Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document Documentand Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | SLGN | |
Entity Registrant Name | Silgan Holdings Inc | |
Entity Central Index Key | 849,869 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 110,315,624 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 |
Current assets: | |||
Cash and cash equivalents | $ 142,083 | $ 24,690 | $ 120,467 |
Trade accounts receivable, net | 528,362 | 288,197 | 394,811 |
Inventories | 830,887 | 602,963 | 806,539 |
Prepaid expenses and other current assets | 68,026 | 46,328 | 45,602 |
Total current assets | 1,569,358 | 962,178 | 1,367,419 |
Property, plant and equipment, net | 1,452,569 | 1,156,952 | 1,165,141 |
Goodwill | 1,160,624 | 604,714 | 614,021 |
Other intangible assets, net | 424,437 | 180,782 | 188,773 |
Other assets, net | 287,584 | 244,764 | 218,821 |
Assets, Total | 4,894,572 | 3,149,390 | 3,554,175 |
Current liabilities: | |||
Revolving loans and current portion of long-term debt | 648,850 | 217,127 | 569,892 |
Trade accounts payable | 455,457 | 504,798 | 365,854 |
Accrued payroll and related costs | 64,573 | 46,275 | 48,585 |
Accrued liabilities | 110,325 | 93,625 | 93,955 |
Total current liabilities | 1,279,205 | 861,825 | 1,078,286 |
Long-term debt | 2,444,912 | 1,344,456 | 1,365,205 |
Deferred income taxes | 416,118 | 298,420 | 253,427 |
Other liabilities | 211,330 | 175,274 | 167,851 |
Stockholders’ equity: | |||
Common stock | 1,751 | 876 | 876 |
Paid-in capital | 255,077 | 249,763 | 243,515 |
Retained earnings | 1,589,498 | 1,558,594 | 1,485,093 |
Accumulated other comprehensive loss | (185,139) | (223,856) | (202,296) |
Treasury stock | (1,118,180) | (1,115,962) | (837,782) |
Total stockholders’ equity | 543,007 | 469,415 | 689,406 |
Liabilities and Equity, Total | $ 4,894,572 | $ 3,149,390 | $ 3,554,175 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||||
Income Statement [Abstract] | |||||||
Net sales | $ 1,021,814 | $ 874,642 | $ 1,827,220 | $ 1,667,379 | |||
Cost of goods sold | 856,625 | 746,935 | 1,537,466 | 1,425,795 | |||
Gross profit | 165,189 | 127,707 | 289,754 | 241,584 | |||
Selling, general and administrative expenses | 86,918 | 55,018 | 153,837 | 110,380 | |||
Rationalization charges | 3,038 | 5,038 | 3,923 | 6,108 | |||
Income from operations | 75,233 | [1] | 67,651 | 131,994 | [1] | 125,096 | |
Interest and other debt expense before loss on early extinguishment of debt | 29,207 | 16,883 | 49,625 | 33,339 | |||
Loss on early extinguishment of debt | 4,375 | 0 | 7,052 | 0 | |||
Interest and other debt expense | 33,582 | 16,883 | 56,677 | 33,339 | |||
Income before taxes | 41,651 | 50,768 | 75,317 | 91,757 | |||
Provision for income taxes | 13,725 | 17,453 | 24,160 | 31,871 | |||
Net income | $ 27,926 | $ 33,315 | $ 51,157 | $ 59,886 | |||
Earnings per share | |||||||
Basic net income per share (usd per share) | [2] | $ 0.25 | $ 0.28 | $ 0.46 | $ 0.50 | ||
Diluted net income per share (usd per share) | [2] | 0.25 | 0.27 | 0.46 | 0.49 | ||
Dividends per share (usd per share) | [2] | $ 0.09 | $ 0.09 | $ 0.18 | $ 0.17 | ||
Weighted average number of shares | |||||||
Basic (in shares) | [2] | 110,358 | 121,009 | 110,291 | 120,953 | ||
Effect of dilutive securities (in shares) | [2] | 968 | 710 | 976 | 729 | ||
Diluted (in shares) | [2] | 111,326 | 121,719 | 111,267 | 121,682 | ||
[1] | Income from operations for Metal Containers includes a $3.0 million charge for each of the three and six months ended June 30, 2017 related to the resolution of a past non-commercial legal dispute. Income from operations for Corporate includes costs attributed to announced acquisitions of $9.8 million and $23.0 million for the three and six months ended June 30, 2017, respectively. | ||||||
[2] | Per share and share amounts for 2016 have been retroactively adjusted for the two-for-one stock split discussed in Note 1. |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 27,926 | $ 33,315 | $ 51,157 | $ 59,886 |
Other comprehensive income (loss), net of tax: | ||||
Changes in net prior service credit and actuarial losses | 629 | 898 | 1,258 | 1,811 |
Change in fair value of derivatives | (135) | 516 | (475) | 461 |
Foreign currency translation | 30,477 | (6,254) | 37,934 | 4,238 |
Other comprehensive income (loss) | 30,971 | (4,840) | 38,717 | 6,510 |
Comprehensive income | $ 58,897 | $ 28,475 | $ 89,874 | $ 66,396 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows provided by (used in) operating activities: | ||
Net income | $ 51,157 | $ 59,886 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 83,327 | 73,019 |
Rationalization charges | 3,923 | 6,108 |
Stock compensation expense | 7,202 | 6,428 |
Loss on early extinguishment of debt | 7,052 | 0 |
Other changes that provided (used) cash, net of effects from acquisition: | ||
Trade accounts receivable, net | (118,516) | (111,600) |
Inventories | (134,374) | (176,427) |
Trade accounts payable | (27,554) | (10,701) |
Accrued liabilities | (2,101) | (14,431) |
Other, net | (8,923) | 5,067 |
Net cash used in operating activities | (138,807) | (162,651) |
Cash flows provided by (used in) investing activities: | ||
Purchase of business, net of cash acquired | (1,022,092) | 0 |
Capital expenditures | (81,287) | (111,714) |
Proceeds from asset sales | 477 | 8,822 |
Net cash used in investing activities | (1,102,902) | (102,892) |
Cash flows provided by (used in) financing activities: | ||
Borrowings under revolving loans | 992,436 | 531,544 |
Repayments under revolving loans | (559,050) | (114,207) |
Proceeds from issuance of long-term debt | 1,789,200 | 0 |
Repayments of long-term debt | (744,416) | (6,380) |
Changes in outstanding checks - principally vendors | (78,941) | (101,765) |
Dividends paid on common stock | (20,253) | (20,913) |
Debt issuance costs | (16,643) | 0 |
Repurchase of common stock | (3,231) | (2,214) |
Net cash provided by financing activities | 1,359,102 | 286,065 |
Cash and cash equivalents: | ||
Net increase | 117,393 | 20,522 |
Balance at beginning of year | 24,690 | 99,945 |
Balance at end of period | 142,083 | 120,467 |
Interest paid, net | 35,686 | 32,269 |
Income taxes paid, net | $ 33,260 | $ 43,707 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning Balance at Dec. 31, 2015 | $ 639,184 | $ 876 | $ 237,291 | $ 1,446,193 | $ (208,806) | $ (836,370) |
Beginning Balance (in shares) at Dec. 31, 2015 | 60,393 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 59,886 | 59,886 | ||||
Other comprehensive income | 6,510 | 6,510 | ||||
Dividends declared on common stock | (20,913) | (20,913) | ||||
Stock compensation expense | 6,428 | 6,428 | ||||
Adoption of accounting standard update related to stock compensation accounting | 525 | 598 | (73) | |||
Net issuance of treasury stock for vested restricted stock units | (2,204) | (802) | (1,402) | |||
Net issuance of treasury stock for vested restricted stock units (in shares) | 84 | |||||
Repurchases of common stock | (10) | (10) | ||||
Ending Balance at Jun. 30, 2016 | 689,406 | $ 876 | 243,515 | 1,485,093 | (202,296) | (837,782) |
Ending Balance (in shares) at Jun. 30, 2016 | 60,477 | |||||
Beginning Balance at Dec. 31, 2016 | 469,415 | $ 876 | 249,763 | 1,558,594 | (223,856) | (1,115,962) |
Beginning Balance (in shares) at Dec. 31, 2016 | 55,051 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 51,157 | 51,157 | ||||
Other comprehensive income | 38,717 | 38,717 | ||||
Dividends declared on common stock | (20,253) | (20,253) | ||||
Stock compensation expense | 7,202 | 7,202 | ||||
Net issuance of treasury stock for vested restricted stock units | (3,231) | (1,013) | (2,218) | |||
Net issuance of treasury stock for vested restricted stock units (in shares) | 123 | |||||
Two-for-one stock split | $ 875 | (875) | ||||
Two-for-one stock split (in shares) | 55,142 | |||||
Ending Balance at Jun. 30, 2017 | $ 543,007 | $ 1,751 | $ 255,077 | $ 1,589,498 | $ (185,139) | $ (1,118,180) |
Ending Balance (in shares) at Jun. 30, 2017 | 110,316 |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation . The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year. The Condensed Consolidated Balance Sheet at December 31, 2016 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. Deferred income taxes as of December 31, 2016 and June 30, 2016 previously included in other liabilities have been presented as a separate line item on the Condensed Consolidated Balance Sheet to conform to current period presentation. You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016. Stock Split . On May 3, 2017, our Board of Directors declared a two-for-one stock split of our issued common stock. The stock split was effected on May 26, 2017 in the form of a stock dividend. Stockholders of record at the close of business on May 15, 2017 were issued one additional share of common stock for each share of common stock owned on that date. Information pertaining to the number of shares outstanding, per share amounts and stock compensation has been retroactively adjusted in the accompanying financial statements and related footnotes to reflect this stock split for all periods presented, except for the Condensed Consolidated Balance Sheets and Statements of Stockholders’ Equity. Stockholders’ equity reflects the stock split by reclassifying from paid-in capital to common stock an amount equal to the par value of the additional shares issued as a result of the stock split. Recently Issued Accounting Pronouncements. In May 2014, the Financial Accounting Standards Board, or FASB, issued an accounting standards update, or ASU, that amends the guidance for revenue recognition. This amendment contains principles that will require an entity to recognize revenue to depict the transfer of goods and services to customers at an amount that an entity expects to be entitled to in exchange for those goods or services. This amendment permits the use of one of two retrospective transition methods. We will adopt this amendment on January 1, 2018, and we have not yet selected a transition method. The adoption of this amendment may require us to accelerate the recognition of revenue as compared to the current standards for certain customers in cases where we produce products unique to those customers and for which we have an enforceable right of payment for production completed to date. We will continue to assess the impact of this amendment on our financial position, results of operations and cash flows. In February 2016, the FASB issued an ASU that amends existing guidance for certain leases by lessees. This amendment will require an entity to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. In addition, this amendment clarifies the presentation requirements of the effects of leases in the statement of income and statement of cash flows. This amendment will be effective for us on January 1, 2019. Early adoption is permitted. This amendment is required to be adopted using a modified retrospective approach. We are currently evaluating the impact of this amendment on our financial position, results of operations and cash flows. In August 2016, the FASB issued an ASU that provides guidance for cash flow classification for certain cash receipts and cash payments to address diversity in practice with respect to whether items are classified on the statement of cash flows as either operating, investing or financing activities. This amendment will be effective for us on January 1, 2018. Early adoption is permitted. This amendment is required to be adopted using a retrospective approach. We are currently evaluating the impact of this amendment on our statement of cash flows. In January 2017, the FASB issued an ASU that provides guidance to simplify the test for goodwill impairment. This guidance eliminates the requirement to assign the fair value of a reporting unit to each of its assets and liabilities to quantify a goodwill impairment charge. Under this amended guidance, the goodwill impairment charge to be recognized will be determined based on comparing the carrying value of the reporting unit to its fair value. This amendment will be effective for us on January 1, 2020. Early adoption is permitted, and we plan to adopt this amendment when we perform our first goodwill impairment test after January 1, 2017. This amendment is required to be adopted prospectively and is not expected to have a material impact on our financial position, results of operations or cash flows. In March 2017, the FASB issued an ASU that amends the presentation of net periodic pension cost and net periodic postretirement benefit cost. This amendment will require an entity to disaggregate the service cost component from the other components of net periodic benefit cost, to report the service cost component in the same line item as other compensation costs and to report the other components of net periodic benefit cost (which include interest cost, expected return on plan assets, amortization of prior service cost or credit and actuarial gains and losses) separately and as a line item below operating income on our statement of income. In addition, capitalization of net periodic benefit cost in assets will be limited to the service cost component. This amendment will be effective for us on January 1, 2018. Early adoption is permitted. This amendment is required to be adopted (i) retrospectively with respect to the disaggregation of the service cost component from the other components of net periodic benefit cost and the separate reporting of the other components of net periodic benefit cost outside of operating income and (ii) prospectively with respect to the capitalization in assets of the service cost component. We are currently evaluating the impact of this amendment on our financial position, results of operations and cash flows. |
