Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2020 | Oct. 31, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 000-22117 | |
Entity Registrant Name | SILGAN HOLDINGS INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 06-1269834 | |
Entity Address, Address Line One | 4 Landmark Square | |
Entity Address, City or Town | Stamford, | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06901 | |
City Area Code | 203 | |
Local Phone Number | 975-7110 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | SLGN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 110,587,054 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000849869 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 |
Current assets: | |||
Cash and cash equivalents | $ 193,759 | $ 203,824 | $ 117,389 |
Trade accounts receivable, net | 865,436 | 504,986 | 751,404 |
Inventories | 678,181 | 633,005 | 703,206 |
Prepaid expenses and other current assets | 84,715 | 64,993 | 61,310 |
Total current assets | 1,822,091 | 1,406,808 | 1,633,309 |
Property, plant and equipment, net | 1,785,787 | 1,570,331 | 1,522,541 |
Goodwill | 1,702,463 | 1,142,223 | 1,128,151 |
Other intangible assets, net | 633,256 | 354,615 | 358,046 |
Other assets, net | 508,982 | 457,082 | 431,970 |
Assets, Total | 6,452,579 | 4,931,059 | 5,074,017 |
Current liabilities: | |||
Revolving loans and current portion of long-term debt | 284,465 | 29,813 | 841,430 |
Trade accounts payable | 592,881 | 727,053 | 550,557 |
Accrued payroll and related costs | 119,369 | 66,866 | 69,191 |
Accrued liabilities | 245,626 | 194,797 | 156,599 |
Total current liabilities | 1,242,341 | 1,018,529 | 1,617,777 |
Long-term debt | 3,163,305 | 2,214,608 | 1,809,955 |
Deferred income taxes | 371,966 | 254,836 | 274,107 |
Other liabilities | 456,104 | 419,764 | 403,648 |
Stockholders’ equity: | |||
Common stock | 1,751 | 1,751 | 1,751 |
Paid-in capital | 301,463 | 289,422 | 285,061 |
Retained earnings | 2,348,728 | 2,141,302 | 2,118,860 |
Accumulated other comprehensive loss | (272,352) | (259,742) | (287,923) |
Treasury stock | (1,160,727) | (1,149,411) | (1,149,219) |
Total stockholders’ equity | 1,218,863 | 1,023,322 | 968,530 |
Liabilities and Equity, Total | $ 6,452,579 | $ 4,931,059 | $ 5,074,017 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,488,499 | $ 1,321,342 | $ 3,695,353 | $ 3,441,635 |
Cost of goods sold | 1,230,148 | 1,113,727 | 3,027,809 | 2,884,510 |
Gross profit | 258,351 | 207,615 | 667,544 | 557,125 |
Selling, general and administrative expenses | 91,525 | 76,065 | 282,011 | 233,816 |
Rationalization charges | 2,505 | 3,195 | 7,247 | 48,594 |
Other pension and postretirement income | (9,712) | (4,340) | (29,122) | (13,320) |
Income before interest and income taxes | 174,033 | 132,695 | 407,408 | 288,035 |
Interest and other debt expense before loss on early extinguishment of debt | 27,725 | 26,767 | 77,051 | 82,272 |
Loss on early extinguishment of debt | 0 | 1,676 | 1,481 | 1,676 |
Interest and other debt expense | 27,725 | 28,443 | 78,532 | 83,948 |
Income before income taxes | 146,308 | 104,252 | 328,876 | 204,087 |
Provision for income taxes | 33,457 | 22,978 | 80,253 | 45,117 |
Net income | $ 112,851 | $ 81,274 | $ 248,623 | $ 158,970 |
Earnings per share | ||||
Basic net income per share (usd per share) | $ 1.02 | $ 0.73 | $ 2.24 | $ 1.43 |
Diluted net income per share (usd per share) | $ 1.01 | $ 0.73 | $ 2.23 | $ 1.43 |
Weighted average number of shares | ||||
Basic (in shares) | 110,921 | 111,058 | 110,895 | 110,985 |
Effect of dilutive securities (in shares) | 691 | 463 | 565 | 554 |
Diluted (in shares) | 111,612 | 111,521 | 111,460 | 111,539 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 112,851 | $ 81,274 | $ 248,623 | $ 158,970 |
Other comprehensive income (loss), net of tax: | ||||
Changes in net prior service credit and actuarial losses | 1,807 | 2,625 | 4,555 | 7,745 |
Change in fair value of derivatives | 681 | (159) | (1,670) | (2,647) |
Foreign currency translation | 22,520 | (25,016) | (15,495) | (24,213) |
Other comprehensive income (loss) | 25,008 | (22,550) | (12,610) | (19,115) |
Comprehensive income | $ 137,859 | $ 58,724 | $ 236,013 | $ 139,855 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows provided by (used in) operating activities: | ||
Net income | $ 248,623 | $ 158,970 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 163,454 | 156,780 |
Rationalization charges | 7,247 | 48,594 |
Stock compensation expense | 13,880 | 12,669 |
Loss on early extinguishment of debt | 1,481 | 1,676 |
Other changes that provided (used) cash, net of effects from acquisitions: | ||
Trade accounts receivable, net | (311,008) | (250,783) |
Inventories | 2,435 | (75,414) |
Trade accounts payable | (73,814) | (63,609) |
Accrued liabilities | 57,187 | (10,475) |
Other, net | 8,981 | 19,181 |
Net cash provided by (used in) operating activities | 118,466 | (2,411) |
Cash flows provided by (used in) investing activities: | ||
Purchase of businesses, purchase price | (940,875) | 0 |
Capital expenditures | (165,163) | (166,848) |
Other, net | 999 | 509 |
Net cash used in investing activities | (1,105,039) | (166,339) |
Cash flows provided by (used in) financing activities: | ||
Borrowings under revolving loans | 993,406 | 1,139,329 |
Repayments under revolving loans | (748,539) | (464,759) |
Proceeds from issuance of long-term debt | 1,639,661 | 0 |
Repayments of long-term debt | (766,170) | (308,161) |
Changes in outstanding checks - principally vendors | (79,006) | (83,670) |
Dividends paid on common stock | (40,432) | (38,615) |
Debt issuance costs | (10,265) | 0 |
Repurchase of common stock | (13,155) | (27,364) |
Net cash provided by financing activities | 975,500 | 216,760 |
Effect of exchange rate changes on cash and cash equivalents | 1,008 | (3,440) |
Cash and cash equivalents: | ||
Net (decrease) increase | (10,065) | 44,570 |
Balance at beginning of year | 203,824 | 72,819 |
Balance at end of period | 193,759 | 117,389 |
Interest paid, net | 70,948 | 97,630 |
Income taxes paid, net | $ 91,378 | $ 31,067 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Paid-in Capital | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning balance at Dec. 31, 2018 | $ 1,751 | $ 276,062 | $ 1,997,785 | $ (593) | $ (268,808) | $ (1,125,525) | |
Beginning balance (in shares) at Dec. 31, 2018 | 110,430 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 746 | ||||||
Repurchases of common stock (in shares) | (408) | ||||||
Repurchases of common stock | (12,112) | ||||||
Stock compensation expense | 12,669 | ||||||
Net issuance of treasury stock for vested restricted stock units | (3,670) | (11,582) | |||||
Net income | $ 158,970 | 158,970 | |||||
Dividends declared on common stock | (37,302) | ||||||
Other comprehensive income (loss) | (19,115) | ||||||
Ending balance at Sep. 30, 2019 | $ 968,530 | $ 1,751 | 285,061 | 2,118,860 | (287,923) | (1,149,219) | |
Ending balance (in shares) at Sep. 30, 2019 | 110,768 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Dividends per share (usd per share) | $ 0.33 | ||||||
Beginning balance at Jun. 30, 2019 | $ 1,751 | 280,636 | 2,049,995 | (265,373) | (1,137,107) | ||
Beginning balance (in shares) at Jun. 30, 2019 | 111,176 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 0 | ||||||
Repurchases of common stock (in shares) | (408) | ||||||
Repurchases of common stock | (12,112) | ||||||
Stock compensation expense | 4,425 | ||||||
Net issuance of treasury stock for vested restricted stock units | 0 | 0 | |||||
Net income | $ 81,274 | 81,274 | |||||
Dividends declared on common stock | (12,409) | ||||||
Other comprehensive income (loss) | (22,550) | ||||||
Ending balance at Sep. 30, 2019 | $ 968,530 | $ 1,751 | 285,061 | 2,118,860 | (287,923) | (1,149,219) | |
Ending balance (in shares) at Sep. 30, 2019 | 110,768 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Dividends per share (usd per share) | $ 0.11 | ||||||
Beginning balance at Dec. 31, 2019 | $ 1,023,322 | $ 1,751 | 289,422 | 2,141,302 | $ (665) | (259,742) | (1,149,411) |
Beginning balance (in shares) at Dec. 31, 2019 | 110,780 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 365 | ||||||
Repurchases of common stock (in shares) | (259) | ||||||
Repurchases of common stock | (6,934) | ||||||
Stock compensation expense | 13,880 | ||||||
Net issuance of treasury stock for vested restricted stock units | (1,839) | (4,382) | |||||
Net income | 248,623 | 248,623 | |||||
