual funds 12 99 — 111 Real estate equity investment funds 3 158 91 252 Corporate bond mutual funds 10 — 27 37 Corporate bonds — 146 — 146 International fixed income funds 66 209 — 275 International insurance policies — — 51 51 Total $ 233 $ 689 $ 169 $ 1,091 Fiscal 2019 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 15 $ 89 $ — $ 104 U.S. large cap comingled equity funds — 124 — 124 U.S. mid cap equity mutual funds 42 — — 42 U.S. small cap equity mutual funds 3 — — 3 International equity mutual funds 18 94 — 112 Real estate equity investment funds 3 179 75 257 Corporate bond mutual funds 12 — — 12 Corporate bonds — 164 14 178 Guaranteed investment account — — 8 8 International fixed income funds 73 93 — 166 International insurance policies — — 59 59 Total $ 166 $ 743 $ 156 $ 1,065 The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid for the fiscal year end: North America UK Mainland Europe Total 2021 $ 19 $ 27 $ 6 $ 52 2022 19 26 7 52 2023 19 27 6 52 2024 19 29 9 57 2025 19 30 7 56 2026-2030 94 159 51 304 Net pension expense included the following components as of fiscal years ended: 2020 2019 2018 Service cost $ 1 $ 2 $ — Interest cost 26 17 11 Amortization of net actuarial loss 5 1 2 Expected return on plan assets (46 ) (24 ) (17 ) Net periodic benefit expense (income) $ (14 ) $ (4 ) $ (4 ) Our defined benefit pension plan asset allocations as of fiscal years ended are as follows: Asset Category 2020 2019 Equity securities and equity-like instruments 50 % 50 % Debt securities and debt-like 42 33 International insurance policies 5 6 Other 3 11 Total 100 % 100 % The Company’s retirement plan assets are invested with the objective of providing the plans the ability to fund current and future benefit payment requirements while minimizing annual Company contributions. The retirement plans held $42 million of the Company’s stock at the end of fiscal 2020. The Company re-addresses the allocation of its investments on a regular basis. |
Restructuring and Transaction A
Restructuring and Transaction Activities | 12 Months Ended |
Sep. 26, 2020 | |
Restructuring and Transaction Activities [Abstract] | |
Restructuring and Transaction Activities | 9. Restructuring and Transaction Activities The Company has announced various restructuring plans in the last three fiscal years which included shutting down facilities. In all instances, the majority of the operations from rationalized facilities was transferred to other facilities within the respective segment. During fiscal 2018, the Company shut down one facility in each of the Engineered Materials, Health, Hygiene & Specialties, and Consumer Packaging North America segment, which accounted for approximately $10 million, $30 million, and $15 million of annual net sales, respectively. During fiscal 2019 and 2020, the Company did not shut down any facilities with significant net sales. Since 2018, total expected costs attributed to restructuring programs total $106 million with $3 million remaining to be recognized in the future. Expected Total Costs Cumulative Charges through Fiscal 2020 To be Recognized in Future Severance and termination benefits $ 78 $ 78 $ — Facility exit costs 18 15 3 Asset impairment 10 10 — Total $ 106 $ 103 $ 3 The table below sets forth the significant components of the restructuring and transaction activity charges recognized for the fiscal years ended, by segment: 2020 2019 2018 Consumer Packaging International $ 58 $ 54 $ — Consumer Packaging North America 10 12 3 Engineered Materials 6 2 6 Health, Hygiene & Specialties 5 (200 ) 27 Consolidated $ 79 $ (132 ) $ 36 The table below sets forth the activity with respect to the restructuring charges and the impact on our accrued restructuring reserves: Employee Severance and Benefits Facility Exit Costs Non-cash Impairment Charges Transaction Activities Total Balance as of fiscal 2018 $ 9 $ 4 $ — $ — $ 13 Charges (a) 10 4 8 (146 ) (124 ) Non-cash asset impairment — — (8 ) — (8 ) Cash (17 ) (3 ) — 146 126 Balance as of fiscal 2019 $ 2 $ 5 $ — $ — $ 7 Charges 34 9 2 34 79 Non-cash asset impairment — — (2 ) — (2 ) Cash (26 ) (7 ) — (34 ) (67 ) Balance as of fiscal 2020 $ 10 $ 7 $ — $ — $ 17 (a) Consists of $214 million gain on the sale of our SFL business in 2019 offset by professional fees and other costs related to the RPC acquisition. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 26, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions The Company made payments related to the income tax receivable agreement of $38 million in fiscal 2019. Apollo Global Management, LLC (“Apollo”) received $29 million of the fiscal 2019 payment. Mr. Evan Bayh, a member of the Company’s Board of Directors, has been employed by Apollo since 2011. The agreement was terminated in fiscal 2019. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Sep. 26, 2020 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity Share Repurchases In August 2018, the Company announced that its Board authorized a $500 million share repurchase program. Share repurchases will be made through open market purchases, privately negotiated transactions, Rule 10b5-1 plans, or other transactions in accordance with applicable securities laws and in such amounts at such times as we deem appropriate based upon prevailing market and business conditions and other factors. The share repurchase program has no expiration date and may be suspended at any time. No shares were repurchased during fiscal 2020. During fiscal 2019, the Company repurchased approximately 1,512 thousand shares for $72 million, at an average price of $47.64. All share repurchases were immediately retired. Common stock was reduced by the number of shares retired at $0.01 par value per share. The Company allocates the excess purchase price over par value between additional paid-in capital and retained earnings. Equity Incentive Plans In fiscal 2018, the Company amended the 2015 Berry Global Group, Inc. Long-Term Incentive Plan to authorize the issuance of million shares, an increase of million shares from the previous authorization. The Company recognized total share-based compensation expense of $33 million, $27 million, and $23 million for fiscal 2020, 2019, and 2018, respectively. The intrinsic value of options exercised in fiscal 2020 was $28 million. Information related to the equity incentive plans as of the fiscal years ended are as follows: 2020 2019 Number of Shares (in thousands) Weighted Average Exercise Price Number of Shares (in thousands) Weighted Average Exercise Price Options outstanding, beginning of period 10,263 $ 37.82 10,744 $ 32.40 Options granted 2,562 45.60 2,259 47.66 Options exercised (1,223 ) 24.96 (2,476 ) 22.41 Options forfeited or cancelled (142 ) 45.05 (264 ) 46.07 Options outstanding, end of period 11,460 $ 40.84 10,263 $ 37.82 Option price range at end of period $ 3.04-54.33 $ 3.04-54.33 Options exercisable at end of period 5,599 4,720 Options available for grant at period end 2,678 5,099 Weighted average fair value of options granted during period $ 14.26 $ 15.34 The fair value for options granted has been estimated at the date of grant using a Black-Scholes model, generally with the following weighted average assumptions: 2020 2019 2018 Risk-free interest rate 1.7 % 2.5 % 2.7 % Dividend yield 0.0 % 0.0 % 0.0 % Volatility factor 27.2 % 26.3 % 26.1 % Expected option life 6.5 years 6.5 years 6.5 years For purposes of the valuation model in fiscal years 2020, 2019, and 2018, the Company used the simplified method due to the lack of historical data upon which to estimate the expected term. The following table summarizes information about the options outstanding as of fiscal 2020: Range of Exercise Prices Number Outstanding (in thousands) Intrinsic Value of Outstanding (in millions) Weighted Remaining Contractual Life Weighted Exercise Price Number Exercisable (in thousands) Intrinsic Value of Exercisable (in millions) Unrecognized Compensation (in millions) Weighted Recognition Period $ 3.04-54.33 11,460 $ 92 6.8 years $ 40.84 5,599 $ 77 $ 4 2.1 years |
Segment and Geographic Data
Segment and Geographic Data | 12 Months Ended |
Sep. 26, 2020 | |
Segment and Geographic Data [Abstract] | |
Segment and Geographic Data | 12. Segment and Geographic Data Berry’s operations are organized into four reporting segments: Consumer Packaging International, Consumer Packaging North America, Engineered Materials, and Health, Hygiene & Specialties. The structure is designed to align us with our customers, provide improved service, and drive future growth in a cost efficient manner. Selected information by reportable segment is presented in the following tables: 2020 2019 2018 Net sales Consumer Packaging International $ 4,195 $ 1,229 $ 215 Consumer Packaging North America 2,850 2,636 2,463 Engineered Materials 2,334 2,538 2,633 Health, Hygiene & Specialties 2,330 2,475 2,558 Total $ 11,709 $ 8,878 $ 7,869 Operating income Consumer Packaging International $ 299 $ 12 $ 17 Consumer Packaging North America 320 234 190 Engineered Materials 317 $ 318 365 Health, Hygiene & Specialties 243 410 189 Total $ 1,179 $ 974 $ 761 Depreciation and amortization Consumer Packaging International $ 318 $ 93 $ 15 Consumer Packaging North America 250 216 229 Engineered Materials 105 116 108 Health, Hygiene & Specialties 172 188 186 Total $ 845 $ 613 $ 538 2020 2019 Total assets: Consumer Packaging International $ 7,575 $ 7,085 Consumer Packaging North America 3,716 4,243 Engineered Materials 2,006 1,862 Health, Hygiene & Specialties 3,404 3,279 Total assets $ 16,701 $ 16,469 Selected information by geographical region is presented in the following tables: 2020 2019 2018 Net sales: United States and Canada $ 6,250 $ 6,293 $ 6,266 Europe 4,223 1,637 759 Rest of world 1,236 948 844 Total net sales $ 11,709 $ 8,878 $ 7,869 2020 2019 Long-lived assets: United States and Canada $ 6,753 $ 7,021 Europe 3,813 3,654 Rest of world 2,318 2,037 Total long-lived assets $ 12,884 $ 12,712 Selected information by product line is presented in the following tables: (in percentages) 2020 2019 2018 Net sales: Packaging 82 % 84 % 100 % Non-packaging 18 16 — Consumer Packaging International 100 % 100 % 100 % Rigid Open Top 45 % 45 % 44 % Rigid Closed Top 55 55 56 Consumer Packaging North America 100 % 100 % 100 % Core Films 38 % 40 % 41 % Retail & Industrial 62 60 59 Engineered Materials 100 % 100 % 100 % Health 20 % 15 % 18 % Hygiene 52 53 51 Specialties 28 32 31 Health, Hygiene & Specialties 100 % 100 % 100 % |
Net Income per Share
Net Income per Share | 12 Months Ended |
Sep. 26, 2020 | |
Net Income per Share [Abstract] | |
Net Income per Share | 13. Net Income per Share Basic net income per share is calculated by dividing the net income attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Diluted net income per share is computed by dividing the net income attributable to common stockholders by the weighted-average number of common share equivalents outstanding for the period determined using the treasury-stock method and the if-converted method. For purposes of this calculation, stock options are considered to be common stock equivalents and are only included in the calculation of diluted net income per share when their effect is dilutive. There were 7 million and 5 million shares excluded from the fiscal 2020 and 2019 diluted net income per share calculation, respectively, as their effect would be anti-dilutive. There were no shares excluded from the fiscal 2018 calculation. The following tables and discussion provide a reconciliation of the numerator and denominator of the basic and diluted net income per share computations. (in millions, except per share amounts) 2020 2019 2018 Numerator Net income attributable to the Company $ 559 $ 404 $ 496 Denominator Weighted average common shares outstanding - basic 132.6 131.3 131.4 Dilutive shares 2.5 3.3 3.8 Weighted average common and common equivalent shares outstanding - diluted 135.1 134.6 135.2 Per common share income Basic $ 4.22 $ 3.08 $ 3.77 Diluted $ 4.14 $ 3.00 $ 3.67 |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Sep. 26, 2020 | |
Quarterly Financial Data (Unaudited) [Abstract] | |
Quarterly Financial Data (Unaudited) | 14. Quarterly Financial Data (Unaudited) The following table contains selected unaudited quarterly financial data for fiscal years ended. 2020 2019 First Second Third Fourth First Second Third Fourth Net sales $ 2,816 $ 2,975 $ 2,910 $ 3,008 $ 1,972 $ 1,950 $ 1,937 $ 3,019 Cost of goods sold 2,296 2,391 2,272 2,342 1,619 1,578 1,551 2,511 Gross profit 520 584 638 666 353 372 386 508 Net income $ 47 $ 126 $ 191 $ 195 $ 88 $ 74 $ 13 $ 229 Net income per share: Basic $ 0.36 $ 0.95 $ 1.44 $ 1.47 $ 0.67 $ 0.57 $ 0.10 $ 1.74 Diluted $ 0.35 $ 0.94 $ 1.42 $ 1.44 $ 0.66 $ 0.55 $ 0.10 $ 1.69 The fourth fiscal quarter for 2019 includes certain unusual, nonrecurring items related to the acquisition of RPC and divestiture of our SFL business. Refer to Note 2. Acquisitions and Dispositions for further information. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 26, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events U.S Flexible Packaging Converting Disposition In October 2020, the Company reached an initial agreement to sell its U.S. flexible packaging converting business which was primarily operated in the Engineered Materials segment for $140 million, which is preliminary and subject to adjustment at closing. The Company reported fiscal 2020 net sales of approximately $200 million related to the sold business. For the period ended September 26, 2020, the Company has classified assets of $162 million and liabilities of $25 million as held for sale. Business Reorganization In October 2020, the Company reorganized portions of its four operating segments in order to better align our various businesses for future growth. This reorganization includes the following changes: (1) the Health, Hygiene & Specialties segment will include the Tapes business historically reported in our Engineered Materials segment, (2) the Consumer Packaging International segment will include the North American Healthcare business historically operated in Consumer Packaging North America segment and (3) the Engineered Materials segment will include the European films business which was historically operated in the Consumer Packaging International segment. We will report results based on our reorganized structure beginning with our results for the first quarter of fiscal 2021. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 26, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commissions. Periods presented in these financial statements include fiscal periods ending September 26, 2020 (“fiscal 2020”), September 28, 2019 (“fiscal 2019”), and September 29, 2018 (“fiscal 2018”). The Company has recast certain prior period amounts to conform to current reporting. Fiscal 2020, fiscal 2019, and fiscal 2018 were fifty-two week periods. The Company has evaluated subsequent events through the date the financial statements were issued. |