Acquisition
Acquisition | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition Dispensing Systems Acquisition On April 6, 2017, we acquired the specialty closures and dispensing systems operations of WestRock Company, now operating under the name Silgan Dispensing Systems, or SDS. SDS is a leading global supplier of highly engineered triggers, pumps, sprayers and dispensing closure solutions for food, health care, garden, home and beauty products. It operates a global network of thirteen facilities across North America, Europe, South America and Asia. SDS represents a strategically important acquisition for us, providing us with an opportunity to expand our closures franchise. SDS is included in our Closures segment as of the acquisition date. For the year ended December 31, 2016, SDS generated net sales of approximately $570 million . We acquired SDS for a purchase price in cash of $1.022 billion , net of cash acquired. The purchase price is subject to adjustment for working capital, indebtedness and certain other items. We incurred acquisition related costs for SDS totaling $24.4 million , including $9.8 million and $23.0 million for the three and six months ended June 30, 2017, respectively, which are included in selling, general and administrative expenses in our Condensed Consolidated Statements of Income. We funded the purchase price for this acquisition through term and revolving loan borrowings under our amended and restated senior secured credit facility, including a term loan of $800 million . See Note 7 for further information. The initial purchase price has been allocated to assets acquired and liabilities assumed based on estimated fair values at the date of acquisition using valuation techniques including the income, cost and market approaches, primarily using Level 3 inputs (as defined in Note 8). The purchase price allocation is preliminary and subject to change pending a final valuation of the assets and liabilities, including property, plant and equipment and intangible assets, and the related tax impact of any adjustments to such valuations. The allocated fair value of assets acquired and liabilities assumed are summarized as follows (in thousands): Trade accounts receivable $ 109,494 Inventories 79,705 Property, plant and equipment 253,708 Other intangible assets 245,000 Other assets 40,396 Trade accounts payable and accrued liabilities (81,783 ) Deferred income taxes (122,544 ) Other liabilities (25,340 ) Total identifiable net assets 498,636 Goodwill 523,456 Cash paid at closing, net of cash acquired $ 1,022,092 Goodwill of $523.5 million consists largely of our increased capacity to serve our global customers and achieve operational synergies and has been assigned to our closures segment. A portion of the goodwill is expected to be deductible for income tax purposes. Other intangible assets consist of customer relationships of $220.0 million with an estimated remaining life of 22 years and technology know-how of $25.0 million with an estimated remaining life of 7 years. Acquired property, plant and equipment are being depreciated on a straight-line basis with estimated remaining lives of up to 35 years. Our consolidated results of operations for the three and six months ended June 30, 2017 included the results for SDS since the acquisition date. Net sales from the SDS operations of $142.7 million were included in our Condensed Consolidated Statements of Income for the three and six months ended June 30, 2017. SDS's income from operations since the acquisition date was $7.7 million , including the pre-tax unfavorable impact of the $11.9 million charge related to the inventory write-up for SDS as a result of purchase accounting in connection with the acquisition. Pro Forma Information The following unaudited pro forma financial information includes our historical results of operations for the three and six months ended June 30, 2017 and 2016 and gives pro forma effect to the SDS acquisition as if it had been completed as of January 1, 2016. The pro forma results of operations include interest expense related to incremental borrowings used to finance the acquisition and adjustments to depreciation and amortization expense for the valuation of property, plant and equipment and intangible assets. Net income for the three and six months ended June 30, 2017 excludes the unfavorable impact of the initial inventory write-up of $11.9 million before income taxes in each of the periods and acquisition related costs of $9.8 million and $23.0 million before income taxes, respectively. Net income for the six months ended June 30, 2016 includes the unfavorable impact of the initial inventory write-up and acquisition related costs of $11.9 million and $24.4 million before income taxes, respectively. The pro forma results of operations do not give effect to potential synergies or additional costs resulting from the integration of SDS with our existing operations. The unaudited pro forma financial information for the three and six months ended June 30, 2017 and 2016 is not intended to represent or be indicative of our consolidated results of operations or financial condition that would have been reported had the SDS acquisition been completed as of the beginning of the periods presented, nor should it be taken as indicative of our future consolidated results of operations or financial condition. Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands, except per share data) Net sales $ 1,029,398 $ 1,026,040 $ 1,981,187 $ 1,963,011 Net income $ 42,089 $ 41,430 $ 80,846 $ 48,851 Earnings per share: Basic net income per share $ 0.38 $ 0.34 $ 0.73 $ 0.40 Diluted net income per share $ 0.38 $ 0.34 $ 0.73 $ 0.40 |
Rationalization Charges
Rationalization Charges | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Rationalization Charges | Rationalization Charges We continually evaluate cost reduction opportunities across each of our businesses, including rationalizations of our existing facilities through plant closings and downsizings. We use a disciplined approach to identify opportunities that generate attractive cash returns. Rationalization charges by business segment were as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands) Metal Containers $ 2,239 $ 4,054 $ 2,962 $ 4,054 Closures 349 293 401 417 Plastic Containers 450 691 560 1,637 $ 3,038 $ 5,038 $ 3,923 $ 6,108 Activity in reserves for our rationalization plans for the six months ended June 30 was as follows: Employee Severance and Benefits Plant Exit Costs Non-Cash Asset Write-Down Total (Dollars in thousands) Balance at December 31, 2016 $ 945 $ 2,426 $ — $ 3,371 Charged to expense 804 359 2,760 3,923 Utilized and currency translation (1,422 ) (646 ) (2,760 ) (4,828 ) Balance at June 30, 2017 $ 327 $ 2,139 $ — $ 2,466 Rationalization reserves as of June 30, 2017 were recorded in our Consolidated Balance Sheets as accrued liabilities and other liabilities of $1.1 million and $1.4 million , respectively. Remaining expenses for our rationalization plans of $1.8 million are expected primarily within the next twelve months. Remaining cash expenditures for our rationalization plans of $4.3 million are expected through 2023. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Accumulated other comprehensive loss is reported in our Condensed Consolidated Statements of Stockholders’ Equity. Amounts included in accumulated other comprehensive loss, net of tax, were as follows: Unrecognized Net Defined Benefit Plan Costs Change in Fair Value of Derivatives Foreign Currency Translation Total (Dollars in thousands) Balance at December 31, 2016 $ (83,105 ) $ 540 $ (141,291 ) $ (223,856 ) Other comprehensive income before reclassifications — (400 ) 37,934 37,534 Amounts reclassified from accumulated other comprehensive loss 1,258 (75 ) — 1,183 Other comprehensive income 1,258 (475 ) 37,934 38,717 Balance at June 30, 2017 $ (81,847 ) $ 65 $ (103,357 ) $ (185,139 ) The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three and six months ended June 30, 2017 were net (losses) of $(0.9) million and $(1.9) million , respectively, excluding income tax benefits of $0.3 million and $0.6 million , respectively. For the three and six months ended June 30, 2017, these net (losses) consisted of amortization of net actuarial (losses) of $(1.7) million and $(3.4) million and amortization of net prior service credit of $0.8 million and $1.5 million , respectively. Amortization of net actuarial losses and net prior service credit is a component of net periodic benefit (credit) cost. See Note 10 for further information. The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the three and six months ended June 30, 2017 were not significant. See Note 8 for further information. Other comprehensive income before reclassifications related to foreign currency translation for the three and six months ended June 30, 2017 consisted of (i) foreign currency gains related to translation of quarter-end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S. dollar of $46.1 million and $55.1 million , respectively, (ii) foreign currency (losses) gains related to intra-entity foreign currency transactions that are of a long-term investment nature of $(0.9) million and $0.7 million , respectively and (iii) foreign currency (losses) related to our net investment hedges of $(23.6) million and $(28.5) million , respectively, excluding income tax benefits of $8.8 million and $10.6 million , respectively. See Note 8 for further discussion. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: June 30, 2017 June 30, 2016 Dec. 31, 2016 (Dollars in thousands) Raw materials $ 209,183 $ 219,416 $ 179,451 Work-in-process 142,043 131,029 121,331 Finished goods 535,204 534,124 355,072 Other 12,876 13,296 15,528 899,306 897,865 671,382 Adjustment to value inventory at cost on the LIFO method (68,419 ) (91,326 ) (68,419 ) $ 830,887 $ 806,539 $ 602,963 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets, Net | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets, Net | Goodwill and Other Intangible Assets, Net Changes in the carrying amount of goodwill were as follows: Metal Containers Closures Plastic Containers Total (Dollars in thousands) Balance at December 31, 2016 $ 110,312 $ 267,954 $ 226,448 $ 604,714 Acquisition — 523,456 — 523,456 Currency translation 3,994 27,884 576 32,454 Balance at June 30, 2017 $ 114,306 $ 819,294 $ 227,024 $ 1,160,624 In connection with our acquisition of SDS as discussed in Note 2, we recognized goodwill of $523.5 million . The components of other intangible assets, net were as follows: June 30, 2017 December 31, 2016 Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization Definite-lived intangibles: (Dollars in thousands) Customer relationships $ 423,923 $ (62,522 ) $ 195,076 $ (53,298 ) Other 40,846 (9,950 ) 14,927 (8,063 ) 464,769 (72,472 ) 210,003 (61,361 ) Indefinite-lived intangibles: Trade names 32,140 — 32,140 — $ 496,909 $ (72,472 ) $ 242,143 $ (61,361 ) In connection with our acquisition of SDS as discussed in Note 2, we recognized intangible assets for customer relationships of $220.0 million and technology know-how of $25.0 million . Amortization expense was $6.6 million and $9.9 million for the three and six months ended June 30, 2017, respectively, and $3.3 million and $6.6 million for the three and six months ended June 30, 2016, respectively. Amortization expense is expected to be $23.6 million , $27.3 million , $27.2 million , $26.6 million and $25.2 million for the years ended December 31, 2017 through 2021, respectively. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: June 30, 2017 June 30, 2016 Dec. 31, 2016 (Dollars in thousands) Bank debt Bank revolving loans $ 609,593 $ 416,501 $ 99,500 U.S. term loans 800,000 346,750 310,250 Canadian term loans 35,021 45,833 44,274 Euro term loans — 232,262 196,668 Other foreign bank revolving and term loans 45,357 104,666 120,500 Total bank debt 1,489,971 1,146,012 771,192 5% Senior Notes 280,000 500,000 500,000 5½% Senior Notes 300,000 300,000 300,000 4¾% Senior Notes 300,000 — — 3¼% Senior Notes 742,105 — — Total debt - principal 3,112,076 1,946,012 1,571,192 Less unamortized debt issuance costs 18,314 10,915 9,609 Total debt 3,093,762 1,935,097 1,561,583 Less current portion 648,850 569,892 217,127 $ 2,444,912 $ 1,365,205 $ 1,344,456 At June 30, 2017, amounts expected to be repaid within one year consisted of $609.6 million of bank revolving loans under our amended and restated senior secured credit facility and $39.3 million of foreign bank revolving and term loans. Senior Notes Offerings On February 13, 2017, we issued $300 million aggregate principal amount of our 4¾% Senior Notes due 2025, or the 4¾% Notes, and €650 million aggregate principal amount of our 3¼% Senior Notes due 2025, or the 3¼% Notes, in a private placement in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended. The 4¾% Notes and the 3¼% Notes are general unsecured obligations of Silgan, ranking equal in right of payment with our existing and future unsecured unsubordinated indebtedness, including the 5% Senior Notes due 2020, or the 5% Notes, and our 5½% Senior Notes due 2022, or the 5½% Notes, and ahead of our existing and future subordinated debt, if any. The 4¾% Notes and the 3¼% Notes are structurally subordinated to Silgan’s secured debt to the extent of the assets securing such debt and effectively subordinated to all obligations of subsidiaries of Silgan. The 4¾% Notes and the 3¼% Notes will mature on March 15, 2025. Interest on the 4¾% Notes and the 3¼% Notes will be payable semi-annually in cash on March 15 and September 15 of each year, commencing on September 15, 2017. The 4¾% Notes and the 3¼% Notes were issued pursuant to an indenture by and among Silgan, U.S. Bank National Association, as trustee, Elavon Financial Services DAC, UK Branch, as paying agent in respect of the 3¼% Notes, and Elavon Financial Services DAC, as registrar and transfer agent in respect of the 3¼% Notes, which indenture contains covenants that are substantially similar to the covenants in the indentures for the 5% Notes and the 5½% Notes. The 4¾% Notes are redeemable, at our option, in whole or in part, at any time after March 15, 2020, initially at 102.375 percent of their principal amount plus accrued and unpaid interest thereon to the redemption date, declining ratably to 100 percent of their principal amount, plus accrued and unpaid interest thereon to the redemption date, on or after March 15, 2022. The 3¼% Notes are redeemable, at our option, in whole or in part, at any time after March 15, 2020, initially at 101.625 percent of their principal amount plus accrued and unpaid interest thereon to the redemption date, declining ratably to 100 percent of their principal amount, plus accrued and unpaid interest thereon to the redemption date, on or after March 15, 2022. In addition, prior to March 15, 2020, we may redeem up to 35 percent of the aggregate principal amount of each of the 4¾% Notes and the 3¼% Notes from the proceeds of certain equity offerings at a redemption price of 104.750 percent of their principal amount in the case of the 4¾% Notes and 103.250 percent of their principal amount in the case of the 3¼% Notes, plus, in each case, accrued and unpaid interest thereon to the date of redemption. We may also redeem each of the 4¾% Notes and the 3¼% Notes, in whole or in part, prior to March 15, 2020 at a redemption price equal to 100 percent of their principal amount plus a make-whole premium as provided in the indenture for the 4¾% Notes and the 3¼% Notes, together with, in each case, accrued and unpaid interest thereon to the date of redemption. We will be required to make an offer to repurchase each of the 4¾% Notes and the 3¼% Notes at a repurchase price equal to 101 percent of their principal amount, plus, in each case, accrued and unpaid interest thereon to the date of repurchase, upon the occurrence of a change of control repurchase event as provided in the indenture for the 4¾% Notes and the 3¼% Notes. The net proceeds from the sale of the 4¾% Notes were approximately $296.5 million and the net proceeds from the sale of the 3¼% Notes were approximately €643.4 million , in each case after deducting the initial purchasers' discount and offering expenses. We used the net proceeds from the sale of the 4¾% Notes to prepay $212.3 million of our outstanding U.S. term loans and repay a portion of our outstanding revolving loans under our previous senior secured credit facility. We used a portion of the net proceeds from the sale of the 3¼% Notes to prepay the remaining balance of €187.0 million of Euro term loans under our previous senior secured credit facility, repay approximately €4.5 million of outstanding Euro revolving loans under our previous senior secured credit facility and repay approximately €34.0 million of certain other foreign bank revolving and term loans of certain of our non U.S. subsidiaries. In addition, we prepaid $98.0 million of our outstanding U.S. term loans and Cdn. $14.0 million of our outstanding Canadian term loans under our previous senior secured credit facility during the first quarter of 2017. As a result of the aggregate prepayments of our outstanding term loans under our previous senior secured credit facility, we recorded a pre-tax charge for the loss on early extinguishment of debt of $2.1 million during the first quarter of 2017. On April 3, 2017, we used the remaining net proceeds from the sale of the 3¼% Notes to redeem $220.0 million aggregate principal amount of the 5% Notes. Credit Agreement On March 24, 2017, we completed an amendment and restatement of our previous senior secured credit facility, or our Credit Agreement, which extends the maturity dates of our senior secured credit facility, provides additional borrowing capacity for us and provides us with greater flexibility with regard to our strategic initiatives. Our Credit Agreement provides us with revolving loans, or the Revolving Loans, consisting of a multicurrency revolving loan facility of approximately $1.19 billion and a Canadian revolving loan facility of Cdn $15.0 million and provided us with Cdn $45.5 million of term loans designated Canadian A term loans. In addition, our credit agreement provided us with $800.0 million of term loans designated U.S. A term loans which were borrowed to fund a portion of the purchase price paid in connection with our acquisition of SDS. See Note 2 for further information. The Revolving Loans generally may be borrowed, repaid and reborrowed from time to time until March 24, 2022. Proceeds from the Revolving Loans may be used for working capital and general corporate purposes (including acquisitions, capital expenditures, dividends, stock repurchases and repayments of other debt). The $800.0 million U.S. A term loans and the Cdn $45.5 million of Canadian A term loans, collectively the Term Loans, mature on March 24, 2023. The Term Loans are payable in installments as follows (expressed as a percentage of the original principal amount of the applicable Term Loan outstanding on the date that it is borrowed), with the remaining outstanding principal amounts to be repaid on the maturity date of the Term Loans: Date Percentage December 31, 2018 5% December 31, 2019 10% December 31, 2020 10% December 31, 2021 10% December 31, 2022 10% If, on the date that is 91 days prior to the maturity date of any of the 5% Notes and the 5½% Notes, or collectively the Prior Notes, all of the Prior Notes that mature on such maturity date have not been (a) repaid in full, (b) amended to extend the final maturity date thereof to a date that is more than 90 days after the maturity date of the Revolving Loans or the Terms Loans, as applicable, or (c) refinanced with other senior notes with a final maturity date that is more than 90 days after the maturity date of the Revolving Loans or the Terms Loans, as applicable, then the Revolving Loans and the Term Loans will mature on the date that is 91 days prior to the earliest maturity date of the Prior Notes that remain outstanding. Our Credit Agreement also contains certain mandatory repayment provisions, including requirements to prepay loans with proceeds in excess of certain amounts received from certain assets sales. Generally, mandatory repayments are applied pro rata to each of the Term Loans and applied first to the next two scheduled amortization payments which are due on December 31 of the year of such mandatory repayment and the next succeeding year (or, if no such payment is due on December 31 of such year, to the payment due on December 31 of the immediately succeeding year or of the next succeeding year in which a payment is to be made) and, to the extent in excess thereof, pro rata to the remaining installments of each of the Term Loans. Voluntary prepayments of Term Loans may be applied to any tranche of Term Loans at our discretion and are applied to the scheduled amortization payments in direct order of maturity. Our Credit Agreement also provides us with an uncommitted multicurrency incremental loan facility for up to U.S. $1.25 billion (which amount may be increased as provided in our Credit Agreement), which may take the form of one or more incremental term loan facilities and/or increased commitments under the revolving loan facilities, subject to certain limitations. The uncommitted incremental loan facility provides, among other things, that any incremental loan borrowing shall: • be denominated in a single currency, either in U.S. Dollars, Euros, Pounds Sterling or Canadian Dollars; • be in a minimum aggregate amount of at least U.S. $50 million ; • have a maturity date no earlier than the maturity date for the Term Loans and a weighted average life to maturity of no less than the weighted average life to maturity of the Term Loans; and • be used by us and certain of our foreign subsidiaries for working capital and other general corporate purposes, including to finance acquisitions and refinance any indebtedness assumed as a part of such acquisitions, to refinance or repurchase debt as permitted and to pay outstanding Revolving Loans. As of June 30, 2017, we had borrowings outstanding under the Credit Agreement of $800.0 million of U.S. A term loans, Cdn $45.5 million of Canadian A term loans and $607.0 million and £2.0 million , totaling U.S. denominated $609.6 million (with non-U.S. denominated revolving loans translated at exchange rates in effect at such date) of Revolving Loans. Under our Credit Agreement, the interest rate for U.S. term loans will be either the Eurodollar Rate or the base rate under our Credit Agreement plus a margin, the interest rate for Canadian term loans will be either the CDOR Rate or the Canadian prime rate under our Credit Agreement plus a margin and the interest rate for Euro or Pounds Sterling term loans will be the Euro Rate under our Credit Agreement plus a margin. Outstanding Revolving Loans incur interest at the same rates as the U.S. term loans in the case of U.S. dollar denominated Revolving Loans and as the Canadian term loans in the case of Canadian dollar denominated Revolving Loans. Euro and Pounds Sterling denominated Revolving Loans incur interest at the applicable Euro Rate plus the applicable margin. At June 30, 2017, the margin for Term Loans and Revolving Loans maintained as Eurodollar Rate, CDOR Rate or Euro Rate loans was 1.75 percent and the margin for Term Loans and Revolving Loans maintained as base rate or Canadian prime rate loans was 0.75 percent. The interest rate margin on all loans will be reset quarterly based upon our Total Net Leverage Ratio as provided in our Credit Agreement. Our Credit Agreement provides for the payment of a commitment fee ranging from 0.20 percent to 0.35 percent per annum on the daily average unused portion of commitments available under the revolving loan facilities ( 0.30 percent at June 30, 2017). The commitment fee will be reset quarterly based upon our Total Net Leverage Ratio as provided in our Credit Agreement. We may utilize up to a maximum of $125 million of our multicurrency revolving loan facility under the Credit Agreement for letters of credit as long as the aggregate amount of borrowings of Revolving Loans under the multicurrency revolving loan facility and letters of credit do not exceed the amount of the commitment under such multicurrency revolving loan facility. Our Credit Agreement provides for payment to the applicable lenders of a letter of credit fee equal to the applicable margin in effect for Revolving Loans under the multicurrency revolving loan facility, calculated on the stated amount of such letter of credit, and to the issuers of letters of credit of a fronting fee of the greater of (x) $500 per annum and (y) 0.25 percent per annum calculated on the aggregate stated amount of such letters of credit, in each case for their stated duration. The indebtedness under our Credit Agreement is guaranteed by us and our U.S., Canadian and Dutch subsidiaries. The stock of our U.S., Canadian and Dutch subsidiaries has been pledged as security to the lenders under our Credit Agreement. Our Credit Agreement contains certain financial and operating covenants which limit, subject to certain exceptions, among other things, our ability to incur additional indebtedness; create liens; consolidate, merge or sell assets; make certain advances, investments or loans; enter into certain transactions with affiliates; and engage in any business other than the packaging business and certain related businesses. In addition, we are required to meet specified financial covenants consisting of Interest Coverage and Total Net Leverage Ratios, each as defined in the Credit Agreement. We are currently in compliance with all covenants under the Credit Agreement. As a result of entering into our Credit Agreement, we recorded a pre-tax charge for the loss on early extinguishment of debt of $0.6 million during the first quarter of 2017. Partial Redemption of 5% Notes On April 3, 2017, we utilized a portion of the net proceeds from the sale of the 3¼% Notes to redeem $220.0 million aggregate principal amount of the 5% Notes at a redemption price of 101.25 percent of their principal amount plus accrued and unpaid interest up to the redemption date. As a result of this partial redemption, we recorded a pre-tax charge for the loss on early extinguishment of debt of $4.4 million in the second quarter of 2017 for the premium paid in connection with this partial redemption and for the write-off of unamortized debt issuance costs. |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2017 | |