Dividends declared on common stock | (40,532) | ||||||
Other comprehensive income (loss) | (12,610) | ||||||
Ending balance at Sep. 30, 2020 | $ 1,218,863 | $ 1,751 | 301,463 | 2,348,728 | (272,352) | (1,160,727) | |
Ending balance (in shares) at Sep. 30, 2020 | 110,886 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Dividends per share (usd per share) | $ 0.36 | ||||||
Beginning balance at Jun. 30, 2020 | $ 1,751 | 296,639 | 2,249,391 | (297,360) | (1,160,727) | ||
Beginning balance (in shares) at Jun. 30, 2020 | 110,886 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 0 | ||||||
Repurchases of common stock (in shares) | 0 | ||||||
Repurchases of common stock | 0 | ||||||
Stock compensation expense | 4,824 | ||||||
Net issuance of treasury stock for vested restricted stock units | 0 | 0 | |||||
Net income | $ 112,851 | 112,851 | |||||
Dividends declared on common stock | (13,514) | ||||||
Other comprehensive income (loss) | 25,008 | ||||||
Ending balance at Sep. 30, 2020 | $ 1,218,863 | $ 1,751 | $ 301,463 | $ 2,348,728 | $ (272,352) | $ (1,160,727) | |
Ending balance (in shares) at Sep. 30, 2020 | 110,886 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Dividends per share (usd per share) | $ 0.12 |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
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, 2019 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. 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, 2019. Goodwill and Other Intangible Assets. We review goodwill and other indefinite-lived intangible assets for impairment as of July 1 of each year and more frequently if circumstances indicate a possible impairment. We determined that our goodwill and other indefinite-lived intangible assets were not impaired in our annual 2020 assessment performed during the third quarter. Recently Adopted Accounting Pronouncements. In June 2016, the Financial Accounting Standards Board, or FASB, issued an accounting standards update, or ASU, that amends the guidance on the accounting for credit losses on financial instruments |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2020 | |
Revenue Recognition [Abstract] | |
Revenue | Revenue The following tables present our revenues disaggregated by reportable business segment and geography as they best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Revenues by business segment were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Metal containers $ 856,660 $ 822,262 $ 1,962,370 $ 1,904,941 Closures 475,105 353,436 1,242,725 1,072,979 Plastic containers 156,734 145,644 490,258 463,715 $ 1,488,499 $ 1,321,342 $ 3,695,353 $ 3,441,635 Revenues by geography were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) North America $ 1,143,562 $ 1,078,187 $ 2,858,561 $ 2,747,518 Europe and other 344,937 243,155 836,792 694,117 $ 1,488,499 $ 1,321,342 $ 3,695,353 $ 3,441,635 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Cobra Plastics Acquisition On February 4, 2020 we acquired Cobra Plastics, Inc., or Cobra Plastics, a manufacturer and seller of injection molded plastic closures for a wide variety of consumer products, with a particular focus on the aerosol overcap market. The purchase price for this acquisition of $39.8 million, net of cash acquired, was primarily funded with revolving loan borrowings under our amended and restated senior secured credit facility, or the Credit Agreement. For this acquisition, we applied the acquisition method of accounting and recognized assets acquired and liabilities assumed at fair value as of the acquisition date, and we recognized goodwill of $18.4 million and a customer relationship intangible asset of $11.5 million. Cobra Plastics' results of operations were included in our closures business since the acquisition date and were not significant since such date. Albéa Dispensing Business Acquisition On June 1, 2020, we acquired the dispensing operations of the Albéa Group, or the Albéa Dispensing Business, a leading global supplier of highly engineered pumps, sprayers and foam dispensing solutions to major branded consumer goods product companies in the beauty and personal care markets. It operates a global network of ten manufacturing facilities across North America, Europe, South America and Asia. This acquisition is strategically important for us, as it expands our closures franchise and, in particular, our dispensing systems operations. The Albéa Dispensing Business is included in our closures business as of the acquisition date. We acquired the Albéa Dispensing Business for a purchase price in cash of $901.0 million, net of cash acquired. The purchase price is subject to adjustment for working capital, other current assets and current liabilities and net indebtedness. We incurred acquisition related costs for the Albéa Dispensing Business totaling $0.7 million and $19.0 million for the three and nine months ended September 30, 2020, 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 with term and revolving loan borrowings under the Credit Agreement, including a delayed draw term loan of $900 million. See Note 8 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 9). 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. In connection with this acquisition, we recorded a charge of $3.5 million related to the write-up of acquired inventory of the Albéa Dispensing Business as a result of purchase accounting. The allocated fair value of assets acquired and liabilities assumed are summarized as follows (in thousands) Trade accounts receivable $ 42,742 Inventories 41,102 Property, plant and equipment 192,723 Other intangible assets 285,000 Other assets 33,478 Trade accounts payable and accrued liabilities (62,930) Deferred income tax liabilities (101,795) Debt and other liabilities (31,843) Total identifiable net assets 398,477 Goodwill 502,570 Cash paid at closing, net of cash acquired $ 901,047 Goodwill of $502.6 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 majority of the goodwill is not expected to be deductible for income tax purposes. Other intangible assets consist of customer relationships of $257.0 million with an estimated remaining life of 24 years and technology know-how of $28.0 million with an estimated remaining life of 8 years. Acquired property, plant and equipment are being depreciated on a straight-line basis with estimated remaining lives of up to 35 years. |
Rationalization Charges
Rationalization Charges | 9 Months Ended |
Sep. 30, 2020 | |
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 Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Metal containers $ 1,639 $ 3,035 $ 4,755 $ 42,280 Closures 787 72 2,229 5,979 Plastic containers 79 88 263 335 $ 2,505 $ 3,195 $ 7,247 $ 48,594 Activity in reserves for our rationalization plans were as follows: Employee Plant Non-Cash Total (Dollars in thousands) Balance at December 31, 2019 $ 42,815 $ 898 $ — $ 43,713 Charged to expense 4,138 2,005 1,104 7,247 Utilized and currency translation (5,410) (2,251) (1,104) (8,765) Balance at September 30, 2020 $ 41,543 $ 652 $ — $ 42,195 Rationalization reserves as of September 30, 2020 were recorded in our Condensed Consolidated Balance Sheets as accrued liabilities of $4.8 million and other liabilities of $37.4 million. Exclusive of the footprint optimization plan for our metal container business and our resulting withdrawal from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan, announced in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $2.1 million and $3.9 million, respectively. Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $1.1 million per year and be recognized annually for the next twenty years, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $3.1 million annually for the next twenty years, beginning in 2020. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2020 | |