Consolidation | The consolidated financial statements include the accounts of Berry and its subsidiaries, all of which includes our wholly owned and majority owned subsidiaries. The Company has certain foreign subsidiaries that report on a calendar period basis which we consolidate into our respective fiscal period. Intercompany accounts and transactions have been eliminated in consolidation. |
Revenue Recognition | Our revenues are primarily derived from the sale of non-woven, flexible and rigid products to customers. Revenue is recognized when performance obligations are satisfied, in an amount reflecting the consideration to which the Company expects to be entitled. We consider the promise to transfer products to be our sole performance obligation. If the consideration agreed to in a contract includes a variable amount, we estimate the amount of consideration we expect to be entitled to in exchange for transferring the promised goods to the customer using the most likely amount method. Our main sources of variable consideration are customer rebates. The accrual for customer rebates was $104 million and $114 million at September 26, 2020 and September 28, 2019, respectively, and is included in Other current liabilities on the Consolidated Balance Sheets. The Company disaggregates revenue based on reportable business segment, geography, and significant product line. Refer to Note 12. Segment and Geographic Data for further information. |
Accounts Receivable | The Company has entered into various factoring agreements to sell certain receivables to third-party financial institutions. The transfer of receivables is accounted for as a sale, without recourse. Net sales available under qualifying U.S. based programs were $931 million and $940 million for the year ended September 26, 2020 and September 28, 2019, respectively. There were no amounts outstanding from financial institutions related to these programs. The fees associated with transfer of receivables for all programs were not material for any of the periods presented. |
Purchases of Raw Materials and Concentration of Risk | Purchases of Raw Materials and Concentration of Risk The Company’s most significant raw material used in the production of its products is plastic resin. The largest supplier of the Company’s total resin material requirements represented approximately 13% of purchases in fiscal 2020. The Company uses a variety of suppliers to meet its resin requirements. |
Research and Development | Research and Development Research and development costs are expensed when incurred. The Company incurred research and development expenditures of $79 million, $50 million, and $45 million in fiscal 2020, 2019, and 2018, respectively. |
Stock-Based Compensation | Share-Based Compensation The Company utilizes the Black-Scholes option valuation model for estimating the fair value of stock options and amortizes the estimated fair value on a straight-line basis over the requisite service period. The share-based compensation plan is more fully described in Note 11. Stockholders’ Equity. |
Foreign Currency | Foreign Currency For the non-U.S. subsidiaries that account in a functional currency other than U.S. dollars, assets and liabilities are translated into U.S. dollars using period-end exchange rates. Sales and expenses are translated at the average exchange rates in effect during the period. Foreign currency translation gains and losses are included as a component of Accumulated other comprehensive income (loss) within Stockholders’ equity. Gains and losses resulting from foreign currency transactions are included in the Consolidated Statements of Income. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid investments purchased with a maturity of three months or less from the time of purchase are considered to be cash equivalents. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company’s customers are located principally throughout the U.S. and Europe, without significant concentration with any one customer. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. The Company’s accounts receivable and related allowance for doubtful accounts are analyzed in detail on a quarterly basis and all significant customers with delinquent balances are reviewed to determine future collectability. The allowance for doubtful accounts was $25 million and $28 million at September 26, 2020 and September 28, 2019, respectively. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value and are valued using the first-in, first-out method. Management periodically reviews inventory balances, using recent and future expected sales to identify slow-moving and/or obsolete items. The cost of spare parts is charged to cost of goods sold when purchased. We evaluate our reserve for inventory obsolescence on a quarterly basis and review inventory on-hand to determine future salability. We base our determinations on the age of the inventory and the experience of our personnel. We reserve inventory that we deem to be not salable in the quarter in which we make the determination. We believe, based on past history and our policies and procedures, that our net inventory is salable. Inventory as of fiscal 2020 and 2019 was: Inventories: 2020 2019 Finished goods $ 708 $ 743 Raw materials 560 581 $ 1,268 $ 1,324 |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from 15 to 40 years for buildings and improvements, 2 to 20 years for machinery, equipment, and tooling, and over the term of the agreement for capital leases. Leasehold improvements are depreciated over the shorter of the useful life of the improvement or the lease term. Repairs and maintenance costs are charged to expense as incurred. Property, plant and equipment as of fiscal 2020 and 2019 was: Property, plant and equipment: 2020 2019 Land, buildings and improvements $ 1,669 $ 1,549 Equipment and construction in progress 6,213 6,090 7,882 7,639 Less accumulated depreciation (3,321 ) (2,925 ) $ 4,561 $ 4,714 |
Long-Lived Assets | Long-lived Assets Long-lived assets, including property, plant and equipment and definite lived intangible assets are reviewed for impairment in accordance with ASC 360, “Property, Plant and Equipment,” whenever facts and circumstances indicate that the carrying amount may not be recoverable. Specifically, this process involves comparing an asset’s carrying value to the estimated undiscounted future cash flows the asset is expected to generate over its remaining life. If this process were to result in the conclusion that the carrying value of a long-lived asset would not be recoverable, a write-down of the asset to fair value would be recorded through a charge to operations. |
Goodwill | Goodwill The changes in the carrying amount of goodwill by reportable segment are as follows: Consumer Packaging International Consumer Packaging North America Engineered Materials Health, Hygiene & Specialties Total Balance as of fiscal 2018 $ 46 $ 1,409 $ 629 $ 860 $ 2,944 Foreign currency translation adjustment (73 ) (1 ) — 7 (67 ) Acquisitions 1,705 500 9 2 2,216 Dispositions — — — (42 ) (42 ) Balance as of fiscal 2019 $ 1,678 $ 1,908 $ 638 $ 827 $ 5,051 Foreign currency translation adjustment 32 — — (16 ) 16 Final RPC purchase price valuation 303 (151 ) 7 — 159 Held for sale — — (40 ) (13 ) (53 ) Balance as of fiscal 2020 $ 2,013 $ 1,757 $ 605 $ 798 $ 5,173 In fiscal year 2020, the Company completed a step 1 quantitative test to evaluate impairment of goodwill. The fair value for each reporting unit is estimated based on a market approach and a discounted cash flow analysis and is reconciled back to the current market capitalization for Berry to ensure that the implied control premium is reasonable. Our forecasts included long-term growth of 3% and modest margin expansion attributed to capital investments, and discount rates ranging from 9.0% to 11.5% being applied to the forecasted cash flows. As a result of our annual impairment evaluations the Company concluded that no impairment existed in fiscal 2020. However, future declines in valuation market multiples, sustained lower earnings, or macroeconomic challenges could impact future impairment tests. The Company has recognized cumulative goodwill impairment charges of $165 million, which occurred in fiscal 2011. |
Deferred Financing Fees | Deferred Financing Fees Deferred financing fees are amortized to interest expense using the effective interest method over the lives of the respective debt agreements. Pursuant to ASC 835-30, the Company presents $85 million and $112 million as of fiscal 2020 and fiscal 2019, respectively, of debt issuance and deferred financing costs on the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. |
Intangible Assets | Intangible Assets Customer relationships are being amortized using an accelerated amortization method which corresponds with the customer attrition rates used in the initial valuation of the intangibles over the estimated life of the relationships which range from 5 to 17 years. Definite lived trademarks are being amortized using the straight-line method over the estimated life of the assets which are not more than 15 years. Other intangibles, which include technology and licenses, are being amortized using the straight-line method over the estimated life of the assets which range from 5 to 14 years. The Company has trademarks that total $248 million that are indefinite lived and we test annually for impairment on the first day of the fourth quarter. We completed the annual impairment test of our indefinite lived trade names utilizing the relief from royalty method and noted no impairment in fiscal 2020, 2019 and 2018. Customer Relationships Trademarks Other Intangibles Accumulated Amortization Total Balance as of fiscal 2018 $ 1,882 $ 293 $ 185 $ (1,020 ) $ 1,340 Foreign currency translation adjustment (56 ) (4 ) (2 ) 4 (58 ) Amortization expense — — — (194 ) (194 ) Acquisition intangibles 1,590 108 (22 ) 16 1,692 Netting of fully amortized intangibles (9 ) — — 9 — Balance as of fiscal 2019 $ 3,407 $ 397 $ 161 $ (1,185 ) $ 2,780 Foreign currency translation adjustment 53 7 3 (2 ) 61 Amortization expense — — — (300 ) (300 ) Final RPC purchase price valuation (137 ) 118 (25 ) — (44 ) Netting of fully amortized intangibles — — (10 ) 10 — Balance as of fiscal 2020 $ 3,323 $ 522 $ 129 $ (1,477 ) $ 2,497 |
Insurable Liabilities | Insurable Liabilities The Company records liabilities for the self-insured portion of workers’ compensation, health, product, general and auto liabilities. The determination of these liabilities and related expenses is dependent on claims experience. For most of these liabilities, claims incurred but not yet reported are estimated based upon historical claims experience. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability approach, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequence of events that have been recognized in the Company’s financial statements or income tax returns. Income taxes are recognized during the period in which the underlying transactions are recorded. Deferred taxes, with the exception of non-deductible goodwill, are provided for temporary differences between amounts of assets and liabilities as recorded for financial reporting purposes and such amounts as measured by tax laws. If the Company determines that a deferred tax asset arising from temporary differences is not likely to be utilized, the Company will establish a valuation allowance against that asset to record it at its expected realizable value. The Company recognizes uncertain tax positions when it is more likely than not that the tax position will be sustained upon examination by relevant taxing authorities, based on the technical merits of the position. The amount recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company’s effective tax rate is dependent on many factors including: the impact of enacted tax laws in jurisdictions in which the Company operates; the amount of earnings by jurisdiction, due to varying tax rates in each country; and the Company’s ability to utilize foreign tax credits related to foreign taxes paid on foreign earnings that will be remitted to the U.S. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income and other comprehensive income (loss). Other comprehensive income (losses) include net unrealized gains or losses resulting from currency translations of foreign subsidiaries, changes in the value of our derivative instruments and adjustments to the pension liability. The accumulated balances related to each component of other comprehensive income (loss), net of tax before reclassifications were as follows: Currency Translation Defined Benefit Pension and Retiree Health Benefit Plans Derivative Instruments Accumulated Other Comprehensive Loss Balance as of fiscal 2017 $ (48 ) $ (16 ) $ (4 ) $ (68 ) Other comprehensive income (loss) (127 ) 9 33 (85 ) Net amount reclassified from accumulated other comprehensive income (loss) — (6 ) 3 (3 ) Balance as of fiscal 2018 $ (175 ) $ (13 ) $ 32 $ (156 ) Other comprehensive income (loss) (104 ) 9 (107 ) (202 ) Net amount reclassified from accumulated other comprehensive income (loss) (a) — (52 ) 24 (28 ) Balance as of fiscal 2019 $ (279 ) $ (56 ) $ (51 ) $ (386 ) Other comprehensive income (loss) 1 3 (137 ) (133 ) Net amount reclassified from accumulated other comprehensive income (loss) — (63 ) 31 (32 ) Balance as of fiscal 2020 $ (278 ) $ (116 ) $ (157 ) $ (551 ) (a) Refer to Note 4. Financial Instruments and Fair Value Measurements and Note 8. Retirement Plans for further information. |