Investments, All Other Investments [Abstract] | |
Financial Instruments | Financial Instruments The financial instruments recorded in our Condensed Consolidated Balance Sheets include cash and cash equivalents, trade accounts receivable, trade accounts payable, debt obligations and swap agreements. Due to their short-term maturity, the carrying amounts of trade accounts receivable and trade accounts payable approximate their fair market values. The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at June 30, 2017: Carrying Amount Fair Value (Dollars in thousands) Assets: Cash and cash equivalents $ 142,083 $ 142,083 Natural gas swap agreements 103 103 Liabilities: Bank debt $ 1,489,971 $ 1,489,971 5% Senior Notes 280,000 283,903 5½% Senior Notes 300,000 309,558 4¾% Senior Notes 300,000 307,533 3¼% Senior Notes 742,105 762,238 Fair Value Measurements GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). GAAP classifies the inputs used to measure fair value into a hierarchy consisting of three levels. Level 1 inputs represent unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs represent unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 inputs represent unobservable inputs for the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Financial Instruments Measured at Fair Value The financial assets and liabilities that were measured on a recurring basis at June 30, 2017 consisted of our cash and cash equivalents and natural gas swap agreements. We measured the fair value of cash and cash equivalents using Level 1 inputs. We measured the fair value of the swap agreements using the income approach. The fair value of the swap agreements reflects the estimated amounts that we would pay or receive based on the present value of the expected cash flows derived from market interest rates and prices. As such, these derivative instruments were classified within Level 2. Financial Instruments Not Measured at Fair Value Our bank debt, 5% Notes, 5½% Notes, 4¾% Notes, and 3¼% Notes were recorded at historical amounts in our Condensed Consolidated Balance Sheets, as we have not elected to measure them at fair value. We measured the fair value of our variable rate bank debt using the market approach based on Level 2 inputs. Fair values of the 5% Notes, 5½% Notes, 4¾% Notes and the 3¼% Notes were estimated based on quoted market prices, a Level 1 input. Derivative Instruments and Hedging Activities Our derivative financial instruments were recorded in the Condensed Consolidated Balance Sheets at their fair values. Changes in fair values of derivatives are recorded in each period in earnings or comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction. We have utilized certain derivative financial instruments to manage a portion of our interest rate and natural gas cost exposures. We limit our use of derivative financial instruments to interest rate and natural gas swap agreements. We do not engage in trading or other speculative uses of these financial instruments. For a financial instrument to qualify as a hedge, we must be exposed to interest rate or price risk, and the financial instrument must reduce the exposure and be designated as a hedge. Financial instruments qualifying for hedge accounting must maintain a high correlation between the hedging instrument and the item being hedged, both at inception and throughout the hedged period. As of June 30, 2017, we did not have any outstanding interest rate swap agreements and the fair value of our outstanding natural gas swap agreements was not significant. We utilize certain internal hedging strategies to minimize our foreign currency exchange rate risk. Net investment hedges that qualify for hedge accounting result in the recognition of foreign currency gains or losses, net of tax, in accumulated other comprehensive loss. We generally do not utilize external derivative financial instruments to manage our foreign currency exchange rate risk. In an effort to minimize foreign currency exchange rate risk, we have financed acquisitions of foreign operations primarily with loans borrowed under our senior secured credit facilities denominated in Euros and Canadian dollars. In addition, where available, we have borrowed funds in local currency or implemented certain internal hedging strategies to minimize our foreign currency exchange rate risk related to foreign operations, including net investment hedges related to our 3¼% Notes, which are Euro denominated. Foreign currency (losses) related to our net investment hedges included in accumulated other comprehensive loss for the three and six months ended June 30, 2017 were $(23.6) million and $(28.5) million , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies A competition authority in Germany commenced an antitrust investigation in 2015 involving the industry association for metal packaging in Germany and its members, including our metal container and closures subsidiaries in Germany. Given the early stage of the investigation, we cannot reasonably assess what actions may result from the investigation or estimate what costs we may incur as a result of the investigation. We are a party to other legal proceedings, contract disputes and claims arising in the ordinary course of our business. We are not a party to, and none of our properties are subject to, any pending legal proceedings which could have a material adverse effect on our business or financial condition. |
Retirement Benefits
Retirement Benefits | 6 Months Ended |
Jun. 30, 2017 | |
Retirement Benefits [Abstract] | |
Retirement Benefits | Retirement Benefits The components of the net periodic pension benefit (credit) cost were as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands) Service cost $ 3,267 $ 3,321 $ 6,435 $ 6,634 Interest cost 6,362 6,444 12,632 12,878 Expected return on plan assets (15,713 ) (14,583 ) (31,426 ) (29,166 ) Amortization of prior service cost 80 151 160 302 Amortization of actuarial losses 1,854 2,084 3,707 4,167 Special termination benefits — 2,900 — 2,900 Curtailment loss — 180 — 180 Net periodic benefit (credit) cost $ (4,150 ) $ 497 $ (8,492 ) $ (2,105 ) The components of the net periodic other postretirement benefit credit were as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands) Service cost $ 34 $ 69 $ 70 $ 136 Interest cost 176 253 352 507 Amortization of prior service credit (854 ) (850 ) (1,707 ) (1,700 ) Amortization of actuarial gains (136 ) (170 ) (275 ) (288 ) Net periodic benefit credit $ (780 ) $ (698 ) $ (1,560 ) $ (1,345 ) |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Silgan and its subsidiaries file U.S. Federal income tax returns, as well as income tax returns in various states and foreign jurisdictions. We have been accepted into the Compliance Assurance Program for the 2016 and 2017 tax years which provides for the review by the Internal Revenue Service, or IRS, of tax matters relating to our tax return prior to filing. We do not expect a material change to our unrecognized tax benefits within the next twelve months. |
Treasury Stock
Treasury Stock | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Treasury Stock | Treasury Stock On October 17, 2016, our Board of Directors authorized the repurchase by us of up to an aggregate of $300.0 million of our common stock by various means from time to time through and including December 31, 2021. We did not repurchase any shares of our common stock under this authorization during the six months ended June 30, 2017. At June 30, 2017, we had approximately $129.4 million remaining under this authorization for the repurchase of our common stock. During the first six months of 2017, we issued 321,652 treasury shares which had an average cost of $3.15 per share for restricted stock units that vested during the period. In accordance with the Silgan Holdings Inc. Amended and Restated 2004 Stock Incentive Plan, we repurchased 108,344 shares of our common stock at an average cost of $30.30 to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units. We account for treasury shares using the first-in, first-out (FIFO) cost method. As of June 30, 2017, 64.8 million shares of our common stock were held in treasury. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation We currently have one stock-based compensation plan in effect under which we have issued options and restricted stock units to our officers, other key employees and outside directors. During the first six months of 2017, 592,922 restricted stock units were granted to certain of our officers, other key employees and outside directors. The fair value of these restricted stock units at the grant date was $17.8 million , which is being amortized ratably over the respective vesting period from the grant date. |
Business Segment Information
Business Segment Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information Reportable business segment information for the three and six months ended June 30 was as follows: Metal Containers Closures (1) Plastic Containers Corporate Total (Dollars in thousands) Three Months Ended June 30, 2017 Net sales $ 529,715 $ 349,087 $ 143,012 $ — $ 1,021,814 Depreciation and amortization (2) 19,124 17,000 8,572 23 44,719 Rationalization charges 2,239 349 450 — 3,038 Segment income from operations (3) 49,432 33,827 6,666 (14,692 ) 75,233 Three Months Ended June 30, 2016 Net sales $ 529,604 $ 206,492 $ 138,546 $ — $ 874,642 Depreciation and amortization (2) 17,997 9,702 8,058 27 35,784 Rationalization charges 4,054 293 691 — 5,038 Segment income from operations 45,873 25,301 1,017 (4,540 ) 67,651 Six Months Ended June 30, 2017 Net sales $ 995,951 $ 546,769 $ 284,500 $ — $ 1,827,220 Depreciation and amortization (2) 37,923 26,181 17,008 46 81,158 Rationalization charges 2,962 401 560 — 3,923 Segment income from operations (3) 93,303 57,625 13,500 (32,434 ) 131,994 Six Months Ended June 30, 2016 Net sales $ 983,059 $ 402,601 $ 281,719 $ — $ 1,667,379 Depreciation and amortization (2) 35,947 19,116 15,840 55 70,958 Rationalization charges 4,054 417 1,637 — 6,108 Segment income from operations 83,489 49,820 1,068 (9,281 ) 125,096 _____________ (1) Our Closures segment includes SDS as of the acquisition date of April 6, 2017. (2) Depreciation and amortization excludes amortization of debt issuance costs of $1.0 million for each of the three months ended June 30, 2017 and 2016 and $2.2 million and $2.1 million for the six months ended June 30, 2017 and 2016, respectively. (3) Income from operations for Metal Containers includes a $3.0 million charge for each of the three and six months ended June 30, 2017 related to the resolution of a past non-commercial legal dispute. Income from operations for Corporate includes costs attributed to announced acquisitions of $9.8 million and $23.0 million for the three and six months ended June 30, 2017, respectively. Total segment income from operations is reconciled to income before income taxes as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2017 2016 2017 2016 (Dollars in thousands) Total segment income from operations $ 75,233 $ 67,651 $ 131,994 $ 125,096 Interest and other debt expense 33,582 16,883 56,677 33,339 Income before income taxes $ 41,651 $ 50,768 $ 75,317 $ 91,757 Sales and income from operations of our metal container business and part of our closures business are dependent, in part, upon fruit and vegetable harvests. The size and quality of these harvests varies from year to year, depending in large part upon the weather conditions in applicable regions. Because of the seasonality of the harvests, we have historically experienced higher unit sales volume in the third quarter of our fiscal year and generated a disproportionate amount of our annual income from operations during that quarter. |