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 Change in Fair Foreign Total (Dollars in thousands) Balance at December 31, 2019 $ (139,102) $ (3,182) $ (117,458) $ (259,742) Other comprehensive loss before reclassifications (872) (3,176) (15,495) (19,543) Amounts reclassified from accumulated other comprehensive loss 5,427 1,506 — 6,933 Other comprehensive loss 4,555 (1,670) (15,495) (12,610) Balance at September 30, 2020 $ (134,547) $ (4,852) $ (132,953) $ (272,352) The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three and nine months ended September 30, 2020, were net (losses) of $(2.4) million and $(7.3) million, respectively, excluding income tax benefits of $0.6 million and $1.9 million, respectively. For the three and nine months ended September 30, 2020 these net (losses) consisted of amortization of net actuarial (losses) of $(2.9) million and $(8.6) million and amortization of net prior service credit of $0.4 million and $1.3 million, respectively. Amortization of net actuarial losses and net prior service credit was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income. See Note 11 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 nine months ended September 30, 2020 were not significant. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: Sept. 30, 2020 Sept. 30, 2019 Dec. 31, 2019 (Dollars in thousands) Raw materials $ 294,896 $ 275,015 $ 286,953 Work-in-process 154,157 127,590 134,417 Finished goods 370,406 413,864 355,337 Other 15,217 12,620 12,793 834,676 829,089 789,500 Adjustment to value inventory (156,495) (125,883) (156,495) $ 678,181 $ 703,206 $ 633,005 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles | Goodwill and Other Intangibles Changes in the carrying amount of goodwill were as follows: Metal Closures Plastic Total (Dollars in thousands) Balance at December 31, 2019 $ 113,463 $ 801,776 $ 226,984 $ 1,142,223 Acquisitions — 520,946 — 520,946 Currency translation 2,217 37,511 (434) 39,294 Balance at September 30, 2020 $ 115,680 $ 1,360,233 $ 226,550 $ 1,702,463 In connection with our acquisitions of Cobra Plastics and the Albéa Dispensing Business as discussed in Note 3, we recognized goodwill of $521.0 million. The components of other intangible assets, net were as follows: Sept. 30, 2020 Dec. 31, 2019 Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization (Dollars in thousands) Definite-lived intangibles: Customer relationships $ 696,003 $ (136,583) $ 422,042 $ (116,575) Other 70,766 (29,070) 39,447 (22,439) 766,769 (165,653) 461,489 (139,014) Indefinite-lived intangibles: Trade names 32,140 — 32,140 — $ 798,909 $ (165,653) $ 493,629 $ (139,014) In connection with our acquisitions of Cobra Plastics and the Albéa Dispensing Business as discussed in Note 3, we recognized intangible assets for customer relationships of $268.5 million and technology know-how of $28.0 million. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: Sept. 30, 2020 Sept. 30, 2019 Dec. 31, 2019 (Dollars in thousands) Bank debt Bank revolving loans $ 246,000 $ 766,000 $ — U.S. term loans 900,000 800,000 760,000 Canadian term loans — 15,943 4,703 Other foreign bank revolving and term loans 39,825 37,062 31,127 Total bank debt 1,185,825 1,619,005 795,830 4¾% Senior Notes 300,000 300,000 300,000 3¼% Senior Notes 762,223 708,630 729,755 4⅛% Senior Notes 600,000 — 400,000 2¼% Senior Notes 586,325 — — Finance leases 35,035 33,440 33,288 Total debt - principal 3,469,408 2,661,075 2,258,873 Less unamortized debt issuance costs and debt discount 21,638 9,690 14,452 Total debt 3,447,770 2,651,385 2,244,421 Less current portion 284,465 841,430 29,813 $ 3,163,305 $ 1,809,955 $ 2,214,608 At September 30, 2020, the current portion of long-term debt consisted of $246.0 million of bank revolving loans under the Credit Agreement, $36.6 million of other foreign bank revolving and term loans and $1.9 million of finance leases. On February 26, 2020, we issued (i) an additional $200 million aggregate principal amount of our 4⅛% Senior Notes due 2028, or the 4⅛% Notes, at 99.5 percent of their principal amount, plus accrued and unpaid interest from November 12, 2019, and €500 million aggregate principal amount of our 2¼% Senior Notes due 2028, or the 2¼% Notes, at 100 percent of their principal amount. We used the net proceeds from these issuances and revolving loan borrowings under the Credit Agreement to prepay all of our outstanding U.S. term loans under the Credit Agreement at that time. As a result of this prepayment, we recorded a pre-tax charge for the loss on early extinguishment of debt of $1.5 million during the first quarter of 2020 for the write-off of unamortized debt issuance costs. 2¼% S ENIOR N OTES The 2¼% Notes are general unsecured obligations of Silgan, ranking equal in right of payment with our existing and future unsecured unsubordinated indebtedness, including our 4¾% Senior Notes due 2025, or the 4¾% Notes, our 3¼% Senior Notes due 2025, or the 3¼% Notes, and the 4⅛% Notes, and ahead of our existing and future subordinated debt, if any. The 2¼% Notes are effectively subordinated to Silgan’s secured debt to the extent of the assets securing such debt and structurally subordinated to all obligations of subsidiaries of Silgan. The 2¼% Notes will mature on June 1, 2028. Interest on the 2¼% Notes will be payable semi-annually in cash on January 15 and July 15 of each year, beginning on July 15, 2020. The 2¼% 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, and Elavon Financial Services DAC, as registrar and transfer agent, which indenture contains covenants that are generally less restrictive than those in the Credit Agreement and substantially similar to the covenants in the indenture for the 4¾% Notes and the 3¼% Notes and the indenture for the 4⅛% Notes. The 2¼% Notes are redeemable, at our option, in whole or in part, at any time after March 1, 2023, initially at 101.125 percent of their principal amount, plus accrued and unpaid interest to the redemption date, declining ratably to 100 percent of their principal amount, plus accrued and unpaid interest to the redemption date, on or after March 1, 2025. In addition, prior to March 1, 2023, we may redeem up to 35 percent of the aggregate principal amount of the 2¼% Notes with the proceeds of certain equity offerings at a redemption price of 102.25 percent of their principal amount, plus accrued and unpaid interest to the date of redemption. We may also redeem the 2¼% Notes, in whole or in part, prior to March 1, 2023 at a redemption price equal to 100 percent of their principal amount plus a make-whole premium as provided in the indenture for the 2¼% Notes, together with accrued and unpaid interest to the date of redemption. We will be required to make an offer to repurchase the 2¼% Notes at a repurchase price equal to 101 percent of their principal amount, plus accrued and unpaid interest to the date of repurchase, upon the occurrence of a change of control repurchase event as provided in the indenture for the 2¼% Notes. Incremental U.S. Term Loans On April 17, 2020, we and certain of our subsidiaries entered into an Incremental Term Loan Commitment Agreement, or the Incremental Term Loan Commitment Agreement, with the lenders thereunder and Wells Fargo Bank, National Association, as Administrative Agent and a lender. The Incremental Term Loan Commitment Agreement was entered into pursuant to the Credit Agreement and provided for the lenders thereunder to lend to us, on a delayed draw basis, $900 million of Incremental U.S. Term Loans, or the Incremental U.S. Term Loans, to fund the purchase price for the acquisition of the Albéa Dispensing Business. On June 1, 2020, we borrowed $900 million of Incremental U.S. Term Loans under the Incremental Term Loan Commitment Agreement to fund the purchase price for the acquisition of the Albéa Dispensing Business. The Incremental U.S. Term Loans mature on May 30, 2024 and are repayable in installments of $90 million on each of December 31, 2021, 2022 and 2023, with the remaining outstanding principal balance to be repaid on May 30, 2024. The Incremental U.S. Term Loans initially have an Applicable Margin (as defined in the Credit Agreement) of 1.75 percent per annum in the case of Eurodollar Rate Loans (as defined in the Credit Agreement) and 0.75 percent per annum in the case of Base Rate Loans (as defined in the Credit Agreement), in both cases until the delivery of our financial statements for the fiscal quarter ending June 30, 2020. The Applicable Margin will vary between 1.25 percent to 1.75 percent per annum for Eurodollar Rate Loans and between 0.25 percent to 0.75 percent per annum for Base Rate Loans, in both cases based on our Total Net Leverage Ratio (as defined in the Credit Agreement). The Incremental U.S. Term Loans are guaranteed by the US Guarantors (as defined in the Credit Agreement) and secured on a pari passu basis by the same collateral that secures our outstanding loans under the Credit Agreement. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2020 | |