Pension | Pension Pension benefit costs include assumptions for the discount rate, retirement age, and expected return on plan assets. Retiree medical plan costs include assumptions for the discount rate, retirement age, and health-care-cost trend rates. Periodically, the Company evaluates the discount rate and the expected return on plan assets in its defined benefit pension and retiree health benefit plans. In evaluating these assumptions, the Company considers many factors, including an evaluation of the discount rates, expected return on plan assets and the health-care-cost trend rates of other companies; historical assumptions compared with actual results; an analysis of current market conditions and asset allocations; and the views of advisers. |
Net Income Per Share | Net Income Per Share The Company calculates basic net income per share based on the weighted-average number of outstanding common shares. The Company calculates diluted net income per share based on the weighted-average number of outstanding common shares plus the effect of dilutive securities. |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make extensive use of estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of sales and expenses. Actual results could differ materially from these estimates. Changes in estimates are recorded in results of operations in the period that the event or circumstances giving rise to such changes occur. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Leases Effective September 29, 2019, the Company adopted ASU 2016-02, Leases (Topic 842), including all related amendments, using the modified retrospective approach and recognized the cumulative effect of adoption to retained earnings. Under the new standard, the lessee of an operating lease is required to do the following: 1) recognize a right-of-use asset and a lease liability in the statement of financial position, 2) recognize a single lease cost allocated over the lease term generally on a straight-line basis, and 3) classify all cash payments within operating activities on the statement of cash flows. Refer to Note 6. Commitments, Leases and Contingencies for further information. Credit Losses In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) and issued subsequent amendments to the initial guidance. The new standard requires entities to measure all expected credit losses for most financial assets held at the reporting date based on an expected loss model, which includes historical experience, current conditions, and reasonable and supportable forecasts. The new standard also requires enhanced disclosure. The new standard will be effective for the Company beginning in fiscal 2021. The Company has completed its evaluation of this new standard and has determined that it will not have a material impact on our consolidated financial statements. Defined Benefit Plans In August 2018, the FASB issued ASU 2018-14, Changes to the Disclosure Requirements for Defined Benefit Plans. The new standard removes requirements to disclose the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year and the effects of a one-percentage-point changes in assumed health care cost trend rates. The standard also adds requirements to disclose the reasons for significant gains and losses related to changes in the benefit obligations for the period and the accumulated benefit obligation (ABO) for plans with ABOs in excess of plan assets. The new standard will be effective for the Company beginning in fiscal 2022. The Company is currently evaluating the impact of the adoption of this standard to our disclosures. Income Taxes In December 2019, the FASB issued ASU 2019-12, Income Taxes - Simplifying the Accounting for Income Taxes (Topic 740). The new guidance eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of the accounting for income taxes. The new standard will be effective for the Company beginning fiscal 2022. The Company is currently evaluating the impact of the adoption of this new standard. Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform - Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848). This standard provides temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates, such as SOFR. ASU 2020-04 is effective upon issuance and generally can be applied through the end of calendar year 2022. The Company is currently evaluating the impact and whether it plans to adopt the optional expedients and exceptions provided under this new standard. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Inventories | Inventories are stated at the lower of cost or net realizable value and are valued using the first-in, first-out method. Management periodically reviews inventory balances, using recent and future expected sales to identify slow-moving and/or obsolete items. The cost of spare parts is charged to cost of goods sold when purchased. We evaluate our reserve for inventory obsolescence on a quarterly basis and review inventory on-hand to determine future salability. We base our determinations on the age of the inventory and the experience of our personnel. We reserve inventory that we deem to be not salable in the quarter in which we make the determination. We believe, based on past history and our policies and procedures, that our net inventory is salable. Inventory as of fiscal 2020 and 2019 was: Inventories: 2020 2019 Finished goods $ 708 $ 743 Raw materials 560 581 $ 1,268 $ 1,324 |
Property, Plant and Equipment | Property, plant and equipment are stated at cost. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from 15 to 40 years for buildings and improvements, 2 to 20 years for machinery, equipment, and tooling, and over the term of the agreement for capital leases. Leasehold improvements are depreciated over the shorter of the useful life of the improvement or the lease term. Repairs and maintenance costs are charged to expense as incurred. Property, plant and equipment as of fiscal 2020 and 2019 was: Property, plant and equipment: 2020 2019 Land, buildings and improvements $ 1,669 $ 1,549 Equipment and construction in progress 6,213 6,090 7,882 7,639 Less accumulated depreciation (3,321 ) (2,925 ) $ 4,561 $ 4,714 |
Goodwill | The changes in the carrying amount of goodwill by reportable segment are as follows: Consumer Packaging International Consumer Packaging North America Engineered Materials Health, Hygiene & Specialties Total Balance as of fiscal 2018 $ 46 $ 1,409 $ 629 $ 860 $ 2,944 Foreign currency translation adjustment (73 ) (1 ) — 7 (67 ) Acquisitions 1,705 500 9 2 2,216 Dispositions — — — (42 ) (42 ) Balance as of fiscal 2019 $ 1,678 $ 1,908 $ 638 $ 827 $ 5,051 Foreign currency translation adjustment 32 — — (16 ) 16 Final RPC purchase price valuation 303 (151 ) 7 — 159 Held for sale — — (40 ) (13 ) (53 ) Balance as of fiscal 2020 $ 2,013 $ 1,757 $ 605 $ 798 $ 5,173 |
Intangible Assets | Customer Relationships Trademarks Other Intangibles Accumulated Amortization Total Balance as of fiscal 2018 $ 1,882 $ 293 $ 185 $ (1,020 ) $ 1,340 Foreign currency translation adjustment (56 ) (4 ) (2 ) 4 (58 ) Amortization expense — — — (194 ) (194 ) Acquisition intangibles 1,590 108 (22 ) 16 1,692 Netting of fully amortized intangibles (9 ) — — 9 — Balance as of fiscal 2019 $ 3,407 $ 397 $ 161 $ (1,185 ) $ 2,780 Foreign currency translation adjustment 53 7 3 (2 ) 61 Amortization expense — — — (300 ) (300 ) Final RPC purchase price valuation (137 ) 118 (25 ) — (44 ) Netting of fully amortized intangibles — — (10 ) 10 — Balance as of fiscal 2020 $ 3,323 $ 522 $ 129 $ (1,477 ) $ 2,497 |
Accumulated Other Comprehensive Income (Loss) | The accumulated balances related to each component of other comprehensive income (loss), net of tax before reclassifications were as follows: Currency Translation Defined Benefit Pension and Retiree Health Benefit Plans Derivative Instruments Accumulated Other Comprehensive Loss Balance as of fiscal 2017 $ (48 ) $ (16 ) $ (4 ) $ (68 ) Other comprehensive income (loss) (127 ) 9 33 (85 ) Net amount reclassified from accumulated other comprehensive income (loss) — (6 ) 3 (3 ) Balance as of fiscal 2018 $ (175 ) $ (13 ) $ 32 $ (156 ) Other comprehensive income (loss) (104 ) 9 (107 ) (202 ) Net amount reclassified from accumulated other comprehensive income (loss) (a) — (52 ) 24 (28 ) Balance as of fiscal 2019 $ (279 ) $ (56 ) $ (51 ) $ (386 ) Other comprehensive income (loss) 1 3 (137 ) (133 ) Net amount reclassified from accumulated other comprehensive income (loss) — (63 ) 31 (32 ) Balance as of fiscal 2020 $ (278 ) $ (116 ) $ (157 ) $ (551 ) (a) Refer to Note 4. Financial Instruments and Fair Value Measurements and Note 8. Retirement Plans for further information. |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Acquisitions and Dispositions [Abstract] | |
Final Purchase Price Allocation - RPC Group Plc | The following table summarizes the final purchase price allocation (in millions): Consideration Cash $ 6,084 Total consideration transferred 6,084 Identifiable assets acquired and liabilities assumed Working capital (a) 770 Property, plant and equipment 2,174 Identifiable intangible assets 1,670 Other assets 2 Other long-term liabilities (875 ) Goodwill 2,365 Net assets acquired and liabilities assumed 6,106 Noncontrolling interest (22 ) Total consideration transferred $ 6,084 (a) Includes a $58 million step up of inventory to fair value |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | Long-term debt consists of the following: Facility Maturity Date September 26, 2020 September 28, 2019 Term loan October 2022 $ 1,545 $ 1,545 Term loan January 2024 448 489 Term loan July 2026 4,208 4,250 Revolving line of credit May 2024 — — 6.00% Second Priority Senior Secured Notes October 2022 200 400 5.125% Second Priority Senior Secured Notes July 2023 300 700 1.00% First Priority Senior Secured Notes (a) July 31, 2025 814 — 4.50% Second Priority Senior Secured Notes February 2026 500 500 4.875% First Priority Senior Secured Notes July 2026 1,250 1,250 5.625% Second Priority Senior Secured Notes July 2027 500 500 1.50% First Priority Senior Secured Notes (a) July 31, 2027 436 — Debt discounts and deferred fees (85 ) (112 ) Finance leases and other Various 121 167 Retired debt Various — 1,676 Total long-term debt 10,237 11,365 Current portion of long-term debt (75 ) (104 ) Long-term debt, less current portion $ 10,162 $ 11,261 (a) Euro denominated |
Future Maturities of Long-Term Debt | Future maturities of long-term debt as of fiscal year end 2020 are as follows: Fiscal Year Maturities 2021 $ 75 2022 75 2023 1,811 2024 785 2025 864 Thereafter 6,712 $ 10,322 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Fair Value of Derivatives and Location on Consolidated Balance Sheets | The Company records the fair value positions of all derivative financial instruments on a net basis by counterparty for which a master netting arrangement is utilized. Balances on a gross basis are as follows: Derivatives Instruments Hedge Designation Balance Sheet Location 2020 2019 Cross-currency swaps Designated Other assets $ — $ 88 Cross-currency swaps Designated Other long-term liabilities 270 — Interest rate swaps Designated Other long-term liabilities 226 81 |
Effect of Derivatives on Consolidated Statements of Income | The effect of the Company’s derivative instruments on the Consolidated Statements of Income is as follows: Fiscal years ended Derivatives instruments Statements of Income Location September 26, 2020 September 28, 2019 September 29, 2018 Cross-currency swaps (a) Interest expense, net $ (25 ) $ (19 ) $ (5 ) Cross-currency swaps (b) Other expense, net — 41 — Foreign exchange forward contracts Other expense, net — 99 — Interest rate swaps Interest expense, net 32 2 (1 ) (a) Designated (b) Not designated |
Assets Measured at Fair Value on Non-recurring Basis | Included in the following tables are the major categories of assets and their current carrying values that were measured at fair value on a non-recurring basis in the current year, along with the impairment loss recognized on the fair value measurement for the fiscal years then ended: As of the end of fiscal 2020 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 5,173 5,173 — Definite lived intangible assets — — 2,249 2,249 — Property, plant and equipment — — 4,561 4,561 2 Total $ — $ — $ 12,231 $ 12,231 $ 2 As of the end of fiscal 2019 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 5,051 5,051 — Definite lived intangible assets — — 2,532 2,532 — Property, plant and equipment — — 4,714 4,714 8 Total $ — $ — $ 12,545 $ 12,545 $ 8 As of the end of fiscal 2018 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 2,944 2,944 — Definite lived intangible assets — — 1,092 1,092 — Property, plant and equipment — — 2,488 2,488 — Total $ — $ — $ 6,772 $ 6,772 $ — |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | The following table sets forth the gross carrying amount and accumulated amortization of the Company’s goodwill and intangible assets as of the fiscal years ended: 2020 2019 Amortization Period Goodwill $ 5,173 $ 5,051 Indefinite lived Customer relationships 3,323 3,407 5 – 17 years Trademarks (indefinite lived) 248 248 Indefinite lived Trademarks (definite lived) 274 149 Not more than 15 years Other intangibles 129 161 5 – 14 years Accumulated amortization (1,477 ) (1,185 ) Intangible assets, net 2,497 2,780 Total goodwill and intangible assets, net $ 7,670 $ 7,831 |
Commitments, Leases and Conti_2
Commitments, Leases and Contingencies (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Commitments, Leases and Contingencies [Abstract] | |
Lease Assets and Liabilities | Leases Classification 2020 Assets Operating lease right-of-use assets Right-of-use asset $ 562 Finance lease right-of-use assets Property, plant, and equipment, net 78 Current liabilities Operating lease liabilities Other current liabilities $ 115 Finance lease liabilities Current portion of long-term debt 17 Non-current liabilities Operating lease liabilities Operating lease liability $ 464 Finance lease liabilities Long-term debt, less current portion 59 |
Lease Cost | Lease cost 2020 Operating lease cost $ 120 Finance lease cost: Amortization of right-of-use assets 24 Interest on lease liabilities 3 Total finance lease cost 27 Short-term lease cost 27 Total lease cost $ 174 |
Cash Paid for Amounts Included in Lease Liabilities | Cash paid for amounts included in lease liabilities 2020 Operating cash flows from operating leases $ 120 Operating cash flows from finance leases 3 Financing cash flows from finance leases 38 |