Significant Accounting Polici21
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation . The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year. The Condensed Consolidated Balance Sheet at December 31, 2016 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. Deferred income taxes as of December 31, 2016 and June 30, 2016 previously included in other liabilities have been presented as a separate line item on the Condensed Consolidated Balance Sheet to conform to current period presentation. You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016. |
Recently Issued Accounting Pronouncements | Stock Split . On May 3, 2017, our Board of Directors declared a two-for-one stock split of our issued common stock. The stock split was effected on May 26, 2017 in the form of a stock dividend. Stockholders of record at the close of business on May 15, 2017 were issued one additional share of common stock for each share of common stock owned on that date. Information pertaining to the number of shares outstanding, per share amounts and stock compensation has been retroactively adjusted in the accompanying financial statements and related footnotes to reflect this stock split for all periods presented, except for the Condensed Consolidated Balance Sheets and Statements of Stockholders’ Equity. Stockholders’ equity reflects the stock split by reclassifying from paid-in capital to common stock an amount equal to the par value of the additional shares issued as a result of the stock split. Recently Issued Accounting Pronouncements. In May 2014, the Financial Accounting Standards Board, or FASB, issued an accounting standards update, or ASU, that amends the guidance for revenue recognition. This amendment contains principles that will require an entity to recognize revenue to depict the transfer of goods and services to customers at an amount that an entity expects to be entitled to in exchange for those goods or services. This amendment permits the use of one of two retrospective transition methods. We will adopt this amendment on January 1, 2018, and we have not yet selected a transition method. The adoption of this amendment may require us to accelerate the recognition of revenue as compared to the current standards for certain customers in cases where we produce products unique to those customers and for which we have an enforceable right of payment for production completed to date. We will continue to assess the impact of this amendment on our financial position, results of operations and cash flows. In February 2016, the FASB issued an ASU that amends existing guidance for certain leases by lessees. This amendment will require an entity to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. In addition, this amendment clarifies the presentation requirements of the effects of leases in the statement of income and statement of cash flows. This amendment will be effective for us on January 1, 2019. Early adoption is permitted. This amendment is required to be adopted using a modified retrospective approach. We are currently evaluating the impact of this amendment on our financial position, results of operations and cash flows. In August 2016, the FASB issued an ASU that provides guidance for cash flow classification for certain cash receipts and cash payments to address diversity in practice with respect to whether items are classified on the statement of cash flows as either operating, investing or financing activities. This amendment will be effective for us on January 1, 2018. Early adoption is permitted. This amendment is required to be adopted using a retrospective approach. We are currently evaluating the impact of this amendment on our statement of cash flows. In January 2017, the FASB issued an ASU that provides guidance to simplify the test for goodwill impairment. This guidance eliminates the requirement to assign the fair value of a reporting unit to each of its assets and liabilities to quantify a goodwill impairment charge. Under this amended guidance, the goodwill impairment charge to be recognized will be determined based on comparing the carrying value of the reporting unit to its fair value. This amendment will be effective for us on January 1, 2020. Early adoption is permitted, and we plan to adopt this amendment when we perform our first goodwill impairment test after January 1, 2017. This amendment is required to be adopted prospectively and is not expected to have a material impact on our financial position, results of operations or cash flows. In March 2017, the FASB issued an ASU that amends the presentation of net periodic pension cost and net periodic postretirement benefit cost. This amendment will require an entity to disaggregate the service cost component from the other components of net periodic benefit cost, to report the service cost component in the same line item as other compensation costs and to report the other components of net periodic benefit cost (which include interest cost, expected return on plan assets, amortization of prior service cost or credit and actuarial gains and losses) separately and as a line item below operating income on our statement of income. In addition, capitalization of net periodic benefit cost in assets will be limited to the service cost component. This amendment will be effective for us on January 1, 2018. Early adoption is permitted. This amendment is required to be adopted (i) retrospectively with respect to the disaggregation of the service cost component from the other components of net periodic benefit cost and the separate reporting of the other components of net periodic benefit cost outside of operating income and (ii) prospectively with respect to the capitalization in assets of the service cost component. We are currently evaluating the impact of this amendment on our financial position, results of operations and cash flows. |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Allocated fair value of assets acquired and liabilities assumed | The allocated fair value of assets acquired and liabilities assumed are summarized as follows (in thousands): Trade accounts receivable $ 109,494 Inventories 79,705 Property, plant and equipment 253,708 Other intangible assets 245,000 Other assets 40,396 Trade accounts payable and accrued liabilities (81,783 ) Deferred income taxes (122,544 ) Other liabilities (25,340 ) Total identifiable net assets 498,636 Goodwill 523,456 Cash paid at closing, net of cash acquired $ 1,022,092 |
Business acquisition, pro forma information | The unaudited pro forma financial information for the three and six months ended June 30, 2017 and 2016 is not intended to represent or be indicative of our consolidated results of operations or financial condition that would have been reported had the SDS acquisition been completed as of the beginning of the periods presented, nor should it be taken as indicative of our future consolidated results of operations or financial condition. Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands, except per share data) Net sales $ 1,029,398 $ 1,026,040 $ 1,981,187 $ 1,963,011 Net income $ 42,089 $ 41,430 $ 80,846 $ 48,851 Earnings per share: Basic net income per share $ 0.38 $ 0.34 $ 0.73 $ 0.40 Diluted net income per share $ 0.38 $ 0.34 $ 0.73 $ 0.40 |
Rationalization Charges (Tables
Rationalization Charges (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Activity in Rationalization Plan Reserves | Rationalization charges by business segment were as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands) Metal Containers $ 2,239 $ 4,054 $ 2,962 $ 4,054 Closures 349 293 401 417 Plastic Containers 450 691 560 1,637 $ 3,038 $ 5,038 $ 3,923 $ 6,108 Activity in reserves for our rationalization plans for the six months ended June 30 was as follows: Employee Severance and Benefits Plant Exit Costs Non-Cash Asset Write-Down Total (Dollars in thousands) Balance at December 31, 2016 $ 945 $ 2,426 $ — $ 3,371 Charged to expense 804 359 2,760 3,923 Utilized and currency translation (1,422 ) (646 ) (2,760 ) (4,828 ) Balance at June 30, 2017 $ 327 $ 2,139 $ — $ 2,466 |
Accumulated Other Comprehensi24
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Amounts Included in Accumulated Other Comprehensive Loss, Net of Tax | Amounts included in accumulated other comprehensive loss, net of tax, were as follows: Unrecognized Net Defined Benefit Plan Costs Change in Fair Value of Derivatives Foreign Currency Translation Total (Dollars in thousands) Balance at December 31, 2016 $ (83,105 ) $ 540 $ (141,291 ) $ (223,856 ) Other comprehensive income before reclassifications — (400 ) 37,934 37,534 Amounts reclassified from accumulated other comprehensive loss 1,258 (75 ) — 1,183 Other comprehensive income 1,258 (475 ) 37,934 38,717 Balance at June 30, 2017 $ (81,847 ) $ 65 $ (103,357 ) $ (185,139 ) |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following: June 30, 2017 June 30, 2016 Dec. 31, 2016 (Dollars in thousands) Raw materials $ 209,183 $ 219,416 $ 179,451 Work-in-process 142,043 131,029 121,331 Finished goods 535,204 534,124 355,072 Other 12,876 13,296 15,528 899,306 897,865 671,382 Adjustment to value inventory at cost on the LIFO method (68,419 ) (91,326 ) (68,419 ) $ 830,887 $ 806,539 $ 602,963 |
Goodwill and Other Intangible26
Goodwill and Other Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the carrying amount of goodwill | Changes in the carrying amount of goodwill were as follows: Metal Containers Closures Plastic Containers Total (Dollars in thousands) Balance at December 31, 2016 $ 110,312 $ 267,954 $ 226,448 $ 604,714 Acquisition — 523,456 — 523,456 Currency translation 3,994 27,884 576 32,454 Balance at June 30, 2017 $ 114,306 $ 819,294 $ 227,024 $ 1,160,624 In connection with our acquisition of SDS as discussed in Note 2, we recognized goodwill of $523.5 million . |
Components of other intangible assets, net | The components of other intangible assets, net were as follows: June 30, 2017 December 31, 2016 Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization Definite-lived intangibles: (Dollars in thousands) Customer relationships $ 423,923 $ (62,522 ) $ 195,076 $ (53,298 ) Other 40,846 (9,950 ) 14,927 (8,063 ) 464,769 (72,472 ) 210,003 (61,361 ) Indefinite-lived intangibles: Trade names 32,140 — 32,140 — $ 496,909 $ (72,472 ) $ 242,143 $ (61,361 ) |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt consisted of the following: June 30, 2017 June 30, 2016 Dec. 31, 2016 (Dollars in thousands) Bank debt Bank revolving loans $ 609,593 $ 416,501 $ 99,500 U.S. term loans 800,000 346,750 310,250 Canadian term loans 35,021 45,833 44,274 Euro term loans — 232,262 196,668 Other foreign bank revolving and term loans 45,357 104,666 120,500 Total bank debt 1,489,971 1,146,012 771,192 5% Senior Notes 280,000 500,000 500,000 5½% Senior Notes 300,000 300,000 300,000 4¾% Senior Notes 300,000 — — 3¼% Senior Notes 742,105 — — Total debt - principal 3,112,076 1,946,012 1,571,192 Less unamortized debt issuance costs 18,314 10,915 9,609 Total debt 3,093,762 1,935,097 1,561,583 Less current portion 648,850 569,892 217,127 $ 2,444,912 $ 1,365,205 $ 1,344,456 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Investments, All Other Investments [Abstract] | |
Summary of Carrying Amounts and Estimated Fair Values of Other Financial Instruments | The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at June 30, 2017: Carrying Amount Fair Value (Dollars in thousands) Assets: Cash and cash equivalents $ 142,083 $ 142,083 Natural gas swap agreements 103 103 Liabilities: Bank debt $ 1,489,971 $ 1,489,971 5% Senior Notes 280,000 283,903 5½% Senior Notes 300,000 309,558 4¾% Senior Notes 300,000 307,533 3¼% Senior Notes 742,105 762,238 |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | The components of the net periodic pension benefit (credit) cost were as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands) Service cost $ 3,267 $ 3,321 $ 6,435 $ 6,634 Interest cost 6,362 6,444 12,632 12,878 Expected return on plan assets (15,713 ) (14,583 ) (31,426 ) (29,166 ) Amortization of prior service cost 80 151 160 302 Amortization of actuarial losses 1,854 2,084 3,707 4,167 Special termination benefits — 2,900 — 2,900 Curtailment loss — 180 — 180 Net periodic benefit (credit) cost $ (4,150 ) $ 497 $ (8,492 ) $ (2,105 ) The components of the net periodic other postretirement benefit credit were as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (Dollars in thousands) Service cost $ 34 $ 69 $ 70 $ 136 Interest cost 176 253 352 507 Amortization of prior service credit (854 ) (850 ) (1,707 ) (1,700 ) Amortization of actuarial gains (136 ) (170 ) (275 ) (288 ) Net periodic benefit credit $ (780 ) $ (698 ) $ (1,560 ) $ (1,345 ) |