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 September 30, 2020: Carrying Fair (Dollars in thousands) Assets: Cash and cash equivalents $ 193,759 $ 193,759 Liabilities: Bank debt $ 1,185,825 $ 1,185,825 4¾% Senior Notes 300,000 305,250 3¼% Senior Notes 762,223 772,589 4⅛% Senior Notes 599,062 613,500 2¼% Senior Notes 586,325 573,133 Derivative instruments (accrued and other liabilities) 6,588 6,588 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 September 30, 2020 consisted of our cash and cash equivalents and derivative instruments. We measured the fair value of cash and cash equivalents using Level 1 inputs. We measured the fair value of our derivative instruments using the income approach. The fair value of our derivative instruments 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, 4¾% Senior Notes, 3¼% Senior Notes, 4⅛% Senior Notes and 2¼% Senior 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 4¾% Senior Notes, 3¼% Senior Notes, 4⅛% Senior Notes and 2¼% Senior 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 utilize certain derivative financial instruments to manage a portion of our interest rate and natural gas cost exposures. We generally 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. 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. Interest Rate Swap Agreements We have entered into two U.S. dollar interest rate swap agreements, each for $50.0 million notional principal amount, to manage a portion of our exposure to interest rate fluctuations. These agreements have a fixed rate of 2.878 percent and mature on March 24, 2023. The difference between amounts to be paid or received on our interest rate swap agreements is recorded in interest and other debt expense in our Condensed Consolidated Statements of Income and was not significant for the three and nine month periods ended September 30, 2020. These agreements are with a financial institution which is expected to fully perform under the terms thereof. The total fair value of our interest rate swap agreements in effect at September 30, 2020 was not significant. Natural Gas Swap Agreements We have entered into natural gas swap agreements to manage a portion of our exposure to fluctuations in natural gas prices. The difference between amounts to be paid or received on our natural gas swap agreements is recorded in cost of goods sold in our Condensed Consolidated Statements of Income and was not significant for the three and nine month periods ended September 30, 2020. These agreements are with a financial institution which is expected to fully perform under the terms thereof. The total fair value of our natural gas swap agreements in effect at September 30, 2020 was not significant. Foreign Currency Exchange Rate Risk In an effort to minimize foreign currency exchange rate risk, we have financed acquisitions of foreign operations primarily with borrowings 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. We have designated the 3¼% Senior Notes and the 2¼% Senior Notes, which are Euro denominated, as net investment hedges. Foreign currency losses related to our net investment hedges included in accumulated other comprehensive loss for the three and nine months ended September 30, 2020 were $(25.2) million and $(41.4) million, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesA 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. At the end of April 2018, the European Commission commenced an antitrust investigation involving the metal packaging industry in Europe including our metal container and closures subsidiaries, which should effectively close out the investigation in Germany. Given the current stage of the investigation, we cannot reasonably assess what actions may result from these investigations or estimate what costs we may incur as a result thereof. 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 | 9 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Retirement Benefits | Retirement Benefits The components of the net periodic pension benefit credit were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Service cost $ 2,983 $ 2,871 $ 9,958 $ 9,383 Interest cost 5,816 7,149 17,236 21,241 Expected return on plan assets (18,104) (15,200) (54,091) (45,425) Amortization of prior service cost 43 46 154 86 Amortization of actuarial losses 2,993 4,084 8,862 12,324 Net periodic benefit credit $ (6,269) $ (1,050) $ (17,881) $ (2,391) The components of the net periodic other postretirement benefit credit were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Service cost $ 18 $ 16 $ 66 $ 60 Interest cost 142 200 425 569 Amortization of prior service credit (487) (586) (1,454) (1,749) Amortization of actuarial gains (115) (33) (254) (366) Net periodic benefit credit $ (442) $ (403) $ (1,217) $ (1,486) |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesSilgan and its subsidiaries file U.S. Federal income tax returns, as well as income tax returns in various states and foreign jurisdictions. The Internal Revenue Service, or IRS, has completed its review of the 2018 tax year with no change to our filed federal income tax return. We have been accepted into the Compliance Assurance Program for the 2019 and 2020 tax years which provides for the review by the IRS of tax matters relating to our tax return prior to filing. |
Treasury Stock
Treasury Stock | 9 Months Ended |
Sep. 30, 2020 | |
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. During the nine months ended September 30, 2020, we repurchased an aggregate of 259,461 shares of our common stock at an average price per share of $26.71, for a total purchase price of $6.9 million. At September 30, 2020, we had approximately $105.6 million remaining under this authorization for the repurchase of our common stock. During the first nine months of 2020, we issued 582,151 treasury shares which had an average cost of $3.16 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 217,325 shares of our common stock at an average cost of $28.63 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 September 30, 2020, 64,226,667 shares of our common stock were held in treasury. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based CompensationWe 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 nine months of 2020, 453,622 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 $13.6 million, which is being amortized ratably over the respective vesting period from the grant date. |
Business Segment Information
Business Segment Information | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information Reportable business segment information was as follows: Metal Closures Plastic Corporate Total (Dollars in thousands) Three Months Ended September 30, 2020 Net sales $ 856,660 $ 475,105 $ 156,734 $ — $ 1,488,499 Depreciation and amortization (1) 21,008 27,777 9,207 39 58,031 Rationalization charges 1,639 787 79 — 2,505 Segment income 94,497 64,161 21,887 (6,512) 174,033 Three Months Ended September 30, 2019 Net sales $ 822,262 $ 353,436 $ 145,644 $ — $ 1,321,342 Depreciation and amortization (1) 21,477 20,847 9,512 39 51,875 Rationalization charges 3,035 72 88 — 3,195 Segment income 81,128 44,784 11,425 (4,642) 132,695 Nine Months Ended September 30, 2020 Net sales $ 1,962,370 $ 1,242,725 $ 490,258 $ — $ 3,695,353 Depreciation and amortization (1) 62,034 69,927 28,046 120 160,127 Rationalization charges 4,755 2,229 263 — 7,247 Segment income 213,757 167,971 66,918 (41,238) 407,408 Nine Months Ended September 30, 2019 Net sales $ 1,904,941 $ 1,072,979 $ 463,715 $ — $ 3,441,635 Depreciation and amortization (1) 64,021 62,345 27,665 120 154,151 Rationalization charges 42,280 5,979 335 — 48,594 Segment income 134,053 131,896 36,902 (14,816) 288,035 _____________ (1) Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $1.2 million and $3.3 million for the three and nine months ended September 30, 2020, respectively, and amortization of debt issuance costs of $0.8 million and $2.6 million for the three and nine months ended September 30, 2019, respectively. Total segment income is reconciled to income before income taxes as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Total segment income $ 174,033 $ 132,695 $ 407,408 $ 288,035 Interest and other debt expense 27,725 28,443 78,532 83,948 Income before income taxes $ 146,308 $ 104,252 $ 328,876 $ 204,087 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