Weighted Average Remaining Lease Terms and Discount Rates | 2020 Weighted-average remaining lease term - operating leases 8 years Weighted-average remaining lease term - finance leases 4 years Weighted-average discount rate - operating leases 4.6 % Weighted-average discount rate - finance leases 3.8 % |
Annual Lease Commitments Under Operating and Finance Leases | At September 26, 2020, annual lease commitments were as follows: Fiscal Year Operating Leases Finance Leases 2021 $ 118 $ 20 2022 103 23 2023 87 17 2024 72 7 2025 67 6 Thereafter 256 13 Total lease payments 703 86 Less: Interest (124 ) (10 ) Present value of lease liabilities $ 579 $ 76 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Income Taxes [Abstract] | |
Components of Income Tax Expense | The Company is being taxed at the U.S. corporate level as a C-Corporation and has provided U.S. Federal, State and foreign income taxes. Significant components of income tax expense for the fiscal years ended are as follows: 2020 2019 2018 Current U.S. Federal $ 84 $ 60 $ 19 State 12 11 8 Non-U.S. 154 67 40 Total current 250 138 67 Deferred: U.S. Federal (29 ) (47 ) (72 ) State (13 ) (3 ) 12 Non-U.S. (54 ) (2 ) (26 ) Total deferred (96 ) (52 ) (86 ) Expense for income taxes $ 154 $ 86 $ (19 ) |
Effective Income Tax Rate Reconciliation | The reconciliation between U.S. Federal income taxes at the statutory rate and the Company’s benefit for income taxes on continuing operations for fiscal years ended are as follows: 2020 2019 2018 U.S. Federal income tax expense at the statutory rate $ 150 $ 103 $ 117 Adjustments to reconcile to the income tax provision: U.S. state income tax expense 6 9 12 Federal and state credits (14 ) (8 ) (7 ) Share-based compensation (4 ) (12 ) (8 ) Tax Cuts and Jobs Act — — (124 ) Withholding taxes 15 — — Changes in foreign valuation allowance (8 ) 13 (10 ) Foreign income taxed in the U.S. 9 3 — Manufacturing tax benefits — — (6 ) Rate differences between U.S. and foreign (6 ) 7 3 Sale of subsidiary — (38 ) — Other 6 9 4 Expense for income taxes $ 154 $ 86 $ (19 ) |
Net Deferred Income Tax Liability | Deferred income taxes result from temporary differences between the amount of assets and liabilities recognized for financial reporting and tax purposes. The components of the net deferred income tax liability as of fiscal years ended are as follows: 2020 2019 Deferred tax assets: Allowance for doubtful accounts $ 3 $ 3 Deferred gain on sale-leaseback 5 5 Accrued liabilities and reserves 104 64 Inventories 10 9 Net operating loss carryforward 291 348 Interest expense carryforward 28 35 Derivatives 127 — Lease liability 147 — Research and development credit carryforward 11 12 Federal and state tax credits 14 11 Other 33 40 Total deferred tax assets 773 527 Valuation allowance (150 ) (141 ) Total deferred tax assets, net of valuation allowance 623 386 Deferred tax liabilities: Property, plant and equipment 429 487 Intangible assets 588 597 Leased asset 142 — Included in held for sale (4 ) — Other 15 63 Total deferred tax liabilities 1,170 1,147 Net deferred tax liability $ (547 ) $ (761 ) |
Gross Unrecognized Tax Benefits | The following table summarizes the activity related to our gross unrecognized tax benefits for fiscal years ended: 2020 2019 Beginning unrecognized tax benefits $ 165 $ 74 Gross increases – tax positions in prior periods 13 2 Gross decreases - tax positions in prior periods (12 ) — Gross increases – current period tax positions — 6 Gross increases – from RPC acquisition 7 88 Settlements (1 ) (1 ) Lapse of statute of limitations (4 ) (4 ) Ending unrecognized tax benefits $ 168 $ 165 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Retirement Plans [Abstract] | |
Change in Projected Benefit Obligations and Fair Value of Plan Assets | The net amount of liability recognized is included in Employee Benefit Obligations on the Consolidated Balance Sheets. The Company uses fiscal year end as a measurement date for the retirement plans. Fiscal 2020 Fiscal 2019 Change in Projected Benefit Obligations (PBO) North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 344 $ 827 $ 206 $ 1,377 $ 307 $ — $ — $ 307 Acquisition — — — — — 810 209 1,019 Service cost — — 1 1 — — 2 2 Interest cost 10 15 1 26 12 4 1 17 Currency — 31 13 44 — (24 ) (10 ) (34 ) Actuarial loss (gain) 30 41 (7 ) 64 42 44 8 94 Benefit settlements (6 ) — (16 ) (22 ) — — — — Benefits paid (17 ) (26 ) (6 ) (49 ) (17 ) (7 ) (4 ) (28 ) End of period $ 361 $ 888 $ 192 $ 1,441 $ 344 $ 827 $ 206 $ 1,377 Fiscal 2020 Fiscal 2019 Change in Fair Value of Plan Assets North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 269 $ 729 $ 67 $ 1,065 $ 277 $ — $ — $ 277 Acquisition — — — — — 702 70 772 Currency — 27 4 31 — (22 ) (3 ) (25 ) Return on assets 22 21 (2 ) 41 9 51 2 62 Contributions — 18 7 25 — 5 2 7 Benefit settlements (6 ) — (16 ) (22 ) — — — — Benefits paid (17 ) (26 ) (6 ) (49 ) (17 ) (7 ) (4 ) (28 ) End of period $ 268 $ 769 $ 54 $ 1,091 $ 269 $ 729 $ 67 $ 1,065 Underfunded status $ (93 ) $ (119 ) $ (138 ) $ (350 ) $ (75 ) $ (98 ) $ (139 ) $ (312 ) |
Weighted-Average Assumptions Used to Determine Benefit Obligation and Benefit Cost | The following table presents significant weighted-average assumptions used to determine benefit obligation and benefit cost for the fiscal years ended: Fiscal 2020 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 2.2 1.6 0.8 Discount rate for net benefit cost 2.9 1.8 0.7 Expected return on plan assets for net benefit costs 6.1 3.8 2.2 Fiscal 2019 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 2.9 1.8 0.7 Discount rate for net benefit cost 4.0 2.3 1.0 Expected return on plan assets for net benefit costs 6.1 4.3 1.7 |
Fair Value of Plan Assets | In accordance with the guidance from the FASB for employers’ disclosure about postretirement benefit plan assets the table below discloses fair values of each pension plan asset category and level within the fair value hierarchy in which it falls. There were no material changes or transfers between level 3 assets and the other levels. Fiscal 2020 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 18 $ 18 $ — $ 36 U.S. large cap comingled equity funds 72 27 — 99 U.S. mid cap equity mutual funds 49 16 — 65 U.S. small cap equity mutual funds 3 16 — 19 International equity mutual funds 12 99 — 111 Real estate equity investment funds 3 158 91 252 Corporate bond mutual funds 10 — 27 37 Corporate bonds — 146 — 146 International fixed income funds 66 209 — 275 International insurance policies — — 51 51 Total $ 233 $ 689 $ 169 $ 1,091 Fiscal 2019 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 15 $ 89 $ — $ 104 U.S. large cap comingled equity funds — 124 — 124 U.S. mid cap equity mutual funds 42 — — 42 U.S. small cap equity mutual funds 3 — — 3 International equity mutual funds 18 94 — 112 Real estate equity investment funds 3 179 75 257 Corporate bond mutual funds 12 — — 12 Corporate bonds — 164 14 178 Guaranteed investment account — — 8 8 International fixed income funds 73 93 — 166 International insurance policies — — 59 59 Total $ 166 $ 743 $ 156 $ 1,065 |
Expected Future Benefit Payments | The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid for the fiscal year end: North America UK Mainland Europe Total 2021 $ 19 $ 27 $ 6 $ 52 2022 19 26 7 52 2023 19 27 6 52 2024 19 29 9 57 2025 19 30 7 56 2026-2030 94 159 51 304 |
Net Pension Expense | Net pension expense included the following components as of fiscal years ended: 2020 2019 2018 Service cost $ 1 $ 2 $ — Interest cost 26 17 11 Amortization of net actuarial loss 5 1 2 Expected return on plan assets (46 ) (24 ) (17 ) Net periodic benefit expense (income) $ (14 ) $ (4 ) $ (4 ) |
Plan Asset Allocations | Our defined benefit pension plan asset allocations as of fiscal years ended are as follows: Asset Category 2020 2019 Equity securities and equity-like instruments 50 % 50 % Debt securities and debt-like 42 33 International insurance policies 5 6 Other 3 11 Total 100 % 100 % |
Restructuring and Transaction_2
Restructuring and Transaction Activities (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Restructuring and Transaction Activities [Abstract] | |
Restructuring Charges | Since 2018, total expected costs attributed to restructuring programs total $106 million with $3 million remaining to be recognized in the future. Expected Total Costs Cumulative Charges through Fiscal 2020 To be Recognized in Future Severance and termination benefits $ 78 $ 78 $ — Facility exit costs 18 15 3 Asset impairment 10 10 — Total $ 106 $ 103 $ 3 The table below sets forth the significant components of the restructuring and transaction activity charges recognized for the fiscal years ended, by segment: 2020 2019 2018 Consumer Packaging International $ 58 $ 54 $ — Consumer Packaging North America 10 12 3 Engineered Materials 6 2 6 Health, Hygiene & Specialties 5 (200 ) 27 Consolidated $ 79 $ (132 ) $ 36 |
Restructuring Accrual Activity | The table below sets forth the activity with respect to the restructuring charges and the impact on our accrued restructuring reserves: Employee Severance and Benefits Facility Exit Costs Non-cash Impairment Charges Transaction Activities Total Balance as of fiscal 2018 $ 9 $ 4 $ — $ — $ 13 Charges (a) 10 4 8 (146 ) (124 ) Non-cash asset impairment — — (8 ) — (8 ) Cash (17 ) (3 ) — 146 126 Balance as of fiscal 2019 $ 2 $ 5 $ — $ — $ 7 Charges 34 9 2 34 79 Non-cash asset impairment — — (2 ) — (2 ) Cash (26 ) (7 ) — (34 ) (67 ) Balance as of fiscal 2020 $ 10 $ 7 $ — $ — $ 17 (a) Consists of $214 million gain on the sale of our SFL business in 2019 offset by professional fees and other costs related to the RPC acquisition. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Stockholders' Equity [Abstract] | |
Stock Option Activity | Information related to the equity incentive plans as of the fiscal years ended are as follows: 2020 2019 Number of Shares (in thousands) Weighted Average Exercise Price Number of Shares (in thousands) Weighted Average Exercise Price Options outstanding, beginning of period 10,263 $ 37.82 10,744 $ 32.40 Options granted 2,562 45.60 2,259 47.66 Options exercised (1,223 ) 24.96 (2,476 ) 22.41 Options forfeited or cancelled (142 ) 45.05 (264 ) 46.07 Options outstanding, end of period 11,460 $ 40.84 10,263 $ 37.82 Option price range at end of period $ 3.04-54.33 $ 3.04-54.33 Options exercisable at end of period 5,599 4,720 Options available for grant at period end 2,678 5,099 Weighted average fair value of options granted during period $ 14.26 $ 15.34 |
Valuation Assumptions Used for Options Granted | The fair value for options granted has been estimated at the date of grant using a Black-Scholes model, generally with the following weighted average assumptions: 2020 2019 2018 Risk-free interest rate 1.7 % 2.5 % 2.7 % Dividend yield 0.0 % 0.0 % 0.0 % Volatility factor 27.2 % 26.3 % 26.1 % Expected option life 6.5 years 6.5 years 6.5 years |
Options Outstanding | The following table summarizes information about the options outstanding as of fiscal 2020: Range of Exercise Prices Number Outstanding (in thousands) Intrinsic Value of Outstanding (in millions) Weighted Remaining Contractual Life Weighted Exercise Price Number Exercisable (in thousands) Intrinsic Value of Exercisable (in millions) Unrecognized Compensation (in millions) Weighted Recognition Period $ 3.04-54.33 11,460 $ 92 6.8 years $ 40.84 5,599 $ 77 $ 4 2.1 years |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Segment and Geographic Data [Abstract] | |
Selected Information by Reportable Segment | Selected information by reportable segment is presented in the following tables: 2020 2019 2018 Net sales Consumer Packaging International $ 4,195 $ 1,229 $ 215 Consumer Packaging North America 2,850 2,636 2,463 Engineered Materials 2,334 2,538 2,633 Health, Hygiene & Specialties 2,330 2,475 2,558 Total $ 11,709 $ 8,878 $ 7,869 Operating income Consumer Packaging International $ 299 $ 12 $ 17 Consumer Packaging North America 320 234 190 Engineered Materials 317 $ 318 365 Health, Hygiene & Specialties 243 410 189 Total $ 1,179 $ 974 $ 761 Depreciation and amortization Consumer Packaging International $ 318 $ 93 $ 15 Consumer Packaging North America 250 216 229 Engineered Materials 105 116 108 Health, Hygiene & Specialties 172 188 186 Total $ 845 $ 613 $ 538 2020 2019 Total assets: Consumer Packaging International $ 7,575 $ 7,085 Consumer Packaging North America 3,716 4,243 Engineered Materials 2,006 1,862 Health, Hygiene & Specialties 3,404 3,279 Total assets $ 16,701 $ 16,469 |
Selected Information by Geographical Region | Selected information by geographical region is presented in the following tables: 2020 2019 2018 Net sales: United States and Canada $ 6,250 $ 6,293 $ 6,266 Europe 4,223 1,637 759 Rest of world 1,236 948 844 Total net sales $ 11,709 $ 8,878 $ 7,869 2020 2019 Long-lived assets: United States and Canada $ 6,753 $ 7,021 Europe 3,813 3,654 Rest of world 2,318 2,037 Total long-lived assets $ 12,884 $ 12,712 |
Selected Information by Product Line | Selected information by product line is presented in the following tables: (in percentages) 2020 2019 2018 Net sales: Packaging 82 % 84 % 100 % Non-packaging 18 16 — Consumer Packaging International 100 % 100 % 100 % Rigid Open Top 45 % 45 % 44 % Rigid Closed Top 55 55 56 Consumer Packaging North America 100 % 100 % 100 % Core Films 38 % 40 % 41 % Retail & Industrial 62 60 59 Engineered Materials 100 % 100 % 100 % Health 20 % 15 % 18 % Hygiene 52 53 51 Specialties 28 32 31 Health, Hygiene & Specialties 100 % 100 % 100 % |
Net Income per Share (Tables)
Net Income per Share (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Net Income per Share [Abstract] | |
Basic and Diluted Net Income per Share | The following tables and discussion provide a reconciliation of the numerator and denominator of the basic and diluted net income per share computations. (in millions, except per share amounts) 2020 2019 2018 Numerator Net income attributable to the Company $ 559 $ 404 $ 496 Denominator Weighted average common shares outstanding - basic 132.6 131.3 131.4 Dilutive shares 2.5 3.3 3.8 Weighted average common and common equivalent shares outstanding - diluted 135.1 134.6 135.2 Per common share income Basic $ 4.22 $ 3.08 $ 3.77 Diluted $ 4.14 $ 3.00 $ 3.67 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Sep. 26, 2020 | |
Quarterly Financial Data (Unaudited) [Abstract] | |