Business Segment Information (T
Business Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Reportable Business Segment Information | Reportable business segment information for the three and six months ended June 30 was as follows: Metal Containers Closures (1) Plastic Containers Corporate Total (Dollars in thousands) Three Months Ended June 30, 2017 Net sales $ 529,715 $ 349,087 $ 143,012 $ — $ 1,021,814 Depreciation and amortization (2) 19,124 17,000 8,572 23 44,719 Rationalization charges 2,239 349 450 — 3,038 Segment income from operations (3) 49,432 33,827 6,666 (14,692 ) 75,233 Three Months Ended June 30, 2016 Net sales $ 529,604 $ 206,492 $ 138,546 $ — $ 874,642 Depreciation and amortization (2) 17,997 9,702 8,058 27 35,784 Rationalization charges 4,054 293 691 — 5,038 Segment income from operations 45,873 25,301 1,017 (4,540 ) 67,651 Six Months Ended June 30, 2017 Net sales $ 995,951 $ 546,769 $ 284,500 $ — $ 1,827,220 Depreciation and amortization (2) 37,923 26,181 17,008 46 81,158 Rationalization charges 2,962 401 560 — 3,923 Segment income from operations (3) 93,303 57,625 13,500 (32,434 ) 131,994 Six Months Ended June 30, 2016 Net sales $ 983,059 $ 402,601 $ 281,719 $ — $ 1,667,379 Depreciation and amortization (2) 35,947 19,116 15,840 55 70,958 Rationalization charges 4,054 417 1,637 — 6,108 Segment income from operations 83,489 49,820 1,068 (9,281 ) 125,096 _____________ (1) Our Closures segment includes SDS as of the acquisition date of April 6, 2017. (2) Depreciation and amortization excludes amortization of debt issuance costs of $1.0 million for each of the three months ended June 30, 2017 and 2016 and $2.2 million and $2.1 million for the six months ended June 30, 2017 and 2016, respectively. (3) Income from operations for Metal Containers includes a $3.0 million charge for each of the three and six months ended June 30, 2017 related to the resolution of a past non-commercial legal dispute. Income from operations for Corporate includes costs attributed to announced acquisitions of $9.8 million and $23.0 million for the three and six months ended June 30, 2017, respectively. |
Reconciliation of Segment Income from Operations to Income before Income Taxes | l segment income from operations is reconciled to income before income taxes as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2017 2016 2017 2016 (Dollars in thousands) Total segment income from operations $ 75,233 $ 67,651 $ 131,994 $ 125,096 Interest and other debt expense 33,582 16,883 56,677 33,339 Income before income taxes $ 41,651 $ 50,768 $ 75,317 $ 91,757 Sal |
Acquisition - Dispensing system
Acquisition - Dispensing systems acquisition (Details) - USD ($) $ in Thousands | Apr. 06, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Deferred income taxes | $ (416,118) | $ (253,427) | $ (416,118) | $ (253,427) | $ (298,420) | |
Cash paid at closing, net of cash acquired | 1,022,092 | 0 | ||||
Total debt - principal | 3,112,076 | 1,946,012 | 3,112,076 | 1,946,012 | 1,571,192 | |
Goodwill | 1,160,624 | 614,021 | 1,160,624 | 614,021 | $ 604,714 | |
Net sales | 1,021,814 | 874,642 | 1,827,220 | 1,667,379 | ||
Net income | 27,926 | 33,315 | 51,157 | 59,886 | ||
Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Accounts Payable and Accrued Liabilities | $ 81,783 | |||||
Business acquisition, revenue reported by acquired entity for last annual period | 570,000 | |||||
Cash paid at closing, net of cash acquired | 1,022,092 | |||||
Goodwill | 523,456 | |||||
Other intangible assets | 245,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 253,708 | |||||
Corporate Segment [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Total Acquisition Related Costs | 24,400 | 24,400 | ||||
Costs attributed to announced acquisitions included in net income | 9,800 | 23,000 | ||||
Net sales | 0 | $ 0 | 0 | 0 | ||
Dispensing Systems [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Net sales | 142,700 | 142,700 | ||||
Net income | 7,700 | 7,700 | ||||
Business Combination, Provisional Information, Inventory Write-up Adjustment, Before Income Taxes, Included in Net Income | $ 11,900 | |||||
Business Combination, Provisional Information, Inventory Write-up Adjustment, Before Income Taxes Excluded From Net Income | 11,900 | 11,900 | ||||
Customer Relationships [Member] | Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Other intangible assets | $ 220,000 | |||||
Acquired finite-lived intangible assets, weighted average useful life | 22 years | |||||
Technology And Know How [Member] | Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Other intangible assets | $ 25,000 | |||||
Acquired finite-lived intangible assets, weighted average useful life | 7 years | |||||
US Term Loan [Member] | Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Total debt - principal | $ 800,000 | $ 800,000 |
Acquisition - Assets acquired a
Acquisition - Assets acquired and liabilities assumed (Details) - USD ($) $ in Thousands | Apr. 06, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Revenue, Net | $ 1,021,814 | $ 874,642 | $ 1,827,220 | $ 1,667,379 | ||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 27,926 | 33,315 | 51,157 | 59,886 | ||
Goodwill | 1,160,624 | $ 614,021 | 1,160,624 | 614,021 | $ 604,714 | |
Cash paid at closing, net of cash acquired | 1,022,092 | $ 0 | ||||
Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Trade accounts receivable | $ 109,494 | |||||
Inventories | 79,705 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 253,708 | |||||
Other intangible assets | 245,000 | |||||
Other assets | 40,396 | |||||
Trade accounts payable and accrued liabilities | (81,783) | |||||
Deferred income taxes | (122,544) | |||||
Other liabilities | (25,340) | |||||
Total identifiable net assets | 498,636 | |||||
Goodwill | 523,456 | |||||
Cash paid at closing, net of cash acquired | $ 1,022,092 | |||||
Property, Plant and Equipment [Member] | Maximum [Member] | Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-Lived Property, Plant and Equipment, Weighted Average Useful Life | 35 years | |||||
Technology And Know How [Member] | Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Other intangible assets | $ 25,000 | |||||
Acquired finite-lived intangible assets, weighted average useful life | 7 years | |||||
Customer Relationships [Member] | Dispensing Systems Business Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Other intangible assets | $ 220,000 | |||||
Acquired finite-lived intangible assets, weighted average useful life | 22 years | |||||
Dispensing Systems [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Revenue, Net | 142,700 | 142,700 | ||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 7,700 | 7,700 | ||||
Business Combination, Provisional Information, Inventory Write-up Adjustment, Before Income Taxes, Included in Net Income | $ 11,900 | $ 11,900 |
Acquisition - Pro forma informa
Acquisition - Pro forma information textual (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | |
Corporate Segment [Member] | |||
Business Acquisition [Line Items] | |||
Costs attributed to announced acquisitions, before income taxes, excluded from net income | $ 9.8 | $ 23 | |
Costs attributed to announced acquisitions,before income taxes, included in net income | $ 24.4 | ||
Dispensing Systems [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Provisional Information, Inventory Write-up Adjustment, Before Income Taxes Excluded From Net Income | $ 11.9 | $ 11.9 | |
Business Combination, Provisional Information, Inventory Write-up Adjustment, Before Income Taxes, Included in Net Income | $ 11.9 |
Acquisition - Pro forma infor34
Acquisition - Pro forma information (Details) - Dispensing Systems [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Business Acquisition [Line Items] | ||||
Business acquisition, pro forma revenue | $ 1,029,398 | $ 1,026,040 | $ 1,981,187 | $ 1,963,011 |
Business acquisition, pro forma net income | $ 42,089 | $ 41,430 | $ 80,846 | $ 48,851 |
Business acquisition, pro forma earnings per share, basic (in dollars per share) | $ 0.38 | $ 0.34 | $ 0.73 | $ 0.40 |
Business acquisition, pro forma earnings per share, diluted (in dollars per share) | $ 0.38 | $ 0.34 | $ 0.73 | $ 0.40 |
Rationalization Charges Activit
Rationalization Charges Activity in Rationalization Plan Reserves (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2016 | $ 3,371 | |||
Charged to expense | $ 3,038 | $ 5,038 | 3,923 | $ 6,108 |
Utilized and currency translation | (4,828) | |||
Balance at June 30, 2017 | 2,466 | 2,466 | ||
Employee Severance and Benefits [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2016 | 945 | |||
Charged to expense | 804 | |||
Utilized and currency translation | (1,422) | |||
Balance at June 30, 2017 | 327 | 327 | ||
Plant Exit Costs [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2016 | 2,426 | |||
Charged to expense | 359 | |||
Utilized and currency translation | (646) | |||
Balance at June 30, 2017 | 2,139 | 2,139 | ||
Non-Cash Asset Write-Down [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Charged to expense | 2,760 | |||
Utilized and currency translation | (2,760) | |||
Metal Containers [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Charged to expense | 2,239 | 4,054 | 2,962 | 4,054 |
Closures [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Charged to expense | 349 | 293 | 401 | 417 |
Plastic Containers [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Charged to expense | $ 450 | $ 691 | $ 560 | $ 1,637 |
Rationalization Charges Activ36
Rationalization Charges Activity in Rationalization Plan Reserves (Details II) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | $ 2,466 | $ 3,371 |
Rationalization [Member] | Rationalization Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Remaining expenses for our rationalization plans expected primarily within the next twelve months | 1,800 | |
Remaining cash expenditures for our rationalization plans expected through 2023 | 4,300 | |
Accrued Liabilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 1,100 | |
Other Liabilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | $ 1,400 |
Amounts Included in Accumulated
Amounts Included in Accumulated Other Comprehensive Loss, Net of Tax (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance at December 31, 2016 | $ (223,856) | |||
Other comprehensive income before reclassifications | 37,534 | |||
Amounts reclassified from accumulated other comprehensive loss | 1,183 | |||
Other comprehensive income | $ 30,971 | $ (4,840) | 38,717 | $ 6,510 |
Balance at June 30, 2017 | (185,139) | $ (202,296) | (185,139) | $ (202,296) |
Unrecognized Net Defined Benefit Plan Costs [Member] | ||||
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance at December 31, 2016 | (83,105) | |||
Other comprehensive income before reclassifications | 0 | |||
Amounts reclassified from accumulated other comprehensive loss | 1,258 | |||
Other comprehensive income | 1,258 | |||
Balance at June 30, 2017 | (81,847) | (81,847) | ||
Change in Fair Value of Derivatives [Member] | ||||
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance at December 31, 2016 | 540 | |||
Other comprehensive income before reclassifications | (400) | |||
Amounts reclassified from accumulated other comprehensive loss | (75) | |||
Other comprehensive income | (475) | |||
Balance at June 30, 2017 | 65 | 65 | ||
Foreign Currency Translation [Member] | ||||
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance at December 31, 2016 | (141,291) | |||
Other comprehensive income before reclassifications | 37,934 | |||
Amounts reclassified from accumulated other comprehensive loss | 0 | |||
Other comprehensive income | 37,934 | |||
Balance at June 30, 2017 | $ (103,357) | $ (103,357) |
Accumulated Other Comprehensi38
Accumulated Other Comprehensive Loss - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Foreign currency translation | $ 30,477 | $ (6,254) | $ 37,934 | $ 4,238 |
Unrecognized Net Defined Benefit Plan Costs [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other Comprehensive (Loss) Reclassification Adjustment from AOCI, Pension and other Postretirement Benefit Plans, before tax | (900) | (1,900) | ||
Benefit for Income Taxes | 300 | 600 | ||
Amortization of net actuarial (losses), before tax | (1,700) | (3,400) | ||
Net prior service credit arising during period, before tax | 800 | 1,500 | ||