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, 2019 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. 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, 2019. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets. We review goodwill and other indefinite-lived intangible assets for impairment as of July 1 of each year and more frequently if circumstances indicate a possible impairment. We determined that our goodwill and other indefinite-lived intangible assets were not impaired in our annual 2020 assessment performed during the third quarter. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements. In June 2016, the Financial Accounting Standards Board, or FASB, issued an accounting standards update, or ASU, that amends the guidance on the accounting for credit losses on financial instruments |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Revenue Recognition [Abstract] | |
Disaggregation of Revenue | Revenues by business segment were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Metal containers $ 856,660 $ 822,262 $ 1,962,370 $ 1,904,941 Closures 475,105 353,436 1,242,725 1,072,979 Plastic containers 156,734 145,644 490,258 463,715 $ 1,488,499 $ 1,321,342 $ 3,695,353 $ 3,441,635 Revenues by geography were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) North America $ 1,143,562 $ 1,078,187 $ 2,858,561 $ 2,747,518 Europe and other 344,937 243,155 836,792 694,117 $ 1,488,499 $ 1,321,342 $ 3,695,353 $ 3,441,635 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The allocated fair value of assets acquired and liabilities assumed are summarized as follows (in thousands) Trade accounts receivable $ 42,742 Inventories 41,102 Property, plant and equipment 192,723 Other intangible assets 285,000 Other assets 33,478 Trade accounts payable and accrued liabilities (62,930) Deferred income tax liabilities (101,795) Debt and other liabilities (31,843) Total identifiable net assets 398,477 Goodwill 502,570 Cash paid at closing, net of cash acquired $ 901,047 |
Rationalization Charges (Tables
Rationalization Charges (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Activity in Rationalization Plan Reserves | Rationalization charges by business segment were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Metal containers $ 1,639 $ 3,035 $ 4,755 $ 42,280 Closures 787 72 2,229 5,979 Plastic containers 79 88 263 335 $ 2,505 $ 3,195 $ 7,247 $ 48,594 Activity in reserves for our rationalization plans were as follows: Employee Plant Non-Cash Total (Dollars in thousands) Balance at December 31, 2019 $ 42,815 $ 898 $ — $ 43,713 Charged to expense 4,138 2,005 1,104 7,247 Utilized and currency translation (5,410) (2,251) (1,104) (8,765) Balance at September 30, 2020 $ 41,543 $ 652 $ — $ 42,195 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
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 Change in Fair Foreign Total (Dollars in thousands) Balance at December 31, 2019 $ (139,102) $ (3,182) $ (117,458) $ (259,742) Other comprehensive loss before reclassifications (872) (3,176) (15,495) (19,543) Amounts reclassified from accumulated other comprehensive loss 5,427 1,506 — 6,933 Other comprehensive loss 4,555 (1,670) (15,495) (12,610) Balance at September 30, 2020 $ (134,547) $ (4,852) $ (132,953) $ (272,352) |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following: Sept. 30, 2020 Sept. 30, 2019 Dec. 31, 2019 (Dollars in thousands) Raw materials $ 294,896 $ 275,015 $ 286,953 Work-in-process 154,157 127,590 134,417 Finished goods 370,406 413,864 355,337 Other 15,217 12,620 12,793 834,676 829,089 789,500 Adjustment to value inventory (156,495) (125,883) (156,495) $ 678,181 $ 703,206 $ 633,005 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill were as follows: Metal Closures Plastic Total (Dollars in thousands) Balance at December 31, 2019 $ 113,463 $ 801,776 $ 226,984 $ 1,142,223 Acquisitions — 520,946 — 520,946 Currency translation 2,217 37,511 (434) 39,294 Balance at September 30, 2020 $ 115,680 $ 1,360,233 $ 226,550 $ 1,702,463 |
Schedule of Finite-Lived Intangible Assets | The components of other intangible assets, net were as follows: Sept. 30, 2020 Dec. 31, 2019 Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization (Dollars in thousands) Definite-lived intangibles: Customer relationships $ 696,003 $ (136,583) $ 422,042 $ (116,575) Other 70,766 (29,070) 39,447 (22,439) 766,769 (165,653) 461,489 (139,014) Indefinite-lived intangibles: Trade names 32,140 — 32,140 — $ 798,909 $ (165,653) $ 493,629 $ (139,014) |
Schedule of Indefinite-Lived Intangible Assets | The components of other intangible assets, net were as follows: Sept. 30, 2020 Dec. 31, 2019 Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization (Dollars in thousands) Definite-lived intangibles: Customer relationships $ 696,003 $ (136,583) $ 422,042 $ (116,575) Other 70,766 (29,070) 39,447 (22,439) 766,769 (165,653) 461,489 (139,014) Indefinite-lived intangibles: Trade names 32,140 — 32,140 — $ 798,909 $ (165,653) $ 493,629 $ (139,014) |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt consisted of the following: Sept. 30, 2020 Sept. 30, 2019 Dec. 31, 2019 (Dollars in thousands) Bank debt Bank revolving loans $ 246,000 $ 766,000 $ — U.S. term loans 900,000 800,000 760,000 Canadian term loans — 15,943 4,703 Other foreign bank revolving and term loans 39,825 37,062 31,127 Total bank debt 1,185,825 1,619,005 795,830 4¾% Senior Notes 300,000 300,000 300,000 3¼% Senior Notes 762,223 708,630 729,755 4⅛% Senior Notes 600,000 — 400,000 2¼% Senior Notes 586,325 — — Finance leases 35,035 33,440 33,288 Total debt - principal 3,469,408 2,661,075 2,258,873 Less unamortized debt issuance costs and debt discount 21,638 9,690 14,452 Total debt 3,447,770 2,651,385 2,244,421 Less current portion 284,465 841,430 29,813 $ 3,163,305 $ 1,809,955 $ 2,214,608 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
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 September 30, 2020: Carrying Fair (Dollars in thousands) Assets: Cash and cash equivalents $ 193,759 $ 193,759 Liabilities: Bank debt $ 1,185,825 $ 1,185,825 4¾% Senior Notes 300,000 305,250 3¼% Senior Notes 762,223 772,589 4⅛% Senior Notes 599,062 613,500 2¼% Senior Notes 586,325 573,133 Derivative instruments (accrued and other liabilities) 6,588 6,588 |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | The components of the net periodic pension benefit credit were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Service cost $ 2,983 $ 2,871 $ 9,958 $ 9,383 Interest cost 5,816 7,149 17,236 21,241 Expected return on plan assets (18,104) (15,200) (54,091) (45,425) Amortization of prior service cost 43 46 154 86 Amortization of actuarial losses 2,993 4,084 8,862 12,324 Net periodic benefit credit $ (6,269) $ (1,050) $ (17,881) $ (2,391) The components of the net periodic other postretirement benefit credit were as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Service cost $ 18 $ 16 $ 66 $ 60 Interest cost 142 200 425 569 Amortization of prior service credit (487) (586) (1,454) (1,749) Amortization of actuarial gains (115) (33) (254) (366) Net periodic benefit credit $ (442) $ (403) $ (1,217) $ (1,486) |
Business Segment Information (T
Business Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Reportable Business Segment Information | Reportable business segment information was as follows: Metal Closures Plastic Corporate Total (Dollars in thousands) Three Months Ended September 30, 2020 Net sales $ 856,660 $ 475,105 $ 156,734 $ — $ 1,488,499 Depreciation and amortization (1) 21,008 27,777 9,207 39 58,031 Rationalization charges 1,639 787 79 — 2,505 Segment income 94,497 64,161 21,887 (6,512) 174,033 Three Months Ended September 30, 2019 Net sales $ 822,262 $ 353,436 $ 145,644 $ — $ 1,321,342 Depreciation and amortization (1) 21,477 20,847 9,512 39 51,875 Rationalization charges 3,035 72 88 — 3,195 Segment income 81,128 44,784 11,425 (4,642) 132,695 Nine Months Ended September 30, 2020 Net sales $ 1,962,370 $ 1,242,725 $ 490,258 $ — $ 3,695,353 Depreciation and amortization (1) 62,034 69,927 28,046 120 160,127 Rationalization charges 4,755 2,229 263 — 7,247 Segment income 213,757 167,971 66,918 (41,238) 407,408 Nine Months Ended September 30, 2019 Net sales $ 1,904,941 $ 1,072,979 $ 463,715 $ — $ 3,441,635 Depreciation and amortization (1) 64,021 62,345 27,665 120 154,151 Rationalization charges 42,280 5,979 335 — 48,594 Segment income 134,053 131,896 36,902 (14,816) 288,035 _____________ (1) Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $1.2 million and $3.3 million for the three and nine months ended September 30, 2020, respectively, and amortization of debt issuance costs of $0.8 million and $2.6 million for the three and nine months ended September 30, 2019, respectively. |