Quarterly Financial Data | The following table contains selected unaudited quarterly financial data for fiscal years ended. 2020 2019 First Second Third Fourth First Second Third Fourth Net sales $ 2,816 $ 2,975 $ 2,910 $ 3,008 $ 1,972 $ 1,950 $ 1,937 $ 3,019 Cost of goods sold 2,296 2,391 2,272 2,342 1,619 1,578 1,551 2,511 Gross profit 520 584 638 666 353 372 386 508 Net income $ 47 $ 126 $ 191 $ 195 $ 88 $ 74 $ 13 $ 229 Net income per share: Basic $ 0.36 $ 0.95 $ 1.44 $ 1.47 $ 0.67 $ 0.57 $ 0.10 $ 1.74 Diluted $ 0.35 $ 0.94 $ 1.42 $ 1.44 $ 0.66 $ 0.55 $ 0.10 $ 1.69 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies, Revenue Recognition (Details) - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||
Accrual for customer rebates | $ 104 | $ 114 |
Trade receivables sold to financial institutions | 931 | 940 |
Amounts due from financial institutions | $ 0 | $ 0 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies, Purchases of Raw Materials and Concentration of Risk (Details) | 12 Months Ended |
Sep. 26, 2020 | |
Purchases of Raw Materials [Member] | Supplier Concentration Risk [Member] | |
Purchases of Raw Materials and Concentration of Risk [Abstract] | |
Concentration risk percentage | 13.00% |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies, Research and Development (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Research and Development [Abstract] | |||
Research and development expenditures | $ 79 | $ 50 | $ 45 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies, Allowance for Doubtful Accounts (Details) - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Allowance for Doubtful Accounts [Member] | ||
Allowance for Doubtful Accounts [Abstract] | ||
Allowance for doubtful accounts | $ 25 | $ 28 |
Basis of Presentation and Sum_8
Basis of Presentation and Summary of Significant Accounting Policies, Inventories (Details) - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Inventories [Abstract] | ||
Finished goods | $ 708 | $ 743 |
Raw materials | 560 | 581 |
Inventory, total | $ 1,268 | $ 1,324 |
Basis of Presentation and Sum_9
Basis of Presentation and Summary of Significant Accounting Policies, Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Property, plant and equipment [Abstract] | ||
Property, plant and equipment | $ 7,882 | $ 7,639 |
Less accumulated depreciation | (3,321) | (2,925) |
Property, plant and equipment, net | $ 4,561 | 4,714 |
Buildings and Improvements [Member] | Minimum [Member] | ||
Property, plant and equipment [Abstract] | ||
Useful life | 15 years | |
Buildings and Improvements [Member] | Maximum [Member] | ||
Property, plant and equipment [Abstract] | ||
Useful life | 40 years | |
Machinery, Equipment, and Tooling [Member] | Minimum [Member] | ||
Property, plant and equipment [Abstract] | ||
Useful life | 2 years | |
Machinery, Equipment, and Tooling [Member] | Maximum [Member] | ||
Property, plant and equipment [Abstract] | ||
Useful life | 20 years | |
Land, Buildings and Improvements [Member] | ||
Property, plant and equipment [Abstract] | ||
Property, plant and equipment | $ 1,669 | 1,549 |
Equipment and Construction In Progress [Member] | ||
Property, plant and equipment [Abstract] | ||
Property, plant and equipment | $ 6,213 | $ 6,090 |
Basis of Presentation and Su_10
Basis of Presentation and Summary of Significant Accounting Policies, Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Goodwill [Abstract] | |||
Revenue growth rate | 3.00% | ||
Impairment charges | $ 0 | $ 0 | $ 0 |
Cumulative goodwill impairment charges | 165 | ||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 5,051 | 2,944 | |
Foreign currency translation adjustment | 16 | (67) | |
Acquisitions | 2,216 | ||
Final RPC purchase price valuation | 159 | ||
Held for sale | (53) | (42) | |
Goodwill, ending balance | $ 5,173 | 5,051 | 2,944 |
Minimum [Member] | |||
Goodwill [Abstract] | |||
Discount rate | 9.00% | ||
Maximum [Member] | |||
Goodwill [Abstract] | |||
Discount rate | 11.50% | ||
Consumer Packaging International [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 1,678 | 46 | |
Foreign currency translation adjustment | 32 | (73) | |
Acquisitions | 1,705 | ||
Final RPC purchase price valuation | 303 | ||
Held for sale | 0 | 0 | |
Goodwill, ending balance | 2,013 | 1,678 | 46 |
Consumer Packaging North America [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 1,908 | 1,409 | |
Foreign currency translation adjustment | 0 | (1) | |
Acquisitions | 500 | ||
Final RPC purchase price valuation | (151) | ||
Held for sale | 0 | 0 | |
Goodwill, ending balance | 1,757 | 1,908 | 1,409 |
Engineered Materials [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 638 | 629 | |
Foreign currency translation adjustment | 0 | 0 | |
Acquisitions | 9 | ||
Final RPC purchase price valuation | 7 | ||
Held for sale | (40) | 0 | |
Goodwill, ending balance | 605 | 638 | 629 |
Health, Hygiene & Specialties [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 827 | 860 | |
Foreign currency translation adjustment | (16) | 7 | |
Acquisitions | 2 | ||
Final RPC purchase price valuation | 0 | ||
Held for sale | (13) | (42) | |
Goodwill, ending balance | $ 798 | $ 827 | $ 860 |
Basis of Presentation and Su_11
Basis of Presentation and Summary of Significant Accounting Policies, Deferred Financing Fees (Details) - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Deferred Financing Fees [Abstract] | ||
Debt issuance and deferred financing costs | $ 85 | $ 112 |
Basis of Presentation and Su_12
Basis of Presentation and Summary of Significant Accounting Policies, Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Intangible Assets [Abstract] | |||
Impairment of indefinite-lived trade names | $ 0 | $ 0 | $ 0 |
Intangible Assets [Roll Forward] | |||
Intangible assets, net, beginning balance | 2,780 | 1,340 | |
Foreign currency translation adjustment | 61 | (58) | |
Acquisition/disposition intangibles | 1,692 | ||
Final RPC purchase price valuation | (44) | ||
Netting of fully amortized intangibles | 0 | 0 | |
Intangible assets, net, ending balance | 2,497 | 2,780 | 1,340 |
Accumulated amortization, beginning balance | (1,185) | (1,020) | |
Foreign currency translation adjustment | (2) | 4 | |
Amortization expense | (300) | (194) | (154) |
Acquisition intangibles | 16 | ||
Final RPC purchase price valuation | 0 | ||
Netting of fully amortized intangibles | 10 | 9 | |
Accumulated amortization, ending balance | (1,477) | (1,185) | (1,020) |
Customer Relationships [Member] | |||
Intangible Assets [Roll Forward] | |||
Intangible assets, beginning balance | 3,407 | 1,882 | |
Foreign currency translation adjustment | 53 | (56) | |
Acquisition/disposition intangibles | 1,590 | ||
Final RPC purchase price valuation | (137) | ||
Netting of fully amortized intangibles | 0 | (9) | |
Intangible assets, ending balance | $ 3,323 | 3,407 | 1,882 |
Customer Relationships [Member] | Minimum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 5 years | ||
Customer Relationships [Member] | Maximum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 17 years | ||
Trademarks [Member] | |||
Intangible Assets [Abstract] | |||
Indefinite lived intangible assets | $ 248 | 248 | |
Intangible Assets [Roll Forward] | |||
Intangible assets, beginning balance | 397 | 293 | |
Foreign currency translation adjustment | 7 | (4) | |
Acquisition/disposition intangibles | 108 | ||
Final RPC purchase price valuation | 118 | ||
Netting of fully amortized intangibles | 0 | 0 | |
Intangible assets, ending balance | $ 522 | 397 | 293 |
Trademarks [Member] | Maximum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 15 years | ||
Other Intangibles [Member] | |||
Intangible Assets [Roll Forward] | |||
Intangible assets, beginning balance | $ 161 | 185 | |
Foreign currency translation adjustment | 3 | (2) | |
Acquisition/disposition intangibles | (22) | ||
Final RPC purchase price valuation | (25) | ||
Netting of fully amortized intangibles | (10) | 0 | |
Intangible assets, ending balance | $ 129 | $ 161 | $ 185 |
Other Intangibles [Member] | Minimum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 5 years | ||
Other Intangibles [Member] | Maximum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 14 years |
Basis of Presentation and Su_13
Basis of Presentation and Summary of Significant Accounting Policies, Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Other comprehensive income (loss) | $ (133) | $ (202) | $ (85) | |
Net amount reclassified from accumulated other comprehensive income (loss) | (32) | (28) | [1] | (3) |
Accumulated Other Comprehensive Loss [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | (386) | (156) | (68) | |
Balance | (551) | (386) | (156) | |
Currency Translation [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | (279) | (175) | (48) | |
Other comprehensive income (loss) | 1 | (104) | (127) | |
Net amount reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 | |
Balance | (278) | (279) | (175) | |
Defined Benefit Pension and Retiree Health Benefit Plans [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | (56) | (13) | (16) | |
Other comprehensive income (loss) | 3 | 9 | 9 | |
Net amount reclassified from accumulated other comprehensive income (loss) | (63) | (52) | [1] | (6) |
Balance | (116) | (56) | (13) | |
Derivative Instruments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | (51) | 32 | (4) | |
Other comprehensive income (loss) | (137) | (107) | 33 | |
Net amount reclassified from accumulated other comprehensive income (loss) | 31 | 24 | [1] | 3 |
Balance | $ (157) | $ (51) | $ 32 | |
[1] | Refer to Note 4. Financial Instruments and Fair Value Measurements and Note 8. Retirement Plans for further information. |
Acquisitions and Dispositions,
Acquisitions and Dispositions, RPC Group plc (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Jul. 31, 2019USD ($) | Sep. 26, 2020USD ($)SiteCountry | Sep. 28, 2019USD ($) | Sep. 29, 2018USD ($) | ||
Identifiable Assets Acquired and Liabilities Assumed [Abstract] | |||||
Goodwill | $ 5,173 | $ 5,051 | $ 2,944 | ||
First Priority Senior Secured Notes due July 2026 [Member] | |||||
Acquisition [Abstract] | |||||
Face amount of debt issued | $ 1,250 | ||||
Second Priority Senior Secured Notes due July 2027 [Member] | |||||
Acquisition [Abstract] | |||||
Face amount of debt issued | 500 | ||||
RPC [Member] | |||||
Acquisition [Abstract] | |||||
Number of operating sites | Site | 189 | ||||
Number of countries where operating sites are located | Country | 34 | ||||
Remeasurement Adjustments [Abstract] | |||||
Working capital | $ 70 | ||||
Property, plant and equipment | (201) | ||||
Deferred tax liabilities | (51) | ||||
Noncontrolling interest | 22 | ||||
Consideration [Abstract] | |||||
Cash consideration transferred | $ 6,084 | ||||
Identifiable Assets Acquired and Liabilities Assumed [Abstract] | |||||
Working capital | [1] | 770 | |||
Property, plant and equipment | 2,174 | ||||
Identifiable intangible assets | 1,670 | ||||
Other assets | 2 | ||||
Other long-term liabilities | (875) | ||||
Goodwill | 2,365 | ||||
Net assets acquired and liabilities assumed | 6,106 | ||||
Noncontrolling interest | (22) | ||||
Total consideration transferred | 6,084 | ||||
Step up of inventory to fair value | 58 | ||||
Pro Forma Information [Abstract] | |||||
Pro forma net sales | 12,600 | ||||
Pro forma net income | $ 465 | ||||
RPC [Member] | Customer Relationships [Member] | |||||
Remeasurement Adjustments [Abstract] | |||||
Intangible assets | (135) | ||||
RPC [Member] | Trade Names and Other Intangibles [Member] | |||||
Remeasurement Adjustments [Abstract] | |||||
Intangible assets | $ 93 | ||||
[1] | Includes a $58 million step up of inventory to fair value |
Acquisitions and Dispositions_2
Acquisitions and Dispositions, Seal for Life (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2019 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Seal For Life [Abstract] | ||||||||||||
Proceeds from sale of business | $ 0 | $ 326 | $ 0 | |||||||||
Net sales | $ 3,008 | $ 2,910 | $ 2,975 | $ 2,816 | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 11,709 | 8,878 | $ 7,869 | |
SFL [Member] | ||||||||||||
Seal For Life [Abstract] | ||||||||||||
Proceeds from sale of business | $ 325 | |||||||||||
Pretax gain on sale of business | 214 | |||||||||||
Net sales | 96 | |||||||||||
SFL [Member] | Restructuring and Transaction Activities [Member] | ||||||||||||
Seal For Life [Abstract] | ||||||||||||
Pretax gain on sale of business | $ 214 |
Long-Term Debt, Summary of Long
Long-Term Debt, Summary of Long-Term Debt (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 26, 2020 | Jan. 31, 2020 | Sep. 28, 2019 | ||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 10,322 | |||
Debt discounts and deferred fees | (85) | $ (112) | ||
Total long-term debt | 10,237 | 11,365 | ||
Current portion of long-term debt | (75) | (104) | ||
Long-term debt, less current portion | 10,162 | 11,261 | ||
Term Loan due October 2022 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 1,545 | 1,545 | ||
Maturity date | Oct. 31, 2022 | |||
Term Loan due January 2024 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 448 | 489 | ||
Maturity date | Jan. 31, 2024 | |||
Term Loan due July 2026 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 4,208 | 4,250 | ||
Maturity date | Jul. 31, 2026 | |||
Revolving Line of Credit [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 0 | 0 | ||
Maturity date | May 31, 2024 | |||
6.00% Second Priority Senior Secured Notes due October 2022 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 200 | 400 | ||
Interest rate | 6.00% | |||
Maturity date | Oct. 31, 2022 | |||
5.125% Second Priority Senior Secured Notes due July 2023 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 300 | 700 | ||
Interest rate | 5.125% | |||
Maturity date | Jul. 31, 2023 | |||
1.00% First Priority Senior Secured Notes due July 2025 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 814 | [1] | 0 | |
Interest rate | 1.00% | 1.00% | ||
Maturity date | Jul. 31, 2025 | |||
4.50% Second Priority Senior Secured Notes due February 2026 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 500 | 500 | ||
Interest rate | 4.50% | |||
Maturity date | Feb. 28, 2026 | |||
4.875% First Priority Senior Secured Notes due July 2026 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 1,250 | 1,250 | ||
Interest rate | 4.875% | |||
Maturity date | Jul. 31, 2026 | |||
5.625% Second Priority Senior Secured Notes due July 2027 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 500 | 500 | ||