Accumulated Translation Adjustment [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Foreign currency translation | 46,100 | 55,100 | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Related to Net Investment Hedges, before Reclassification and Tax | (23,600) | (28,500) | ||
Foreign currency translation, tax benefit related to net investment hedges | 8,800 | 10,600 | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period Related to Intra-Entity Transactions of a Long-Term Investment Nature, Net of Tax | $ (900) | $ 700 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 209,183 | $ 179,451 | $ 219,416 |
Work-in-process | 142,043 | 121,331 | 131,029 |
Finished goods | 535,204 | 355,072 | 534,124 |
Other | 12,876 | 15,528 | 13,296 |
Inventory, Gross, Total | 899,306 | 671,382 | 897,865 |
Adjustment to value inventory at cost on the LIFO method | (68,419) | (68,419) | (91,326) |
Inventories | $ 830,887 | $ 602,963 | $ 806,539 |
Goodwill and Other Intangible40
Goodwill and Other Intangible Assets, Net - Changes in carrying amount of goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2017 | Apr. 06, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | |
Goodwill [Line Items] | ||||
Goodwill | $ 1,160,624 | $ 604,714 | $ 614,021 | |
Goodwill, Acquired During Period | 523,456 | |||
Goodwill, Foreign Currency Translation Gain (Loss) | 32,454 | |||
Dispensing Systems Business Acquisition [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 523,456 | |||
Metal Containers [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 114,306 | 110,312 | ||
Goodwill, Foreign Currency Translation Gain (Loss) | 3,994 | |||
Closures [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 819,294 | 267,954 | ||
Goodwill, Acquired During Period | 523,456 | |||
Goodwill, Foreign Currency Translation Gain (Loss) | 27,884 | |||
Plastic Containers [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 227,024 | $ 226,448 | ||
Goodwill, Foreign Currency Translation Gain (Loss) | $ 576 |
Goodwill and Other Intangible41
Goodwill and Other Intangible Assets, Net - Components of other intangible assets, net (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 464,769 | $ 210,003 |
Finite-Lived Intangible Assets, Accumulated Amortization | (72,472) | (61,361) |
Intangible Assets, Gross (Excluding Goodwill) | 496,909 | 242,143 |
Intangible Assets Accumulated Amortization | (72,472) | (61,361) |
Customer Relationships [Member] | ||
Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 423,923 | 195,076 |
Finite-Lived Intangible Assets, Accumulated Amortization | (62,522) | (53,298) |
Other Intangible Assets [Member] | ||
Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 40,846 | 14,927 |
Finite-Lived Intangible Assets, Accumulated Amortization | (9,950) | (8,063) |
Trade Names [Member] | ||
Goodwill [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | $ 32,140 | $ 32,140 |
Goodwill and Other Intangible42
Goodwill and Other Intangible Assets, Net - Additional Details (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Apr. 06, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 6,600 | $ 3,300 | $ 9,900 | $ 6,600 | |
Finite-Lived Intangible Assets, Expected Amortization Expense, for the year ended December 31, 2017 | 23,600 | 23,600 | |||
Finite-Lived Intangible Assets, Expected Amortization Expense, for the year ended December 31, 2018 | 27,300 | 27,300 | |||
Finite-Lived Intangible Assets, Expected Amortization Expense, for the year ended December 31, 2019 | 27,200 | 27,200 | |||
Finite-Lived Intangible Assets, Expected Amortization Expense, for the year ended December 31, 2020 | 26,600 | 26,600 | |||
Finite-Lived Intangible Assets, Expected Amortization Expense, for the year ended December 31, 2021 | $ 25,200 | $ 25,200 | |||
Dispensing Systems Business Acquisition [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Other intangible assets | $ 245,000 | ||||
Dispensing Systems Business Acquisition [Member] | Customer Relationships [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Other intangible assets | 220,000 | ||||
Dispensing Systems Business Acquisition [Member] | Technology And Know How [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Other intangible assets | $ 25,000 |
Long-Term Debt (Detail)
Long-Term Debt (Detail) $ in Thousands, CAD in Millions | Jun. 30, 2017CAD | Jun. 30, 2017USD ($) | Mar. 24, 2017CAD | Mar. 24, 2017USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2016USD ($) |
Debt Instrument [Line Items] | ||||||
Total debt - principal | $ 3,112,076 | $ 1,571,192 | $ 1,946,012 | |||
Less unamortized debt issuance costs | 18,314 | 9,609 | 10,915 | |||
Debt long term and short term less unamortized debt issuance costs combined amount | 3,093,762 | 1,561,583 | 1,935,097 | |||
Less current portion | 648,850 | 217,127 | 569,892 | |||
Long-term debt | 2,444,912 | 1,344,456 | 1,365,205 | |||
Bank debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | 1,489,971 | 771,192 | 1,146,012 | |||
5% Senior Notes due 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | $ 280,000 | $ 500,000 | $ 500,000 | |||
Senior note interest rate (percent) | 5.00% | 5.00% | 5.00% | 5.00% | ||
5 1/2% Senior Notes due 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | $ 300,000 | $ 300,000 | $ 300,000 | |||
Senior note interest rate (percent) | 5.50% | 5.50% | 5.50% | 5.50% | ||
4 3/4% Senior Notes due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | $ 300,000 | $ 0 | $ 0 | |||
Senior note interest rate (percent) | 4.75% | 4.75% | ||||
3 1/4% Senior Notes due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | $ 742,105 | 0 | 0 | |||
Senior note interest rate (percent) | 3.25% | 3.25% | ||||
Revolving Loan [Member] | Bank debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | $ 609,593 | 99,500 | 416,501 | |||
Less current portion | 609,600 | |||||
U S Term Loans [Member] | Bank debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | 800,000 | $ 800,000 | 310,250 | 346,750 | ||
Canadian Term Loans [Member] | Bank debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | CAD 45.5 | 35,021 | CAD 45.5 | 44,274 | 45,833 | |
Euro Term Loans [Member] | Bank debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | 0 | 196,668 | 232,262 | |||
Other Foreign Bank Revolving And Term Loans [Member] | Bank debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt - principal | 45,357 | $ 120,500 | $ 104,666 | |||
Less current portion | $ 39,300 |
Long-Term Debt Senior Notes Off
Long-Term Debt Senior Notes Offering (Details) CAD in Millions | Apr. 03, 2017USD ($) | Feb. 13, 2017EUR (€) | Feb. 13, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017EUR (€) | Mar. 31, 2017CAD | Mar. 31, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Feb. 13, 2017USD ($) | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||||||||
Proceeds from Issuance of Long-term Debt | $ 1,789,200,000 | $ 0 | ||||||||||
Loss on early extinguishment of debt | $ 4,375,000 | $ 0 | $ 7,052,000 | $ 0 | ||||||||
Five and One Half Percent Senior Notes due 2022 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Senior note interest rate (percent) | 5.50% | 5.50% | 5.50% | 5.50% | 5.50% | |||||||
Four and Three Quarters Percent Senior Notes due 2025 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Senior note interest rate (percent) | 4.75% | 4.75% | ||||||||||
Debt Instrument, Face Amount | $ 300,000,000 | |||||||||||
Redemption Price Percent If Change in Control Occurs Plus Accrued and Unpaid Interest | 101.00% | 101.00% | ||||||||||
Proceeds from Issuance of Long-term Debt | $ 296,500,000 | |||||||||||
Four and Three Quarters Percent Senior Notes due 2025 [Member] | Debt Instrument Redemption Period - Post March 15 2020 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Redemption Price, Percentage, Initial | 102.375% | 102.375% | ||||||||||
Four and Three Quarters Percent Senior Notes due 2025 [Member] | Debt Instrument Redemption Period - Post March 15 2022 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Redemption Price, Percentage, Ending | 100.00% | 100.00% | ||||||||||
Four and Three Quarters Percent Senior Notes due 2025 [Member] | Debt Instrument, Redemption - Pre March 15 2020 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum Redemption Percent Allowed And Limited To Proceeds From Equity Offering | 35.00% | 35.00% | ||||||||||
Debt Redemption Price Percent Of Principal Amount From the Proceeds of Certain Equity Offerings | 104.75% | 104.75% | ||||||||||
Debt redemption price percent of principle amount in addition to a make-whole premium | 100.00% | 100.00% | ||||||||||
Three and One Quarter Percent Senior Notes due 2025 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Senior note interest rate (percent) | 3.25% | 3.25% | ||||||||||
Debt Instrument, Face Amount | € | € 650,000,000 | |||||||||||
Redemption Price Percent If Change in Control Occurs Plus Accrued and Unpaid Interest | 101.00% | 101.00% | ||||||||||
Proceeds from Issuance of Long-term Debt | € | € 643,400,000 | |||||||||||
Three and One Quarter Percent Senior Notes due 2025 [Member] | Debt Instrument Redemption Period - Post March 15 2020 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Redemption Price, Percentage, Initial | 101.625% | 101.625% | ||||||||||
Three and One Quarter Percent Senior Notes due 2025 [Member] | Debt Instrument Redemption Period - Post March 15 2022 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Redemption Price, Percentage, Ending | 100.00% | 100.00% | ||||||||||
Three and One Quarter Percent Senior Notes due 2025 [Member] | Debt Instrument, Redemption - Pre March 15 2020 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum Redemption Percent Allowed And Limited To Proceeds From Equity Offering | 35.00% | 35.00% | ||||||||||
Debt Redemption Price Percent Of Principal Amount From the Proceeds of Certain Equity Offerings | 103.25% | 103.25% | ||||||||||
Debt redemption price percent of principle amount in addition to a make-whole premium | 100.00% | 100.00% | ||||||||||
Five Percent Senior Notes due 2020 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Senior note interest rate (percent) | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | |||||||
Euro Term Loans [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of Debt | € | € 187,000,000 | |||||||||||
Euro Revolving Loans [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of Debt | € | 4,500,000 | |||||||||||
Other Foreign Bank Revolving And Term Loans [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of Debt | € | € 34,000,000 | |||||||||||
Canadian Term Loans [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of Debt | CAD | CAD 14 | |||||||||||
Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Loss on early extinguishment of debt | $ 2,100,000 | |||||||||||
Senior Notes [Member] | Five and One Half Percent Senior Notes due 2022 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Senior note interest rate (percent) | 5.50% | 5.50% | ||||||||||
Senior Notes [Member] | Five Percent Senior Notes due 2020 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Senior note interest rate (percent) | 5.00% | 5.00% | ||||||||||
Debt redemption price percent of principle amount in addition to a make-whole premium | 101.25% | |||||||||||
Loss on early extinguishment of debt | $ 4,400,000 | |||||||||||
Early Repayment of Senior Debt | $ 220,000,000 | |||||||||||
US Term Loan - 1 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of Debt | 212,300,000 | |||||||||||
US Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of Debt | $ 98,000,000 |
Long-Term Debt Credit Agreement
Long-Term Debt Credit Agreement (Details) £ in Millions, CAD in Millions | 3 Months Ended | 6 Months Ended | |||||||||
Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017GBP (£) | Jun. 30, 2017CAD | Jun. 30, 2017USD ($) | Mar. 24, 2017CAD | Mar. 24, 2017USD ($) | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |||||||||||
Current portion | $ 569,892,000 | $ 569,892,000 | $ 648,850,000 | $ 217,127,000 | |||||||
Debt, Long-term and Short-term, Combined Amount | 1,946,012,000 | 1,946,012,000 | $ 3,112,076,000 | $ 1,571,192,000 | |||||||
Letters Of Credit Fronting Fee | $ 500 | ||||||||||
Letters Of Credit Fronting Fee Percentage | 0.25% | ||||||||||
Debt Instrument, Contingent Maturity Date Threshold | 90 days | ||||||||||
Loss on early extinguishment of debt as a result of entering into our Credit Agreement | $ 4,375,000 | $ 0 | $ 7,052,000 | $ 0 | |||||||
Five and One Half Percent Senior Notes due 2022 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Senior note interest rate (percent) | 5.50% | 5.50% | 5.50% | 5.50% | 5.50% | 5.50% | |||||
Debt, Long-term and Short-term, Combined Amount | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | |||||||