Reconciliation of Segment Income from Operations to Income before Income Taxes | Total segment income is reconciled to income before income taxes as follows: Three Months Ended Nine Months Ended Sept. 30, 2020 Sept. 30, 2019 Sept. 30, 2020 Sept. 30, 2019 (Dollars in thousands) Total segment income $ 174,033 $ 132,695 $ 407,408 $ 288,035 Interest and other debt expense 27,725 28,443 78,532 83,948 Income before income taxes $ 146,308 $ 104,252 $ 328,876 $ 204,087 |
Significant Accounting Polici_3
Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2020 | Jan. 01, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | |||
Reduction in retained earnings | $ (2,348,728) | $ (2,141,302) | $ (2,118,860) | |
Cumulative Effect, Period of Adoption, Adjustment | ||||
Reduction in retained earnings | $ 700 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Net sales | $ 1,488,499 | $ 1,321,342 | $ 3,695,353 | $ 3,441,635 | |
Trade Accounts Receivable | Unbilled Accounts Receivable | |||||
Contract assets | 80,200 | 73,400 | 80,200 | 73,400 | $ 71,100 |
North America | |||||
Net sales | 1,143,562 | 1,078,187 | 2,858,561 | 2,747,518 | |
Europe and other | |||||
Net sales | 344,937 | 243,155 | 836,792 | 694,117 | |
Metal containers | |||||
Net sales | 856,660 | 822,262 | 1,962,370 | 1,904,941 | |
Closures | |||||
Net sales | 475,105 | 353,436 | 1,242,725 | 1,072,979 | |
Plastic containers | |||||
Net sales | $ 156,734 | $ 145,644 | $ 490,258 | $ 463,715 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands | Jun. 01, 2020 | Feb. 04, 2020 | Sep. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Cash paid at closing, net of cash acquired | $ 940,875 | $ 0 | ||||
Goodwill | $ 1,702,463 | 1,702,463 | 1,128,151 | $ 1,142,223 | ||
Term loan | 3,469,408 | 3,469,408 | 2,661,075 | 2,258,873 | ||
Bank debt | ||||||
Business Acquisition [Line Items] | ||||||
Term loan | 1,185,825 | 1,185,825 | $ 1,619,005 | $ 795,830 | ||
Bank debt | Incremental U S Term Loans | ||||||
Business Acquisition [Line Items] | ||||||
Term loan | $ 900,000 | |||||
Cobra Plastics, Inc. Business Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid at closing, net of cash acquired | $ 39,800 | |||||
Goodwill | 18,400 | |||||
Cobra Plastics, Inc. Business Acquisition | Customer Relationships | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | $ 11,500 | |||||
Albea Dispensing Business, Business Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid at closing, net of cash acquired | 901,000 | |||||
Goodwill | 502,570 | |||||
Customer relationship intangible asset | 285,000 | |||||
Acquisition related costs | 700 | 19,000 | ||||
Inventory write-up adjustment before income taxes included in net income | $ 3,500 | |||||
Net sale from acquiree | $ 81,300 | $ 111,200 | ||||
Albea Dispensing Business, Business Acquisition | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Property, plant and equipment, useful life | 35 years | |||||
Albea Dispensing Business, Business Acquisition | Bank debt | Incremental U S Term Loans | ||||||
Business Acquisition [Line Items] | ||||||
Term loan | $ 900,000 | |||||
Albea Dispensing Business, Business Acquisition | Customer Relationships | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | $ 257,000 | |||||
Estimated remaining life | 24 years | |||||
Albea Dispensing Business, Business Acquisition | Technology-Based Intangible Assets | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | $ 28,000 | |||||
Estimated remaining life | 8 years |
Acquisitions - Schedule of Reco
Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 01, 2020 | Dec. 31, 2019 | Sep. 30, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,702,463 | $ 1,142,223 | $ 1,128,151 | |
Albea Dispensing Business, Business Acquisition | ||||
Business Acquisition [Line Items] | ||||
Trade accounts receivable | $ 42,742 | |||
Inventories | 41,102 | |||
Property, plant and equipment | 192,723 | |||
Other intangible assets | 285,000 | |||
Other assets | 33,478 | |||
Trade accounts payable and accrued liabilities | (62,930) | |||
Deferred income tax liabilities | (101,795) | |||
Debt and other liabilities | (31,843) | |||
Total identifiable net assets | 398,477 | |||
Goodwill | 502,570 | |||
Cash paid at closing, net of cash acquired | $ 901,047 |
Rationalization Charges - Ratio
Rationalization Charges - Rationalization Charges by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Rationalization charges | $ 2,505 | $ 3,195 | $ 7,247 | $ 48,594 |
Metal containers | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Rationalization charges | 1,639 | 3,035 | 4,755 | 42,280 |
Closures | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Rationalization charges | 787 | 72 | 2,229 | 5,979 |
Plastic containers | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Rationalization charges | $ 79 | $ 88 | $ 263 | $ 335 |
Rationalization Charges - Activ
Rationalization Charges - Activity in Rationalization Plan Reserves (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2019 | $ 43,713 | |||
Charged to expense | $ 2,505 | $ 3,195 | 7,247 | $ 48,594 |
Utilized and currency translation | (8,765) | |||
Balance at September 30, 2020 | 42,195 | 42,195 | ||
Employee Severance and Benefits | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2019 | 42,815 | |||
Charged to expense | 4,138 | |||
Utilized and currency translation | (5,410) | |||
Balance at September 30, 2020 | 41,543 | 41,543 | ||
Plant Exit Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2019 | 898 | |||
Charged to expense | 2,005 | |||
Utilized and currency translation | (2,251) | |||
Balance at September 30, 2020 | 652 | 652 | ||
Non-Cash Asset Write-Down | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2019 | 0 | |||
Charged to expense | 1,104 | |||
Utilized and currency translation | (1,104) | |||
Balance at September 30, 2020 | $ 0 | $ 0 |
Rationalization Charges - Narra
Rationalization Charges - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve | $ 42,195 | $ 43,713 |
Other Restructuring | Rationalization Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Remaining expenses | 2,100 | |
Remaining cash expenditure | 3,900 | |
Annually Over Next Twenty Years | Central States Pension Plan withdrawal | ||
Restructuring Cost and Reserve [Line Items] | ||
Remaining interest accretion expense | 1,100 | |
Remaining cash expenditure | 3,100 | |
Accrued Liabilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve | 4,800 | |
Other Liabilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve | $ 37,400 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Amounts Included in Accumulated Other Comprehensive Loss, Net of Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | $ 1,023,322 | |||
Other comprehensive loss before reclassifications | (19,543) | |||
Amounts reclassified from accumulated other comprehensive loss | 6,933 | |||
Other comprehensive income (loss) | $ 25,008 | $ (22,550) | (12,610) | $ (19,115) |
Ending balance | 1,218,863 | 968,530 | 1,218,863 | 968,530 |
Accumulated Other Comprehensive Loss | ||||
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (297,360) | (265,373) | (259,742) | (268,808) |
Ending balance | (272,352) | $ (287,923) | (272,352) | $ (287,923) |
Unrecognized Net Defined Benefit Plan Costs | ||||
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (139,102) | |||
Other comprehensive loss before reclassifications | (872) | |||
Amounts reclassified from accumulated other comprehensive loss | 5,427 | |||
Other comprehensive income (loss) | 4,555 | |||
Ending balance | (134,547) | (134,547) | ||
Change in Fair Value of Derivatives | ||||
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (3,182) | |||
Other comprehensive loss before reclassifications | (3,176) | |||
Amounts reclassified from accumulated other comprehensive loss | 1,506 | |||
Other comprehensive income (loss) | (1,670) | |||
Ending balance | (4,852) | (4,852) | ||
Foreign Currency Translation | ||||
Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (117,458) | |||
Other comprehensive loss before reclassifications | (15,495) | |||
Amounts reclassified from accumulated other comprehensive loss | 0 | |||
Other comprehensive income (loss) | (15,495) | |||
Ending balance | $ (132,953) | $ (132,953) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2020 | Sep. 30, 2020 | |