Interest rate | 5.625% | |||
Maturity date | Jul. 31, 2027 | |||
1.50% First Priority Senior Secured Notes due July 2027 [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 436 | [1] | 0 | |
Interest rate | 1.50% | 1.50% | ||
Maturity date | Jul. 31, 2027 | |||
Finance Leases and Other [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 121 | 167 | ||
Retired Debt [Member] | ||||
Long-term Debt [Abstract] | ||||
Long-term debt | $ 0 | $ 1,676 | ||
[1] | Euro denominated |
Long-Term Debt, Fiscal 2020 Act
Long-Term Debt, Fiscal 2020 Activity (Details) € in Millions, $ in Millions | 1 Months Ended | ||
Jan. 31, 2020USD ($) | Sep. 26, 2020 | Jan. 31, 2020EUR (€) | |
1.00% First Priority Senior Secured Notes due July 2025 [Member] | |||
Long-Term Debt [Abstract] | |||
Face amount of debt issued | € | € 700 | ||
Interest rate | 1.00% | 1.00% | 1.00% |
1.50% First Priority Senior Secured Notes due July 2027 [Member] | |||
Long-Term Debt [Abstract] | |||
Face amount of debt issued | € | € 375 | ||
Interest rate | 1.50% | 1.50% | 1.50% |
Term Loan due July 2026 [Member] | |||
Long-Term Debt [Abstract] | |||
Face amount of debt issued | $ | $ 4,250 | ||
Reduction in Interest rate | (0.50%) | ||
Term Loan - Euro Denominated due July 2026 [Member] | Other Expense, Net [Member] | |||
Long-Term Debt [Abstract] | |||
Debt extinguishment costs | $ | $ 18 |
Long-Term Debt, Berry Global, I
Long-Term Debt, Berry Global, Inc. Senior Secured Credit Facility (Details) $ in Millions | Sep. 26, 2020USD ($) |
Term Loans [Member] | |
Long-Term Debt [Abstract] | |
Face amount of debt issued | $ 6,200 |
Revolving Line of Credit [Member] | |
Long-Term Debt [Abstract] | |
Maximum borrowing capacity | $ 850 |
Long-Term Debt, Future Maturiti
Long-Term Debt, Future Maturities of Long-Term Debt (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Future Maturities of Long-Term Debt [Abstract] | |||
2021 | $ 75 | ||
2022 | 75 | ||
2023 | 1,811 | ||
2024 | 785 | ||
2025 | 864 | ||
Thereafter | 6,712 | ||
Total | 10,322 | ||
Interest paid | $ 430 | $ 330 | $ 253 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements, Cross-Currency Swaps (Details) € in Millions, £ in Millions, $ in Millions | 12 Months Ended | ||||
Sep. 26, 2020USD ($) | Sep. 28, 2019USD ($) | Sep. 29, 2018USD ($) | Sep. 26, 2020EUR (€) | Sep. 26, 2020GBP (£) | |
Cross-Currency Swaps [Abstract] | |||||
Long-term debt | $ | $ 10,322 | ||||
Proceeds from settlement of net investment hedges | $ | 281 | $ 0 | $ 0 | ||
Euro Denominated [Member] | |||||
Cross-Currency Swaps [Abstract] | |||||
Long-term debt | € | € 785 | ||||
Cross-Currency Swaps [Member] | |||||
Cross-Currency Swaps [Abstract] | |||||
Proceeds from settlement of net investment hedges | $ | $ 281 | ||||
Cross-Currency Swap Maturing May 2022 [Member] | |||||
Cross-Currency Swaps [Abstract] | |||||
Notional amount of swap | € | 250 | ||||
Cross-Currency Swap Maturing June 2024 [Member] | |||||
Cross-Currency Swaps [Abstract] | |||||
Notional amount of swap | € | € 1,625 | ||||
Cross-Currency Swap Maturing July 2027 [Member] | |||||
Cross-Currency Swaps [Abstract] | |||||
Notional amount of swap | £ | £ 700 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements, Interest Rate Swaps (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Interest Rate Swap Expiring July 2023 [Member] | ||
Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 400 | |
Fixed annual rate of swap | 2.533% | |
Interest Rate Swap Expiring July 2023 [Member] | LIBOR [Member] | ||
Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | |
Interest Rate Swap Expiring June 2024 [Member] | ||
Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 884 | $ 884 |
Fixed annual rate of swap | 1.857% | 1.857% |
Interest Rate Swap Expiring June 2024 [Member] | LIBOR [Member] | ||
Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | 1 month |
Interest Rate Swap Expiring June 2024 [Member] | ||
Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 473 | $ 473 |
Fixed annual rate of swap | 2.05% | 2.05% |
Interest Rate Swap Expiring June 2024 [Member] | LIBOR [Member] | ||
Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | 1 month |
Interest Rate Swap Expiring June 2026 [Member] | ||
Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 400 | |
Fixed annual rate of swap | 1.916% | |
Interest Rate Swap Expiring June 2026 [Member] | LIBOR [Member] | ||
Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | |
Interest Rate Swap Expiring June 2026 [Member] | ||
Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 450 | |
Fixed annual rate of swap | 1.398% | |
Interest Rate Swap Expiring June 2026 [Member] | LIBOR [Member] | ||
Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | |
Interest Rate Swap Expiring June 2026 [Member] | ||
Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 1,000 | |
Fixed annual rate of swap | 1.835% | |
Interest Rate Swap Expiring June 2026 [Member] | LIBOR [Member] | ||
Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements, Fair Value of Derivatives and Location on Consolidated Balance Sheets (Details) - Designated [Member] - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Cross-Currency Swaps [Member] | Other Assets [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | $ 0 | $ 88 |
Cross-Currency Swaps [Member] | Other Long-Term Liabilities [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | 270 | 0 |
Interest Rate Swaps [Member] | Other Long-Term Liabilities [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | $ 226 | $ 81 |
Financial Instruments and Fai_6
Financial Instruments and Fair Value Measurements, Effect of Derivatives on Consolidated Statements of Income (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Derivative Instruments [Abstract] | |||
Amortization related to unrealized losses in Accumulated other comprehensive loss for next 12 months | $ (5) | ||
Fair value of long-term indebtedness greater/(less) than book value | 26 | $ 77 | |
Cross-Currency Swaps [Member] | Interest Expense, Net [Member] | Designated [Member] | |||
Derivative Instruments [Abstract] | |||
Loss (gain) on derivative instruments | (25) | (19) | $ (5) |
Cross-Currency Swaps [Member] | Other Expense, Net [Member] | Not Designated [Member] | |||
Derivative Instruments [Abstract] | |||
Loss (gain) on derivative instruments | 0 | 41 | 0 |
Foreign Exchange Forward Contracts [Member] | Other Expense, Net [Member] | |||
Derivative Instruments [Abstract] | |||
Loss (gain) on derivative instruments | 0 | 99 | 0 |
Interest Rate Swaps [Member] | Interest Expense, Net [Member] | |||
Derivative Instruments [Abstract] | |||
Loss (gain) on derivative instruments | $ 32 | $ 2 | $ (1) |
Financial Instruments and Fai_7
Financial Instruments and Fair Value Measurements, Assets Measured at Fair Value on Non-Recurring Basis (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Impairment [Abstract] | |||
Indefinite lived trademarks | $ 0 | $ 0 | $ 0 |
Goodwill | 0 | 0 | 0 |
Definite lived intangible assets | 0 | 0 | 0 |
Property, plant and equipment | 2 | 8 | 0 |
Impairment charges | 2 | 8 | 0 |
Fair Value on Nonrecurring Basis [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite lived trademarks | 248 | 248 | 248 |
Goodwill | 5,173 | 5,051 | 2,944 |
Definite lived intangible assets | 2,249 | 2,532 | 1,092 |
Property, plant and equipment | 4,561 | 4,714 | 2,488 |
Total | 12,231 | 12,545 | 6,772 |
Fair Value on Nonrecurring Basis [Member] | Level 1 [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite lived trademarks | 0 | 0 | 0 |
Goodwill | 0 | 0 | 0 |
Definite lived intangible assets | 0 | 0 | 0 |
Property, plant and equipment | 0 | 0 | 0 |
Total | 0 | 0 | 0 |
Fair Value on Nonrecurring Basis [Member] | Level 2 [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite lived trademarks | 0 | 0 | 0 |
Goodwill | 0 | 0 | 0 |
Definite lived intangible assets | 0 | 0 | 0 |
Property, plant and equipment | 0 | 0 | 0 |
Total | 0 | 0 | 0 |
Fair Value on Nonrecurring Basis [Member] | Level 3 [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite lived trademarks | 248 | 248 | 248 |
Goodwill | 5,173 | 5,051 | 2,944 |
Definite lived intangible assets | 2,249 | 2,532 | 1,092 |
Property, plant and equipment | 4,561 | 4,714 | 2,488 |
Total | $ 12,231 | $ 12,545 | $ 6,772 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Goodwill and Intangible Assets [Abstract] | |||
Goodwill | $ 5,173 | $ 5,051 | $ 2,944 |
Accumulated amortization | (1,477) | (1,185) | (1,020) |
Intangible assets, net | 2,497 | 2,780 | $ 1,340 |
Total goodwill and intangible assets, net | 7,670 | 7,831 | |
Future Amortization Expense for Definite Lived Intangibles [Abstract] | |||
2021 | 280 | ||
2022 | 258 | ||
2023 | 244 | ||
2024 | 231 | ||
2025 | 219 | ||
Customer Relationships [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Definite lived intangible assets | $ 3,323 | 3,407 | |
Customer Relationships [Member] | Minimum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 5 years | ||
Customer Relationships [Member] | Maximum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 17 years | ||
Trademarks [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Indefinite lived intangible assets | $ 248 | 248 | |
Definite lived intangible assets | $ 274 | 149 | |
Trademarks [Member] | Maximum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 15 years | ||
Other Intangibles [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Definite lived intangible assets | $ 129 | $ 161 | |
Other Intangibles [Member] | Minimum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 5 years | ||
Other Intangibles [Member] | Maximum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 14 years |
Commitments, Leases and Conti_3
Commitments, Leases and Contingencies, Collective Bargaining Agreements (Details) | 12 Months Ended |
Sep. 26, 2020Employee | |
Commitments, Leases and Contingencies [Abstract] | |
Number of employees | 47,000 |
Percentage of employees covered by collective bargaining agreements | 20.00% |
Period of time with no significant work stoppages or other labor disputes with employees under collective bargaining agreements | 3 years |
Commitments, Leases and Conti_4
Commitments, Leases and Contingencies, Leases (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Assets [Abstract] | ||
Operating lease right-of-use assets | $ 562 | $ 0 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OperatingLeaseRightOfUseAsset | |
Finance lease right-of-use assets | $ 78 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet | |
Current Liabilities [Abstract] | ||
Operating lease liabilities | $ 115 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesCurrent | |
Finance lease liabilities | $ 17 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtAndCapitalLeaseObligationsCurrent | |
Non-current Liabilities [Abstract] | ||
Operating lease liabilities | $ 464 | $ 0 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OperatingLeaseLiabilityNoncurrent | |
Finance lease liabilities | $ 59 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtAndCapitalLeaseObligations | |
Lease Cost [Abstract] | ||
Operating lease cost | $ 120 | |
Finance Lease Cost [Abstract] | ||
Amortization of right-of-use assets | 24 | |
Interest on lease liabilities | 3 | |
Total finance lease cost | 27 | |
Short-term lease cost | 27 | |
Total lease cost | 174 | |
Cash Paid for Amounts Included in Lease Liabilities [Abstract] | ||
Operating cash flows from operating leases | 120 | |
Operating cash flows from finance leases | 3 | |
Financing cash flows from finance leases | $ 38 | |
Supplemental Lease Information [Abstract] | ||
Weighted-average remaining lease term - operating leases | 8 years | |
Weighted-average remaining lease term - finance leases | 4 years | |
Weighted-average discount rate - operating leases | 4.60% | |
Weighted-average discount rate - finance leases | 3.80% | |
Right-of-use assets obtained in exchange for operating lease liabilities | $ 44 | |
Annual Lease Commitments for Operating Leases [Abstract] | ||
2021 | 118 | |
2022 | 103 | |
2023 | 87 | |
2024 | 72 | |
2025 | 67 | |
Thereafter | 256 | |
Total lease payments | 703 | |
Less: Interest | (124) | |
Present value of lease liabilities | 579 | |
Annual Lease Commitments for Finance Leases [Abstract] | ||
2021 | 20 | |
2022 | 23 | |
2023 | 17 | |
2024 | 7 | |
2025 | 6 | |
Thereafter | 13 | |
Total lease payments | 86 | |
Less: Interest | (10) | |
Present value of lease liabilities | $ 76 |
Income Taxes, Components of Inc
Income Taxes, Components of Income Tax Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Current [Abstract] | |||
U.S. Federal | $ 84 | $ 60 | $ 19 |
U.S. State | 12 | 11 | 8 |
Non-U.S. | 154 | 67 | 40 |
Total current | 250 | 138 | 67 |
Deferred [Abstract] | |||
U.S. Federal | (29) | (47) | (72) |
U.S. State | (13) | (3) | 12 |
Non-U.S. | (54) | (2) | (26) |
Total deferred | (96) | (52) | (86) |
Expense for income taxes | 154 | 86 | (19) |
U.S. income from continuing operations before income taxes | 206 | 229 | 373 |
Non-U.S. income from continuing operations before income taxes | 507 | 261 | 104 |
Income taxes paid | $ 243 | $ 115 | $ 60 |
Income Taxes, Effective Income
Income Taxes, Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Income Taxes [Abstract] | |||
U.S. Federal income tax expense at the statutory rate | $ 150 | $ 103 | $ 117 |
Adjustments to Reconcile to the Income Tax Provision [Abstract] | |||
U.S. state income tax expense | 6 | 9 | 12 |
Federal and state credits | (14) | (8) | (7) |
Share-based compensation | (4) | (12) | (8) |
Tax Cuts and Jobs Act | 0 | 0 | (124) |
Withholding taxes | 15 | 0 | 0 |
Changes in foreign valuation allowance | (8) | 13 | (10) |
Foreign income taxed in the U.S. | 9 | 3 | 0 |
Manufacturing tax benefits | 0 | 0 | (6) |
Rate differences between U.S. and foreign | (6) | 7 | 3 |
Sale of subsidiary | 0 | (38) | 0 |
Other | 6 | 9 | 4 |
Expense for income taxes | $ 154 | $ 86 | $ (19) |
Income Taxes, Net Deferred Inco
Income Taxes, Net Deferred Income Tax Liability (Details) - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Deferred Tax Assets [Abstract] | ||
Allowance for doubtful accounts | $ 3 | $ 3 |
Deferred gain on sale-leaseback | 5 | 5 |
Accrued liabilities and reserves | 104 | 64 |
Inventories | 10 | 9 |
Net operating loss carryforward | 291 | 348 |
Interest expense carryforward | 28 | 35 |
Derivatives | 127 | 0 |
Lease liability | 147 | 0 |