Bank Borrowings [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,146,012,000 | $ 1,146,012,000 | $ 1,489,971,000 | $ 771,192,000 | |||||||
Five Percent Senior Notes due 2020 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Senior note interest rate (percent) | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | |||||
Debt, Long-term and Short-term, Combined Amount | $ 500,000,000 | $ 500,000,000 | $ 280,000,000 | $ 500,000,000 | |||||||
Term Loans And Revolving Loans Maintained as Eurodollar Rate Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||||||||
Term Loans and Revolving Loans Maintained as Bas Rate or Canadian Prime Rate Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||||||||
Term Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Loss on early extinguishment of debt as a result of entering into our Credit Agreement | $ 2,100,000 | ||||||||||
Term Loan [Member] | Debt Instrument, Redemption, December 31, 2018 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of original principal amount due | 5.00% | ||||||||||
Term Loan [Member] | Debt Instrument, Redemption, December 31, 2019 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of original principal amount due | 10.00% | ||||||||||
Term Loan [Member] | Debt Instrument, Redemption, December 31, 2020 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of original principal amount due | 10.00% | ||||||||||
Term Loan [Member] | Debt Instrument, Redemption, December 31, 2021 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of original principal amount due | 10.00% | ||||||||||
Term Loan [Member] | Debt Instrument, Redemption, December 31, 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of original principal amount due | 10.00% | ||||||||||
Multicurrency Revolving Loan Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,190,000,000 | ||||||||||
Multicurrency Incremental Loan Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 1,250,000,000 | ||||||||||
Multicurrency Incremental Loan Facility [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of credit facility additional borrowing capacity | 50,000,000 | ||||||||||
U S Revolving Loans [Member] | Bank Borrowings [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Current portion | 607,000,000 | ||||||||||
Canadian Revolving Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | CAD | CAD 15 | ||||||||||
Canadian Term Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | CAD | 45.5 | ||||||||||
Canadian Term Loans [Member] | Bank Borrowings [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, Long-term and Short-term, Combined Amount | 45,833,000 | 45,833,000 | CAD 45.5 | 35,021,000 | CAD 45.5 | 44,274,000 | |||||
U S Term Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 800,000,000 | ||||||||||
U S Term Loans [Member] | Bank Borrowings [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, Long-term and Short-term, Combined Amount | 346,750,000 | 346,750,000 | 800,000,000 | $ 800,000,000 | 310,250,000 | ||||||
Revolving And Term Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Loss on early extinguishment of debt as a result of entering into our Credit Agreement | $ 600,000 | ||||||||||
Revolving Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.30% | ||||||||||
Revolving Loan [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.20% | ||||||||||
Revolving Loan [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.35% | ||||||||||
Revolving Loan [Member] | Bank Borrowings [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Current portion | 609,600,000 | ||||||||||
Debt, Long-term and Short-term, Combined Amount | $ 416,501,000 | $ 416,501,000 | 609,593,000 | $ 99,500,000 | |||||||
British Pound Revolving Loans [Domain] | Bank Borrowings [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Current portion | £ | £ 2 | ||||||||||
Revolving Loan - Letters of Credit [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000,000 |
Long-Term Debt Partial Redempti
Long-Term Debt Partial Redemption of 5% Notes (Details) - USD ($) | Apr. 03, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 |
Debt Instrument [Line Items] | |||||
Loss on early extinguishment of debt | $ 4,375,000 | $ 0 | $ 7,052,000 | $ 0 | |
Senior Notes [Member] | Five Percent Senior Notes due 2020 [Member] | |||||
Debt Instrument [Line Items] | |||||
Early Repayment of Senior Debt | $ 220,000,000 | ||||
Debt Instrument, Redemption Price, Percentage | 101.25% | ||||
Loss on early extinguishment of debt | $ 4,400,000 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | |
Carrying (Reported) Amount, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Cash and cash equivalents | $ 142,083 | $ 142,083 | ||
Carrying (Reported) Amount, Fair Value Disclosure [Member] | Natural Gas [Member] | ||||
Derivative [Line Items] | ||||
Derivative Assets | 103 | 103 | ||
Estimate of Fair Value, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Cash and cash equivalents | 142,083 | 142,083 | ||
Estimate of Fair Value, Fair Value Disclosure [Member] | Natural Gas [Member] | ||||
Derivative [Line Items] | ||||
Derivative Assets | 103 | 103 | ||
Bank debt [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 1,489,971 | 1,489,971 | ||
Bank debt [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 1,489,971 | 1,489,971 | ||
5% Senior Notes [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 280,000 | 280,000 | ||
5% Senior Notes [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 283,903 | 283,903 | ||
5 1/2% Senior Notes [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 300,000 | 300,000 | ||
5 1/2% Senior Notes [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 309,558 | 309,558 | ||
4 3/4% Senior Notes due 2025 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 300,000 | 300,000 | ||
4 3/4% Senior Notes due 2025 [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 307,533 | 307,533 | ||
3 1/4% Senior Notes due 2025 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | 742,105 | 742,105 | ||
3 1/4% Senior Notes due 2025 [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ||||
Derivative [Line Items] | ||||
Long-Term Debt | $ 762,238 | $ 762,238 | ||
5% Senior Notes due 2020 [Member] | ||||
Derivative [Line Items] | ||||
Senior note interest rate (percent) | 5.00% | 5.00% | 5.00% | 5.00% |
5% Senior Notes due 2020 [Member] | Senior Notes [Member] | ||||
Derivative [Line Items] | ||||
Senior note interest rate (percent) | 5.00% | 5.00% | ||
5 1/2% Senior Notes due 2022 [Member] | ||||
Derivative [Line Items] | ||||
Senior note interest rate (percent) | 5.50% | 5.50% | 5.50% | 5.50% |
5 1/2% Senior Notes due 2022 [Member] | Senior Notes [Member] | ||||
Derivative [Line Items] | ||||
Senior note interest rate (percent) | 5.50% | 5.50% | ||
3 1/4% Senior Notes due 2025 [Member] | ||||
Derivative [Line Items] | ||||
Senior note interest rate (percent) | 3.25% | 3.25% | ||
4 3/4% Senior Notes due 2025 [Member] | ||||
Derivative [Line Items] | ||||
Senior note interest rate (percent) | 4.75% | 4.75% | ||
Accumulated Translation Adjustment [Member] | ||||
Derivative [Line Items] | ||||
Foreign currency (losses) of net investment hedges included in accumulated other comprehensive loss | $ (23,600) | $ (28,500) |
Components of Net Periodic Bene
Components of Net Periodic Benefit Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Pension Benefit Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 3,267 | $ 3,321 | $ 6,435 | $ 6,634 |
Interest cost | 6,362 | 6,444 | 12,632 | 12,878 |
Expected return on plan assets | (15,713) | (14,583) | (31,426) | (29,166) |
Amortization of prior service cost (credit) | 80 | 151 | 160 | 302 |
Amortization of actuarial losses (gains) | 1,854 | 2,084 | 3,707 | 4,167 |
Special termination benefits | 0 | 2,900 | 0 | 2,900 |
Curtailment loss | 0 | 180 | 0 | 180 |
Net periodic benefit (credit) cost | (4,150) | 497 | (8,492) | (2,105) |
Other Postretirement Benefit Plans, Defined Benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 34 | 69 | 70 | 136 |
Interest cost | 176 | 253 | 352 | 507 |
Amortization of prior service cost (credit) | (854) | (850) | (1,707) | (1,700) |
Amortization of actuarial losses (gains) | (136) | (170) | (275) | (288) |
Net periodic benefit (credit) cost | $ (780) | $ (698) | $ (1,560) | $ (1,345) |
Treasury Stock - Additional Inf
Treasury Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Oct. 17, 2016 | |
Equity, Class of Treasury Stock [Line Items] | ||
Aggregate stock authorized for repurchase program (shares) | $ 300 | |
Remaining authorized repurchase amount | $ 129.4 | |
Treasury stock (shares) | 64,800,000 | |
2004 Amended and Restated Stock Incentive Plan | ||
Equity, Class of Treasury Stock [Line Items] | ||
Treasury shares issued (shares) | 321,652 | |
Issuance of treasury shares, average cost per share (usd per share) | $ 3.15 | |
Shares repurchased to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units (shares) | 108,344 | |
Average cost per share of treasury stock acquired (usd per share) | $ 30.30 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - Restricted stock units [Member] $ in Millions | 6 Months Ended |
Jun. 30, 2017USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted stock units granted (shares) | shares | 592,922 |
Fair value of restricted stock units granted | $ | $ 17.8 |
Reportable Business Segment Inf
Reportable Business Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||||
Segment Reporting Information [Line Items] | |||||||
Net sales | $ 1,021,814 | $ 874,642 | $ 1,827,220 | $ 1,667,379 | |||
Depreciation and amortization | [1] | 44,719 | 35,784 | 81,158 | 70,958 | ||
Rationalization charges | 3,038 | 5,038 | 3,923 | 6,108 | |||
Segment income from operations | 75,233 | [2] | 67,651 | 131,994 | [2] | 125,096 | |
Amortization of debt issuance costs excluded from depreciation and amortization | 1,000 | 1,000 | 2,200 | 2,100 | |||
Metal Containers [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Net sales | 529,715 | 529,604 | 995,951 | 983,059 | |||
Depreciation and amortization | [1] | 19,124 | 17,997 | 37,923 | 35,947 | ||
Rationalization charges | 2,239 | 4,054 | 2,962 | 4,054 | |||
Segment income from operations | 49,432 | [2] | 45,873 | 93,303 | [2] | 83,489 | |
Resolution of past non-commercial legal dispute | 3,000 | 3,000 | |||||
Closures [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Net sales | 349,087 | [3] | 206,492 | 546,769 | [3] | 402,601 | |
Depreciation and amortization | [1] | 17,000 | [3] | 9,702 | 26,181 | [3] | 19,116 |
Rationalization charges | 349 | 293 | 401 | 417 | |||
Segment income from operations | 33,827 | [3] | 25,301 | 57,625 | [3] | 49,820 | |
Plastic Containers [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Net sales | 143,012 | 138,546 | 284,500 | 281,719 | |||
Depreciation and amortization | [1] | 8,572 | 8,058 | 17,008 | 15,840 | ||
Rationalization charges | 450 | 691 | 560 | 1,637 | |||
Segment income from operations | 6,666 | 1,017 | 13,500 | 1,068 | |||
Corporate Segment [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Net sales | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | [1] | 23 | 27 | 46 | 55 | ||
Rationalization charges | 0 | 0 | 0 | 0 | |||
Segment income from operations | (14,692) | [2] | $ (4,540) | (32,434) | [2] | $ (9,281) | |
Costs attributed to announced acquisitions | $ 9,800 | $ 23,000 | |||||
[1] | Depreciation and amortization excludes amortization of debt issuance costs of $1.0 million for each of the three months ended June 30, 2017 and 2016 and $2.2 million and $2.1 million for the six months ended June 30, 2017 and 2016, respectively. | ||||||
[2] | Income from operations for Metal Containers includes a $3.0 million charge for each of the three and six months ended June 30, 2017 related to the resolution of a past non-commercial legal dispute. Income from operations for Corporate includes costs attributed to announced acquisitions of $9.8 million and $23.0 million for the three and six months ended June 30, 2017, respectively. | ||||||
[3] | Our Closures segment includes SDS as of the acquisition date of April 6, 2017. |
Reconciliation of Segment Incom
Reconciliation of Segment Income from Operations to Income before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |||
Segment Reporting [Abstract] | ||||||
Total segment income from operations | $ 75,233 | [1] | $ 67,651 | $ 131,994 | [1] | $ 125,096 |
Interest and other debt expense | 33,582 | 16,883 | 56,677 | 33,339 | ||
Income before income taxes | $ 41,651 | $ 50,768 | $ 75,317 | $ 91,757 | ||
[1] | Income from operations for Metal Containers includes a $3.0 million charge for each of the three and six months ended June 30, 2017 related to the resolution of a past non-commercial legal dispute. Income from operations for Corporate includes costs attributed to announced acquisitions of $9.8 million and $23.0 million for the three and six months ended June 30, 2017, respectively. |