Unrecognized Net Defined Benefit Plan Costs | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Other comprehensive (loss) reclassification adjustment from AOCI | $ (2.4) | $ (7.3) |
Benefit for income taxes | 0.6 | 1.9 |
Amortization of net actuarial (losses), before tax | (2.9) | (8.6) |
Net prior service credit arising during period, before tax | 0.4 | 1.3 |
Accumulated Translation Adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Foreign currency gains (losses) | 42.4 | 19.4 |
Foreign currency transaction and translation gain (loss) arising during period related to intra-entity transactions of a long-term investment nature, net of tax | (0.4) | (3.3) |
Foreign currency transaction and translation gain (loss) related to net investment hedges, before reclassification and tax | (25.2) | (41.4) |
Foreign currency translation, tax benefit (provision) related to net investment hedges | $ 6 | $ 9.8 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 294,896 | $ 286,953 | $ 275,015 |
Work-in-process | 154,157 | 134,417 | 127,590 |
Finished goods | 370,406 | 355,337 | 413,864 |
Other | 15,217 | 12,793 | 12,620 |
Inventories, gross | 834,676 | 789,500 | 829,089 |
Adjustment to value inventory at cost on the LIFO method | (156,495) | (156,495) | (125,883) |
Inventories | $ 678,181 | $ 633,005 | $ 703,206 |
Goodwill and Other Intangible_2
Goodwill and Other Intangibles - Schedule of Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Goodwill [Roll Forward] | |
Balance at December 31, 2019 | $ 1,142,223 |
Acquisitions | 520,946 |
Currency translation | 39,294 |
Balance at September 30, 2020 | 1,702,463 |
Metal containers | |
Goodwill [Roll Forward] | |
Balance at December 31, 2019 | 113,463 |
Currency translation | 2,217 |
Balance at September 30, 2020 | 115,680 |
Closures | |
Goodwill [Roll Forward] | |
Balance at December 31, 2019 | 801,776 |
Acquisitions | 520,946 |
Currency translation | 37,511 |
Balance at September 30, 2020 | 1,360,233 |
Plastic containers | |
Goodwill [Roll Forward] | |
Balance at December 31, 2019 | 226,984 |
Currency translation | (434) |
Balance at September 30, 2020 | $ 226,550 |
Goodwill and Other Intangible_3
Goodwill and Other Intangibles - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Schedule of Intangible Assets (Excluding Goodwill) [Line Items] | ||
Definite-lived intangibles, Gross Amount | $ 766,769 | $ 461,489 |
Accumulated Amortization | (165,653) | (139,014) |
Intangible Assets, Gross | 798,909 | 493,629 |
Trade names | ||
Schedule of Intangible Assets (Excluding Goodwill) [Line Items] | ||
Indefinite-lived intangibles, Gross Amount | 32,140 | 32,140 |
Customer relationships | ||
Schedule of Intangible Assets (Excluding Goodwill) [Line Items] | ||
Definite-lived intangibles, Gross Amount | 696,003 | 422,042 |
Accumulated Amortization | (136,583) | (116,575) |
Other | ||
Schedule of Intangible Assets (Excluding Goodwill) [Line Items] | ||
Definite-lived intangibles, Gross Amount | 70,766 | 39,447 |
Accumulated Amortization | $ (29,070) | $ (22,439) |
Goodwill and Other Intangible_4
Goodwill and Other Intangibles (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Goodwill [Line Items] | |||||
Goodwill | $ 1,702,463 | $ 1,128,151 | $ 1,702,463 | $ 1,128,151 | $ 1,142,223 |
Amortization of intangible assets | 10,400 | $ 6,700 | 25,400 | $ 20,400 | |
Finite-lived intangible asset, expected amortization, 2020 | 35,900 | 35,900 | |||
Finite-lived intangible asset, expected amortization, 2021 | 40,700 | 40,700 | |||
Finite-lived intangible asset, expected amortization, 2022 | 39,900 | 39,900 | |||
Finite-lived intangible asset, expected amortization, 2023 | 39,900 | 39,900 | |||
Finite-lived intangible asset, expected amortization, 2024 | 38,300 | 38,300 | |||
Cobra Plastics and the Albea Dispensing Business | |||||
Goodwill [Line Items] | |||||
Goodwill | 521,000 | 521,000 | |||
Cobra Plastics and the Albea Dispensing Business | Customer Relationships | |||||
Goodwill [Line Items] | |||||
Intangible assets recognized in acquisitions | 268,500 | 268,500 | |||
Cobra Plastics and the Albea Dispensing Business | Technology-Based Intangible Assets | |||||
Goodwill [Line Items] | |||||
Intangible assets recognized in acquisitions | $ 28,000 | $ 28,000 |
Long-Term Debt (Details)
Long-Term Debt (Details) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Feb. 26, 2020USD ($) | Feb. 26, 2020EUR (€) | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||||||||
Total debt - principal | $ 3,469,408,000 | $ 2,661,075,000 | $ 3,469,408,000 | $ 2,661,075,000 | $ 2,258,873,000 | |||
Less unamortized debt issuance costs | 21,638,000 | 9,690,000 | 21,638,000 | 9,690,000 | 14,452,000 | |||
Debt long term and short term less unamortized debt issuance costs combined amount | 3,447,770,000 | 2,651,385,000 | 3,447,770,000 | 2,651,385,000 | 2,244,421,000 | |||
Less current portion | 284,465,000 | 841,430,000 | 284,465,000 | 841,430,000 | 29,813,000 | |||
Long-term debt | 3,163,305,000 | 1,809,955,000 | 3,163,305,000 | 1,809,955,000 | 2,214,608,000 | |||
Loss on early extinguishment of debt | 0 | 1,676,000 | 1,481,000 | 1,676,000 | ||||
Bank debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | 1,185,825,000 | 1,619,005,000 | 1,185,825,000 | 1,619,005,000 | 795,830,000 | |||
4¾% Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | |||
Senior note interest rate (in percentage) | 4.75% | 4.75% | 4.75% | 4.75% | 4.75% | |||
3¼% Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | $ 762,223,000 | $ 708,630,000 | $ 762,223,000 | $ 708,630,000 | $ 729,755,000 | |||
Senior note interest rate (in percentage) | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | |||
4⅛% Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | $ 600,000,000 | $ 0 | $ 600,000,000 | $ 0 | $ 400,000,000 | |||
Senior note interest rate (in percentage) | 4.125% | 4.125% | 4.125% | |||||
Debt instrument, face amount | $ 200,000,000 | |||||||
2¼% Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | $ 586,325,000 | 0 | $ 586,325,000 | 0 | $ 0 | |||
Senior note interest rate (in percentage) | 2.25% | 2.25% | ||||||
Debt instrument, face amount | € | € 500,000,000 | |||||||
Debt instrument offering price percentage at principle amount | 100.00% | 100.00% | ||||||
Finance Leases | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | $ 35,035,000 | 33,440,000 | $ 35,035,000 | 33,440,000 | 33,288,000 | |||
Bank Revolving Loans | Bank debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | 246,000,000 | 766,000,000 | 246,000,000 | 766,000,000 | 0 | |||
Less current portion | 246,000,000 | 246,000,000 | ||||||
U S Term Loans | Bank debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | 900,000,000 | 800,000,000 | 900,000,000 | 800,000,000 | 760,000,000 | |||
Canadian Term Loans | Bank debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | 0 | 15,943,000 | 0 | 15,943,000 | 4,703,000 | |||
Other Foreign Bank Revolving and Term Loans | Bank debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt - principal | 39,825,000 | $ 37,062,000 | 39,825,000 | $ 37,062,000 | $ 31,127,000 | |||
Less current portion | 36,600,000 | 36,600,000 | ||||||
Finance Leases | ||||||||
Debt Instrument [Line Items] | ||||||||
Less current portion | $ 1,900,000 | $ 1,900,000 | ||||||
Senior Notes | 4⅛% Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument offering price percentage | 99.50% | 99.50% | ||||||
Term Loan | A-Term Loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Loss on early extinguishment of debt | $ 1,500,000 |
Long-Term Debt - 2 1_4% Senior
Long-Term Debt - 2 1/4% Senior Notes (Details) - 2¼% Senior Notes | Feb. 26, 2020 | Sep. 30, 2020 |
Debt Instrument [Line Items] | ||
Senior note interest rate (in percentage) | 2.25% | |
Debt Instrument, Redemption - Post March 1 2023 | ||
Debt Instrument [Line Items] | ||
Initial redemption price (in percentage) | 101.125% | |
Final redemption price (in percentage) | 100.00% | |
Debt Instrument, Redemption - Pre March 1 2023 | ||
Debt Instrument [Line Items] | ||
Maximum redemption percent allowed and limited to proceeds from equity offering (in percentage) | 35.00% | |
Debt redemption, price percent of principal amount, from the proceeds of certain equity offerings (in percentage) | 102.25% | |
Debt instrument, redemption price, (in percentage) | 100.00% | |
Redemption price percent if change in control occurs (in percentage) | 101.00% |
Long-Term Debt - Incremental Te
Long-Term Debt - Incremental Term Loan Commitment Agreement (Details) - USD ($) $ in Thousands | Jun. 01, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||||