Research and development credit carryforward | 11 | 12 |
Federal and state tax credits | 14 | 11 |
Other | 33 | 40 |
Total deferred tax assets | 773 | 527 |
Valuation allowance | (150) | (141) |
Total deferred tax assets, net of valuation allowance | 623 | 386 |
Deferred Tax Liabilities [Abstract] | ||
Property, plant and equipment | 429 | 487 |
Intangible assets | 588 | 597 |
Leased asset | 142 | 0 |
Included in held for sale | (4) | 0 |
Other | 15 | 63 |
Total deferred tax liabilities | 1,170 | 1,147 |
Net deferred tax liability | (547) | (761) |
Net deferred tax liabilities | 601 | $ 803 |
Other Assets [Member] | ||
Deferred Tax Liabilities [Abstract] | ||
Net deferred tax assets | $ 54 |
Income Taxes, Uncertain Tax Pos
Income Taxes, Uncertain Tax Positions (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Gross Unrecognized Tax Benefits [Roll Forward] | ||
Beginning unrecognized tax benefits | $ 165 | $ 74 |
Gross increases - tax positions in prior periods | 13 | 2 |
Gross decreases - tax positions in prior periods | (12) | 0 |
Gross increases - current period tax positions | 0 | 6 |
Gross increases - from RPC acquisition | 7 | 88 |
Settlements | (1) | (1) |
Lapse of statue of limitations | (4) | (4) |
Ending unrecognized tax benefits | 168 | $ 165 |
Unrecognized tax benefits that would affect effective tax rate if recognized | 161 | |
Interest and penalties accrued for uncertain tax positions | $ 40 |
Retirement Plans, Change in Pro
Retirement Plans, Change in Projected Benefit Obligations and Fair Value of Plan Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Defined Contribution 401 (k) Retirement Plan [Abstract] | |||
Defined contribution plan expense | $ 40 | $ 26 | $ 20 |
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
Service cost | 1 | 2 | 0 |
Interest cost | 26 | 17 | 11 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 1,065 | ||
Plan assets at end of period | 1,091 | 1,065 | |
Net unrealized losses in accumulated other comprehensive loss | (180) | ||
Amount expected to be amortized from accumulated other comprehensive loss in fiscal 2021 | 8 | ||
Defined Benefit Pension Plans [Member] | |||
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 1,377 | 307 | |
Acquisition | 0 | 1,019 | |
Service cost | 1 | 2 | |
Interest cost | 26 | 17 | |
Currency | 44 | (34) | |
Actuarial loss (gain) | 64 | 94 | |
Benefit settlements | (22) | 0 | |
Benefits paid | (49) | (28) | |
PBO at end of period | 1,441 | 1,377 | 307 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 1,065 | 277 | |
Acquisition | 0 | 772 | |
Currency | 31 | (25) | |
Return on assets | 41 | 62 | |
Contributions | 25 | 7 | |
Benefit settlements | (22) | 0 | |
Benefits paid | (49) | (28) | |
Plan assets at end of period | 1,091 | 1,065 | 277 |
Underfunded status | (350) | (312) | |
Defined Benefit Pension Plans [Member] | North America [Member] | |||
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 344 | 307 | |
Acquisition | 0 | 0 | |
Service cost | 0 | 0 | |
Interest cost | 10 | 12 | |
Currency | 0 | 0 | |
Actuarial loss (gain) | 30 | 42 | |
Benefit settlements | (6) | 0 | |
Benefits paid | (17) | (17) | |
PBO at end of period | 361 | 344 | 307 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 269 | 277 | |
Acquisition | 0 | 0 | |
Currency | 0 | 0 | |
Return on assets | 22 | 9 | |
Contributions | 0 | 0 | |
Benefit settlements | (6) | 0 | |
Benefits paid | (17) | (17) | |
Plan assets at end of period | 268 | 269 | 277 |
Underfunded status | (93) | (75) | |
Defined Benefit Pension Plans [Member] | UK [Member] | |||
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 827 | 0 | |
Acquisition | 0 | 810 | |
Service cost | 0 | 0 | |
Interest cost | 15 | 4 | |
Currency | 31 | (24) | |
Actuarial loss (gain) | 41 | 44 | |
Benefit settlements | 0 | 0 | |
Benefits paid | (26) | (7) | |
PBO at end of period | 888 | 827 | 0 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 729 | 0 | |
Acquisition | 0 | 702 | |
Currency | 27 | (22) | |
Return on assets | 21 | 51 | |
Contributions | 18 | 5 | |
Benefit settlements | 0 | 0 | |
Benefits paid | (26) | (7) | |
Plan assets at end of period | 769 | 729 | 0 |
Underfunded status | (119) | (98) | |
Defined Benefit Pension Plans [Member] | Mainland Europe [Member] | |||
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 206 | 0 | |
Acquisition | 0 | 209 | |
Service cost | 1 | 2 | |
Interest cost | 1 | 1 | |
Currency | 13 | (10) | |
Actuarial loss (gain) | (7) | 8 | |
Benefit settlements | (16) | 0 | |
Benefits paid | (6) | (4) | |
PBO at end of period | 192 | 206 | 0 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 67 | 0 | |
Acquisition | 0 | 70 | |
Currency | 4 | (3) | |
Return on assets | (2) | 2 | |
Contributions | 7 | 2 | |
Benefit settlements | (16) | 0 | |
Benefits paid | (6) | (4) | |
Plan assets at end of period | 54 | 67 | $ 0 |
Underfunded status | (138) | $ (139) | |
Defined Benefit Pension Plans [Member] | Germany [Member] | |||
Change in Fair Value of Plan Assets [Roll Forward] | |||
Underfunded status | $ (97) |
Retirement Plans, Weighted Aver
Retirement Plans, Weighted Average Assumptions Used to Determine Benefit Obligation and Benefit Cost (Details) - Defined Benefit Pension Plans [Member] | 12 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
North America [Member] | ||
Weighted-Average Assumptions [Abstract] | ||
Discount rate for benefit obligation | 2.20% | 2.90% |
Discount rate for net benefit cost | 2.90% | 4.00% |
Expected return on plan assets for net benefit costs | 6.10% | 6.10% |
UK [Member] | ||
Weighted-Average Assumptions [Abstract] | ||
Discount rate for benefit obligation | 1.60% | 1.80% |
Discount rate for net benefit cost | 1.80% | 2.30% |
Expected return on plan assets for net benefit costs | 3.80% | 4.30% |
Mainland Europe [Member] | ||
Weighted-Average Assumptions [Abstract] | ||
Discount rate for benefit obligation | 0.80% | 0.70% |
Discount rate for net benefit cost | 0.70% | 1.00% |
Expected return on plan assets for net benefit costs | 2.20% | 1.70% |
Retirement Plans, Fair Value of
Retirement Plans, Fair Value of Plan Assets (Details) - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Retirement Plans [Abstract] | ||
Fair value of plan assets | $ 1,091 | $ 1,065 |
Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 233 | 166 |
Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 689 | 743 |
Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 169 | 156 |
Cash and Cash Equivalents [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 36 | 104 |
Cash and Cash Equivalents [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 18 | 15 |
Cash and Cash Equivalents [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 18 | 89 |
Cash and Cash Equivalents [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
U.S. Large Cap Comingled Equity Funds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 99 | 124 |
U.S. Large Cap Comingled Equity Funds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 72 | 0 |
U.S. Large Cap Comingled Equity Funds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 27 | 124 |
U.S. Large Cap Comingled Equity Funds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
U.S. Mid Cap Equity Mutual Funds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 65 | 42 |
U.S. Mid Cap Equity Mutual Funds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 49 | 42 |
U.S. Mid Cap Equity Mutual Funds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 16 | 0 |
U.S. Mid Cap Equity Mutual Funds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
U.S. Small Cap Equity Mutual Funds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 19 | 3 |
U.S. Small Cap Equity Mutual Funds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 3 | 3 |
U.S. Small Cap Equity Mutual Funds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 16 | 0 |
U.S. Small Cap Equity Mutual Funds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
International Equity Mutual Funds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 111 | 112 |
International Equity Mutual Funds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 12 | 18 |
International Equity Mutual Funds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 99 | 94 |
International Equity Mutual Funds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
Real Estate Equity Investment Funds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 252 | 257 |
Real Estate Equity Investment Funds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 3 | 3 |
Real Estate Equity Investment Funds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 158 | 179 |
Real Estate Equity Investment Funds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 91 | 75 |
Corporate Bond Mutual Funds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 37 | 12 |
Corporate Bond Mutual Funds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 10 | 12 |
Corporate Bond Mutual Funds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
Corporate Bond Mutual Funds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 27 | 0 |
Corporate Bonds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 146 | 178 |
Corporate Bonds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
Corporate Bonds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 146 | 164 |
Corporate Bonds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 14 |
Guaranteed Investment Account [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 8 | |
Guaranteed Investment Account [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | |
Guaranteed Investment Account [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | |
Guaranteed Investment Account [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 8 | |
International Fixed Income Funds [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 275 | 166 |
International Fixed Income Funds [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 66 | 73 |
International Fixed Income Funds [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 209 | 93 |
International Fixed Income Funds [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
International Insurance Policies [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 51 | 59 |
International Insurance Policies [Member] | Level 1 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
International Insurance Policies [Member] | Level 2 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | 0 | 0 |
International Insurance Policies [Member] | Level 3 [Member] | ||
Retirement Plans [Abstract] | ||
Fair value of plan assets | $ 51 | $ 59 |
Retirement Plans, Expected Futu
Retirement Plans, Expected Future Benefit Payments (Details) - Defined Benefit Pension Plans [Member] $ in Millions | Sep. 26, 2020USD ($) |
Expected Future Benefit Payments [Abstract] | |
2021 | $ 52 |
2022 | 52 |
2023 | 52 |
2024 | 57 |
2025 | 56 |
2026-2030 | 304 |
North America [Member] | |
Expected Future Benefit Payments [Abstract] | |
2021 | 19 |
2022 | 19 |
2023 | 19 |
2024 | 19 |
2025 | 19 |
2026-2030 | 94 |
UK [Member] | |
Expected Future Benefit Payments [Abstract] | |
2021 | 27 |
2022 | 26 |
2023 | 27 |
2024 | 29 |
2025 | 30 |
2026-2030 | 159 |
Mainland Europe [Member] | |
Expected Future Benefit Payments [Abstract] | |
2021 | 6 |
2022 | 7 |
2023 | 6 |
2024 | 9 |
2025 | 7 |
2026-2030 | $ 51 |
Retirement Plans, Net Pension E
Retirement Plans, Net Pension Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Retirement Plans [Abstract] | |||
Service cost | $ 1 | $ 2 | $ 0 |
Interest cost | 26 | 17 | 11 |
Amortization of net actuarial loss | 5 | 1 | 2 |
Expected return on plan assets | (46) | (24) | (17) |
Net periodic benefit expense (income) | $ (14) | $ (4) | $ (4) |
Retirement Plans, Plan Asset Al
Retirement Plans, Plan Asset Allocations (Details) - Defined Benefit Pension Plans [Member] - USD ($) $ in Millions | Sep. 26, 2020 | Sep. 28, 2019 |
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 100.00% | 100.00% |
Equity Securities and Equity-Like Instruments [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 50.00% | 50.00% |
Company Common Stock [Member] | ||
Retirement Plans [Abstract] | ||
Company stock held in plan assets | $ 42 | |
Debt Securities and Debt-Like [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 42.00% | 33.00% |
International Insurance Policies [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 5.00% | 6.00% |
Other [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 3.00% | 11.00% |
Restructuring and Transaction_3
Restructuring and Transaction Activities, Restructuring Charges (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 26, 2020USD ($) | Jun. 27, 2020USD ($) | Mar. 28, 2020USD ($) | Dec. 28, 2019USD ($) | Sep. 28, 2019USD ($) | Jun. 29, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 29, 2018USD ($) | Sep. 26, 2020USD ($)Facility | Sep. 28, 2019USD ($)Facility | Sep. 29, 2018USD ($)Facility | |
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 0 | 0 | |||||||||
Net sales | $ 3,008 | $ 2,910 | $ 2,975 | $ 2,816 | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 11,709 | $ 8,878 | $ 7,869 |
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 106 | 106 | |||||||||
Cumulative charges through Fiscal 2019 | 103 | 103 | |||||||||
To be recognized in future | 3 | 3 | |||||||||
Severance and Termination Benefits [Member] | |||||||||||
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 78 | 78 | |||||||||
Cumulative charges through Fiscal 2019 | 78 | 78 | |||||||||
To be recognized in future | 0 | 0 | |||||||||
Facility Exit Costs [Member] | |||||||||||
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 18 | 18 | |||||||||
Cumulative charges through Fiscal 2019 | 15 | 15 | |||||||||
To be recognized in future | 3 | 3 | |||||||||
Asset Impairment [Member] | |||||||||||
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 10 | 10 | |||||||||
Cumulative charges through Fiscal 2019 | 10 | 10 | |||||||||
To be recognized in future | $ 0 | $ 0 | |||||||||
Consumer Packaging North America [Member] | |||||||||||
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 1 | ||||||||||
Net sales | $ 15 | ||||||||||
Engineered Materials [Member] | |||||||||||
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 1 | ||||||||||
Net sales | $ 10 | ||||||||||
Health, Hygiene & Specialties [Member] | |||||||||||
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 1 | ||||||||||
Net sales | $ 30 |
Restructuring and Transaction_4