Total debt - principal | $ 3,469,408 | $ 2,258,873 | $ 2,661,075 | |
Incremental U S Term Loans | Base Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.75% | |||
Incremental U S Term Loans | Eurodollar Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.75% | |||
Bank debt | ||||
Debt Instrument [Line Items] | ||||
Total debt - principal | 1,185,825 | $ 795,830 | $ 1,619,005 | |
Bank debt | Incremental U S Term Loans | ||||
Debt Instrument [Line Items] | ||||
Total debt - principal | $ 900,000 | |||
Long-term debt, maturity, December 31, 2021 | 90,000 | |||
Long-term debt, maturity, December 31, 2022 | 90,000 | |||
Long-term debt, maturity, December 31, 2023 | $ 90,000 | |||
Minimum | Incremental U S Term Loans | Base Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.25% | |||
Minimum | Incremental U S Term Loans | Eurodollar Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.25% | |||
Maximum | Incremental U S Term Loans | Base Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.75% | |||
Maximum | Incremental U S Term Loans | Eurodollar Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.75% |
Financial Instruments - Carryin
Financial Instruments - Carrying Amounts and Estimated Fair Values of Other Financial Instruments (Details) $ in Thousands | Sep. 30, 2020USD ($) |
4¾% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Senior note interest rate (in percentage) | 4.75% |
3¼% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Senior note interest rate (in percentage) | 3.25% |
4⅛% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Senior note interest rate (in percentage) | 4.125% |
2¼% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Senior note interest rate (in percentage) | 2.25% |
Carrying Amount | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Cash and cash equivalents | $ 193,759 |
Derivative instruments (accrued and other liabilities) | 6,588 |
Carrying Amount | Bank debt | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 1,185,825 |
Carrying Amount | 4¾% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 300,000 |
Carrying Amount | 3¼% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 762,223 |
Carrying Amount | 4⅛% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 599,062 |
Carrying Amount | 2¼% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 586,325 |
Fair Value | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Cash and cash equivalents | 193,759 |
Derivative instruments (accrued and other liabilities) | 6,588 |
Fair Value | Bank debt | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 1,185,825 |
Fair Value | 4¾% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 305,250 |
Fair Value | 3¼% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 772,589 |
Fair Value | 4⅛% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | 613,500 |
Fair Value | 2¼% Senior Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Bank debt | $ 573,133 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2020USD ($) | Sep. 30, 2020USD ($) | |
USD Interest Rate Swap Contract One | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 50,000,000 | $ 50,000,000 |
Fixed interest rate | 2.878% | 2.878% |
USD Interest Rate Swap Contract Two | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 50,000,000 | $ 50,000,000 |
Fixed interest rate | 2.878% | 2.878% |
Accumulated Translation Adjustment | ||
Derivative [Line Items] | ||
Foreign currency (losses) gains of net investment hedges included in accumulated other comprehensive loss | $ (25,200,000) | $ (41,400,000) |
Retirement Benefits - Component
Retirement Benefits - Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Pension Benefit Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 2,983 | $ 2,871 | $ 9,958 | $ 9,383 |
Interest cost | 5,816 | 7,149 | 17,236 | 21,241 |
Expected return on plan assets | (18,104) | (15,200) | (54,091) | (45,425) |
Amortization of prior service cost | 43 | 46 | 154 | 86 |
Amortization of actuarial losses | 2,993 | 4,084 | 8,862 | 12,324 |
Net periodic benefit credit | (6,269) | (1,050) | (17,881) | (2,391) |
Other Postretirement Benefit Plans, Defined Benefit | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 18 | 16 | 66 | 60 |
Interest cost | 142 | 200 | 425 | 569 |
Amortization of prior service cost | (487) | (586) | (1,454) | (1,749) |
Amortization of actuarial losses | (115) | (33) | (254) | (366) |
Net periodic benefit credit | $ (442) | $ (403) | $ (1,217) | $ (1,486) |
Treasury Stock - Additional Inf
Treasury Stock - Additional Information (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Oct. 17, 2016 | |
Equity, Class of Treasury Stock [Line Items] | ||
Stock repurchase program, additional repurchase authorization | $ 300,000,000 | |
Treasury stock (in shares) | 64,226,667 | |
2016 BOD Authorized Common Stock Repurchase | ||
Equity, Class of Treasury Stock [Line Items] | ||
Repurchase of common stock (in shares) | 259,461 | |
Average cost per share of treasury stock acquired (usd per share) | $ 26.71 | |
Payments for repurchase of common stock | $ 6,900,000 | |
Remaining authorized repurchase amount | $ 105,600,000 | |
2004 Amended and Restated Stock Incentive Plan | ||
Equity, Class of Treasury Stock [Line Items] | ||
Average cost per share of treasury stock acquired (usd per share) | $ 28.63 | |
Average cost of treasury shares that were issued for restricted stock units that vested during the period (usd per share) | $ 3.16 | |
Shares repurchased to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units (in shares) | 217,325 | |
2004 Amended and Restated Stock Incentive Plan | Treasury Stock | ||
Equity, Class of Treasury Stock [Line Items] | ||
Treasury shares issued for restricted stock units that vested during the period (in shares) | 582,151 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - Restricted Stock Units $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted stock units granted (shares) | shares | 453,622 |
Fair value of restricted stock units granted | $ | $ 13.6 |
Business Segment Information -
Business Segment Information - Reportable Business Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | ||
Segment Reporting Information [Line Items] | |||||
Net sales | $ 1,488,499 | $ 1,321,342 | $ 3,695,353 | $ 3,441,635 | |
Depreciation and amortization | [1] | 58,031 | 51,875 | 160,127 | 154,151 |
Rationalization charges | 2,505 | 3,195 | 7,247 | 48,594 | |
Segment Income | 174,033 | 132,695 | 407,408 | 288,035 | |
Amortization of debt issuance costs and discounts | 1,200 | 3,300 | |||
Amortization of debt discount | 800 | 2,600 | |||
Metal Containers | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 856,660 | 822,262 | 1,962,370 | 1,904,941 | |
Depreciation and amortization | [1] | 21,008 | 21,477 | 62,034 | 64,021 |
Rationalization charges | 1,639 | 3,035 | 4,755 | 42,280 | |
Segment Income | 94,497 | 81,128 | 213,757 | 134,053 | |
Closures | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 475,105 | 353,436 | 1,242,725 | 1,072,979 | |
Depreciation and amortization | [1] | 27,777 | 20,847 | 69,927 | 62,345 |
Rationalization charges | 787 | 72 | 2,229 | 5,979 | |
Segment Income | 64,161 | 44,784 | 167,971 | 131,896 | |
Plastic Containers | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 156,734 | 145,644 | 490,258 | 463,715 | |
Depreciation and amortization | [1] | 9,207 | 9,512 | 28,046 | 27,665 |
Rationalization charges | 79 | 88 | 263 | 335 | |
Segment Income | 21,887 | 11,425 | 66,918 | 36,902 | |
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 0 | 0 | 0 | 0 | |
Depreciation and amortization | [1] | 39 | 39 | 120 | 120 |
Rationalization charges | 0 | 0 | 0 | 0 | |
Segment Income | $ (6,512) | $ (4,642) | $ (41,238) | $ (14,816) | |
[1] | Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $1.2 million and $3.3 million for the three and nine months ended September 30, 2020, respectively, and amortization of debt issuance costs of $0.8 million and $2.6 million for the three and nine months ended September 30, 2019, respectively. |
Business Segment Information _2
Business Segment Information - Reconciliation of Segment Income to Income before Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting [Abstract] | ||||
Segment Income | $ 174,033 | $ 132,695 | $ 407,408 | $ 288,035 |
Interest and other debt expense | 27,725 | 28,443 | 78,532 | 83,948 |
Income before income taxes | $ 146,308 | $ 104,252 | $ 328,876 | $ 204,087 |