Restructuring and Transaction Activities, Restructuring Charges by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | $ 79 | $ (132) | $ 36 |
Consumer Packaging International [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | 58 | 54 | 0 |
Consumer Packaging North America [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | 10 | 12 | 3 |
Engineered Materials [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | 6 | 2 | 6 |
Health, Hygiene & Specialties [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | $ 5 | $ (200) | $ 27 |
Restructuring and Transaction_5
Restructuring and Transaction Activities, Restructuring Accrual Activity (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | ||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | $ 7 | $ 13 | ||
Charges | 79 | (124) | ||
Non-cash asset impairment | (2) | (8) | $ 0 | |
Cash | (67) | |||
Cash | 126 | |||
Ending balance | 17 | 7 | 13 | |
SFL [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Pretax gain on sale of business | 214 | |||
Employee Severance and Benefits [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 2 | 9 | ||
Charges | 34 | 10 | ||
Non-cash asset impairment | 0 | 0 | ||
Cash | (26) | (17) | ||
Ending balance | 10 | 2 | 9 | |
Facility Exit Costs [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 5 | 4 | ||
Charges | 9 | 4 | ||
Non-cash asset impairment | 0 | 0 | ||
Cash | (7) | (3) | ||
Ending balance | 7 | 5 | 4 | |
Non-Cash Impairment Charges [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 0 | 0 | ||
Charges | 2 | 8 | ||
Non-cash asset impairment | (2) | (8) | ||
Cash | 0 | 0 | ||
Ending balance | 0 | 0 | 0 | |
Transaction Activities [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 0 | 0 | ||
Charges | 34 | (146) | [1] | |
Non-cash asset impairment | 0 | 0 | ||
Cash | (34) | |||
Cash | 146 | |||
Ending balance | $ 0 | $ 0 | $ 0 | |
[1] | Consists of $214 million gain on the sale of our SFL business in 2019 offset by professional fees and other costs related to the RPC acquisition. |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Related Party Transactions [Abstract] | |||
Payment of tax receivable agreement | $ 0 | $ 38 | $ 37 |
Apollo Global Management, LLC [Member] | |||
Related Party Transactions [Abstract] | |||
Payment of tax receivable agreement | $ 29 |
Stockholders' Equity, Share Rep
Stockholders' Equity, Share Repurchases (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | Aug. 31, 2018 | |
Stockholders' Equity [Abstract] | ||||
Authorized amount of share repurchase program | $ 500 | |||
Number of shares repurchased and retired (in shares) | 1,512 | |||
Shares repurchased and retired | $ 0 | $ 72 | $ 35 | |
Average price of shares repurchased (in dollars per share) | $ 47.64 | |||
Common stock, par value (in dollars per share) | $ 0.01 |
Stockholders' Equity, Equity In
Stockholders' Equity, Equity Incentive Plans (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Stockholders' Equity [Abstract] | |||
Stock-based compensation expense | $ 33 | $ 27 | $ 23 |
Intrinsic value of options exercised | $ 28 | ||
2015 Plan [Member] | |||
Stockholders' Equity [Abstract] | |||
Shares authorized for grant (in shares) | 12.5 | ||
Increase in shares authorized for grant (in shares) | 5 |
Stockholders' Equity, Stock Opt
Stockholders' Equity, Stock Option Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Number of Shares [Roll Forward] | ||
Options outstanding, beginning of period (in shares) | 10,263 | 10,744 |
Options granted (in shares) | 2,562 | 2,259 |
Options exercised (in shares) | (1,223) | (2,476) |
Options forfeited or cancelled (in shares) | (142) | (264) |
Options outstanding, end of period (in shares) | 11,460 | 10,263 |
Weighted Average Exercise Price [Roll Forward] | ||
Options outstanding, beginning of period (in dollars per share) | $ 37.82 | $ 32.40 |
Options granted (in dollars per share) | 45.60 | 47.66 |
Options exercised (in dollars per share) | 24.96 | 22.41 |
Options forfeited or cancelled (in dollars per share) | 45.05 | 46.07 |
Options outstanding, end of period (in dollars per share) | 40.84 | 37.82 |
Additional Information [Abstract] | ||
Option price range at end of period, lower limit (in dollars per share) | 3.04 | 3.04 |
Option price range at end of period, upper limit (in dollars per share) | $ 54.33 | $ 54.33 |
Options exercisable at end of period (in shares) | 5,599 | 4,720 |
Options available for grant at period end (in shares) | 2,678 | 5,099 |
Weighted average fair value of options granted during period (in dollars per share) | $ 14.26 | $ 15.34 |
Stockholders' Equity, Valuation
Stockholders' Equity, Valuation Assumptions used for Options Granted (Details) | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Weighted Average Assumptions [Abstract] | |||
Risk-free interest rate | 1.70% | 2.50% | 2.70% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Volatility factor | 27.20% | 26.30% | 26.10% |
Expected option life | 6 years 6 months | 6 years 6 months | 6 years 6 months |
Stockholders' Equity, Options O
Stockholders' Equity, Options Outstanding (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Stockholders' Equity [Abstract] | ||
Range of exercise prices, lower limit (in dollars per share) | $ 3.04 | $ 3.04 |
Range of exercise prices, upper limit (in dollars per share) | $ 54.33 | $ 54.33 |
Number exercisable (in shares) | 5,599 | 4,720 |
$ 3.04-54.33 [Member] | ||
Stockholders' Equity [Abstract] | ||
Range of exercise prices, lower limit (in dollars per share) | $ 3.04 | |
Range of exercise prices, upper limit (in dollars per share) | $ 54.33 | |
Number outstanding (in shares) | 11,460 | |
Intrinsic value of outstanding | $ 92 | |
Weighted remaining contractual life | 6 years 9 months 18 days | |
Weighted exercise price (in dollars per share) | $ 40.84 | |
Number exercisable (in shares) | 5,599 | |
Intrinsic value of exercisable | $ 77 | |
Unrecognized compensation | $ 4 | |
Weighted recognition period | 2 years 1 month 6 days |
Segment and Geographic Data, Se
Segment and Geographic Data, Selected Information by Reportable Segment (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 26, 2020USD ($) | Jun. 27, 2020USD ($) | Mar. 28, 2020USD ($) | Dec. 28, 2019USD ($) | Sep. 28, 2019USD ($) | Jun. 29, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 29, 2018USD ($) | Sep. 26, 2020USD ($)Segment | Sep. 28, 2019USD ($) | Sep. 29, 2018USD ($) | |
Segment and Geographic Data [Abstract] | |||||||||||
Number of reporting segments | Segment | 4 | ||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | $ 3,008 | $ 2,910 | $ 2,975 | $ 2,816 | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 11,709 | $ 8,878 | $ 7,869 |
Operating income | 1,179 | 974 | 761 | ||||||||
Depreciation and amortization | 845 | 613 | 538 | ||||||||
Total assets | 16,701 | 16,469 | 16,701 | 16,469 | |||||||
Consumer Packaging North America [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 15 | ||||||||||
Engineered Materials [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 10 | ||||||||||
Health, Hygiene & Specialties [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 30 | ||||||||||
Operating Segment [Member] | Consumer Packaging International [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 4,195 | 1,229 | 215 | ||||||||
Operating income | 299 | 12 | 17 | ||||||||
Depreciation and amortization | 318 | 93 | 15 | ||||||||
Total assets | 7,575 | 7,085 | 7,575 | 7,085 | |||||||
Operating Segment [Member] | Consumer Packaging North America [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 2,850 | 2,636 | 2,463 | ||||||||
Operating income | 320 | 234 | 190 | ||||||||
Depreciation and amortization | 250 | 216 | 229 | ||||||||
Total assets | 3,716 | 4,243 | 3,716 | 4,243 | |||||||
Operating Segment [Member] | Engineered Materials [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 2,334 | 2,538 | 2,633 | ||||||||
Operating income | 317 | 318 | 365 | ||||||||
Depreciation and amortization | 105 | 116 | 108 | ||||||||
Total assets | 2,006 | 1,862 | 2,006 | 1,862 | |||||||
Operating Segment [Member] | Health, Hygiene & Specialties [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 2,330 | 2,475 | 2,558 | ||||||||
Operating income | 243 | 410 | 189 | ||||||||
Depreciation and amortization | 172 | 188 | $ 186 | ||||||||
Total assets | $ 3,404 | $ 3,279 | $ 3,404 | $ 3,279 |
Segment and Geographic Data, _2
Segment and Geographic Data, Selected Information by Geographical Region (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Selected Information by Geography [Abstract] | |||||||||||
Net sales | $ 3,008 | $ 2,910 | $ 2,975 | $ 2,816 | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 11,709 | $ 8,878 | $ 7,869 |
Long-lived assets | 12,884 | 12,712 | 12,884 | 12,712 | |||||||
Reportable Geography [Member] | United States and Canada [Member] | |||||||||||
Selected Information by Geography [Abstract] | |||||||||||
Net sales | 6,250 | 6,293 | 6,266 | ||||||||
Long-lived assets | 6,753 | 7,021 | 6,753 | 7,021 | |||||||
Reportable Geography [Member] | Europe [Member] | |||||||||||
Selected Information by Geography [Abstract] | |||||||||||
Net sales | 4,223 | 1,637 | 759 | ||||||||
Long-lived assets | 3,813 | 3,654 | 3,813 | 3,654 | |||||||
Reportable Geography [Member] | Rest of World [Member] | |||||||||||
Selected Information by Geography [Abstract] | |||||||||||
Net sales | 1,236 | 948 | $ 844 | ||||||||
Long-lived assets | $ 2,318 | $ 2,037 | $ 2,318 | $ 2,037 |
Segment and Geographic Data, _3
Segment and Geographic Data, Selected Information by Product Line (Details) - Net Sales [Member] - Product Concentration Risk [Member] | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Consumer Packaging International [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Consumer Packaging International [Member] | Packaging [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 82.00% | 84.00% | 100.00% |
Consumer Packaging International [Member] | Non-packaging [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 18.00% | 16.00% | 0.00% |
Consumer Packaging North America [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Consumer Packaging North America [Member] | Rigid Open Top [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 45.00% | 45.00% | 44.00% |
Consumer Packaging North America [Member] | Rigid Closed Top [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 55.00% | 55.00% | 56.00% |
Engineered Materials [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Engineered Materials [Member] | Core Films [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 38.00% | 40.00% | 41.00% |
Engineered Materials [Member] | Retail & Industrial [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 62.00% | 60.00% | 59.00% |
Health, Hygiene & Specialties [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Health, Hygiene & Specialties [Member] | Health [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 20.00% | 15.00% | 18.00% |
Health, Hygiene & Specialties [Member] | Hygiene [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 52.00% | 53.00% | 51.00% |
Health, Hygiene & Specialties [Member] | Specialties [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 28.00% | 32.00% | 31.00% |
Net Income per Share (Details)
Net Income per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Numerator [Abstract] | |||||||||||
Net income attributable to the Company | $ 195 | $ 191 | $ 126 | $ 47 | $ 229 | $ 13 | $ 74 | $ 88 | $ 559 | $ 404 | $ 496 |
Denominator [Abstract] | |||||||||||
Weighted average common shares outstanding - basic (in shares) | 132.6 | 131.3 | 131.4 | ||||||||
Dilutive shares (in shares) | 2.5 | 3.3 | 3.8 | ||||||||
Weighted average common and common equivalent shares outstanding - diluted (in shares) | 135.1 | 134.6 | 135.2 | ||||||||
Per Common Share Income [Abstract] | |||||||||||
Basic (in dollars per share) | $ 1.47 | $ 1.44 | $ 0.95 | $ 0.36 | $ 1.74 | $ 0.10 | $ 0.57 | $ 0.67 | $ 4.22 | $ 3.08 | $ 3.77 |
Diluted (in dollars per share) | $ 1.44 | $ 1.42 | $ 0.94 | $ 0.35 | $ 1.69 | $ 0.10 | $ 0.55 | $ 0.66 | $ 4.14 | $ 3 | $ 3.67 |
Stock Options [Member] | |||||||||||
Basic and Diluted Net Income Per Share [Abstract] | |||||||||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 7 | 5 | 0 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 26, 2020 | Sep. 28, 2019 | Sep. 29, 2018 | |
Quarterly Financial Data (Unaudited) [Abstract] | |||||||||||
Net sales | $ 3,008 | $ 2,910 | $ 2,975 | $ 2,816 | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 11,709 | $ 8,878 | $ 7,869 |
Cost of goods sold | 2,342 | 2,272 | 2,391 | 2,296 | 2,511 | 1,551 | 1,578 | 1,619 | 9,301 | 7,259 | 6,438 |
Gross profit | 666 | 638 | 584 | 520 | 508 | 386 | 372 | 353 | |||
Net income | $ 195 | $ 191 | $ 126 | $ 47 | $ 229 | $ 13 | $ 74 | $ 88 | $ 559 | $ 404 | $ 496 |
Net Income per Share [Abstract] | |||||||||||
Basic (in dollars per share) | $ 1.47 | $ 1.44 | $ 0.95 | $ 0.36 | $ 1.74 | $ 0.10 | $ 0.57 | $ 0.67 | $ 4.22 | $ 3.08 | $ 3.77 |
Diluted (in dollars per share) | $ 1.44 | $ 1.42 | $ 0.94 | $ 0.35 | $ 1.69 | $ 0.10 | $ 0.55 | $ 0.66 | $ 4.14 | $ 3 | $ 3.67 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2020USD ($)Segment | Sep. 26, 2020USD ($) | Jun. 27, 2020USD ($) | Mar. 28, 2020USD ($) | Dec. 28, 2019USD ($) | Sep. 28, 2019USD ($) | Jun. 29, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 29, 2018USD ($) | Sep. 26, 2020USD ($) | Sep. 28, 2019USD ($) | Sep. 29, 2018USD ($) | |
U.S Flexible Packaging Converting Disposition [Abstract] | ||||||||||||
Net sales | $ 3,008 | $ 2,910 | $ 2,975 | $ 2,816 | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 11,709 | $ 8,878 | $ 7,869 | |
Assets held for sale | 162 | 0 | 162 | 0 | ||||||||
Liabilities held for sale | 25 | $ 0 | 25 | $ 0 | ||||||||
U.S. Flexible Packaging Converting Business [Member] | Held for Sale [Member] | ||||||||||||
U.S Flexible Packaging Converting Disposition [Abstract] | ||||||||||||
Net sales | 200 | |||||||||||
Assets held for sale | 162 | 162 | ||||||||||
Liabilities held for sale | $ 25 | $ 25 | ||||||||||
Subsequent Event [Member] | ||||||||||||
Business Reorganization [Abstract] | ||||||||||||
Number of operating segments | Segment | 4 | |||||||||||
Subsequent Event [Member] | U.S. Flexible Packaging Converting Business [Member] | Held for Sale [Member] | ||||||||||||
U.S Flexible Packaging Converting Disposition [Abstract] | ||||||||||||
Sales price | $ 140 |