Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 01, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-41459 | ||
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 | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 3.9 | ||
Entity Common Stock, Shares Outstanding | 106,499,955 | ||
Documents Incorporated by Reference | Portions of the Registrant’s Proxy Statement, to be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, for its Annual Meeting of Stockholders to be held in 2024 are incorporated by reference in Part III of this Annual Report on Form 10-K. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000849869 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Auditor Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | Stamford, Connecticut |
Auditor Firm ID | 42 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 642,923 | $ 585,622 |
Trade accounts receivable, less allowances of $8,827 and $9,072, respectively | 599,524 | 657,968 |
Inventories | 940,808 | 769,403 |
Prepaid expenses and other current assets | 165,727 | 119,659 |
Total current assets | 2,348,982 | 2,132,652 |
Property, plant and equipment, net | 1,961,585 | 1,931,497 |
Goodwill | 2,018,241 | 1,984,952 |
Other intangible assets, net | 721,023 | 763,812 |
Other assets, net | 561,405 | 532,844 |
Total assets | 7,611,236 | 7,345,757 |
Current liabilities: | ||
Revolving loans and current portion of long-term debt | 880,315 | 80,061 |
Trade accounts payable | 1,075,913 | 974,030 |
Accrued payroll and related costs | 97,886 | 98,914 |
Accrued liabilities | 257,742 | 284,855 |
Total current liabilities | 2,311,856 | 1,437,860 |
Long-term debt | 2,546,451 | 3,345,381 |
Deferred income taxes | 433,666 | 388,677 |
Other liabilities | 429,905 | 455,583 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock ($0.01 par value per share; 400,000,000 shares authorized, 175,112,496 shares issued and 106,499,955 and 110,079,007 shares outstanding, respectively) | 1,751 | 1,751 |
Paid-in capital | 353,848 | 339,839 |
Retained earnings | 3,208,237 | 2,961,079 |
Accumulated other comprehensive loss | (251,361) | (345,310) |
Treasury stock at cost (68,612,541 and 65,033,489 shares, respectively) | (1,423,117) | (1,239,103) |
Total stockholders’ equity | 1,889,358 | 1,718,256 |
Liabilities and equity, total | $ 7,611,236 | $ 7,345,757 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for credit loss | $ 8,827 | $ 9,072 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 175,112,496 | 175,112,496 |
Common stock, shares outstanding (in shares) | 106,499,955 | 110,079,007 |
Treasury stock, shares (in shares) | 68,612,541 | 65,033,489 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Net sales | $ 5,988,205 | $ 6,411,499 | $ 5,677,105 |
Cost of goods sold | 4,995,647 | 5,363,690 | 4,758,689 |
Gross profit | 992,558 | 1,047,809 | 918,416 |
Selling, general and administrative expenses | 384,377 | 417,015 | 378,105 |
Rationalization charges | 8,412 | 74,081 | 15,010 |
Other pension and postretirement expense (income) | 4,333 | (45,249) | (50,812) |
Income before interest and income taxes | 595,436 | 601,962 | 576,113 |
Interest and other debt expense before loss on early extinguishment of debt | 173,315 | 126,342 | 108,428 |
Loss on early extinguishment of debt | 0 | 1,481 | 1,372 |
Interest and other debt expense | 173,315 | 127,823 | 109,800 |
Income before income taxes | 422,121 | 474,139 | 466,313 |
Provision for income taxes | 96,156 | 133,291 | 107,232 |
Net income | $ 325,965 | $ 340,848 | $ 359,081 |
Basic net income per share (in dollars per share) | $ 3 | $ 3.09 | $ 3.25 |
Diluted net income per share (in dollars per share) | $ 2.98 | $ 3.07 | $ 3.23 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 325,965 | $ 340,848 | $ 359,081 |
Other comprehensive income (loss), net of tax: | |||
Changes in net prior service credit and net actuarial losses, net of tax (provision) benefit of $(7,691), $8,908 and $(18,850), respectively | 23,210 | (37,259) | 49,130 |
Change in fair value of derivatives, net of tax provision of $(177), $(483) and $(725), respectively | 556 | 1,555 | 2,329 |
Foreign currency translation, net of tax benefit (provision) of $3,802, $(7,590) and $(9,695), respectively | 70,183 | (49,778) | (50,334) |
Other comprehensive income (loss) | 93,949 | (85,482) | 1,125 |
Comprehensive income | $ 419,914 | $ 255,366 | $ 360,206 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Changes in net prior service credit and net actuarial losses, tax (provision) benefit | $ (7,691) | $ 8,908 | $ (18,850) |
Change in fair value of derivatives, tax provision | (177) | (483) | (725) |
Foreign currency translation, tax benefit (provision) | $ 3,802 | $ (7,590) | $ (9,695) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common stock | Paid-in capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock |
Beginning balance (in shares) at Dec. 31, 2020 | 110,057,000 | |||||
Beginning balance at Dec. 31, 2020 | $ 1,751 | $ 306,363 | $ 2,395,395 | $ (260,953) | $ (1,189,683) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 353,000 | |||||
Stock compensation expense | 20,921 | |||||
Net issuance of treasury stock for vested restricted stock units | (1,836) | (6,737) | ||||
Net income | $ 359,081 | 359,081 | ||||
Dividends declared on common stock | (62,731) | |||||
Other comprehensive (loss) income | 1,125 | |||||
Repurchases of common stock | 0 | |||||
Ending balance (in shares) at Dec. 31, 2021 | 110,410,000 | |||||
Ending balance at Dec. 31, 2021 | $ 1,562,696 | $ 1,751 | 325,448 | 2,691,745 | (259,828) | (1,196,420) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Dividends declared on common stock per share (in dollars per share) | $ 0.56 | |||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 455,000 | |||||
Repurchases of common stock (in shares) | (786,000) | |||||
Stock compensation expense | 16,832 | |||||
Net issuance of treasury stock for vested restricted stock units | (2,441) | (10,593) | ||||
Net income | $ 340,848 | 340,848 | ||||
Dividends declared on common stock | (71,514) | |||||
Other comprehensive (loss) income | (85,482) | |||||
Repurchases of common stock | (32,090) | |||||
Ending balance (in shares) at Dec. 31, 2022 | 110,079,007 | 110,079,000 | ||||
Ending balance at Dec. 31, 2022 | $ 1,718,256 | $ 1,751 | 339,839 | 2,961,079 | (345,310) | (1,239,103) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Dividends declared on common stock per share (in dollars per share) | $ 0.64 | |||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 314,000 | |||||
Repurchases of common stock (in shares) | (3,893,000) | |||||
Stock compensation expense | 15,572 | |||||
Net issuance of treasury stock for vested restricted stock units | (1,563) | (7,710) | ||||
Net income | $ 325,965 | 325,965 | ||||
Dividends declared on common stock | (78,807) | |||||
Other comprehensive (loss) income | 93,949 | |||||
Repurchases of common stock | (176,304) | |||||
Ending balance (in shares) at Dec. 31, 2023 | 106,499,955 | 106,500,000 | ||||
Ending balance at Dec. 31, 2023 | $ 1,889,358 | $ 1,751 | $ 353,848 | $ 3,208,237 | $ (251,361) | $ (1,423,117) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Dividends declared on common stock per share (in dollars per share) | $ 0.72 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows provided by (used in) operating activities: | |||
Net income | $ 325,965 | $ 340,848 | $ 359,081 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 263,233 | 262,788 | 250,360 |
Amortization of debt discount and debt issuance costs | 5,365 | 5,457 | 5,568 |
Rationalization charges | 8,412 | 74,081 | 15,010 |
Stock compensation expense | 15,572 | 16,832 | 20,921 |
Loss on early extinguishment of debt | 0 | 1,481 | 1,372 |
Deferred income tax provision (benefit) | 33,108 | (32,181) | 59,577 |
Other changes that provided (used) cash, net of effects from acquisitions: | |||
Trade accounts receivable, net | 73,697 | 30,367 | (81,473) |
Inventories | (162,266) | 5,797 | (109,548) |
Trade accounts payable | (3,820) | 20,245 | 171,972 |
Accrued liabilities | (54,860) | 42,846 | (30,293) |
Other, net | (21,810) | (20,149) | (105,706) |
Net cash provided by operating activities | 482,596 | 748,412 | 556,841 |
Cash flows provided by (used in) investing activities: | |||
Purchase of businesses, net of cash acquired | 0 | (2,504) | (745,670) |
Capital expenditures | (226,810) | (215,761) | (232,264) |
Proceeds from asset sales | 1,755 | 3,351 | 2,799 |
Other, net | 1,242 | (691) | (824) |
Net cash (used in) investing activities | (223,813) | (215,605) | (975,959) |
Cash flows provided by (used in) financing activities: | |||
Borrowings under revolving loans | 1,122,095 | 828,561 | 1,185,437 |
Repayments under revolving loans | (1,121,054) | (818,551) | (1,194,769) |
Repayment of principal amounts under finance leases | (2,911) | (2,858) | (1,295) |
Changes in outstanding checks – principally vendors | 99,144 | (164,430) | 141,647 |
Proceeds from issuance of long-term debt | 12,305 | 6,042 | 1,499,725 |
Repayments of long-term debt | (58,083) | (301,285) | (900,000) |
Debt issuance costs | 0 | 0 | (11,073) |
Dividends paid on common stock | (78,894) | (71,948) | (62,495) |
Repurchase of common stock | (183,993) | (45,124) | (8,573) |
Net cash (used in) provided by financing activities | (211,391) | (569,593) | 648,604 |
Effect of exchange rate changes on cash and cash equivalents | 9,909 | (9,031) | (7,528) |
Cash and cash equivalents: | |||
Net increase (decrease) | 57,301 | (45,817) | 221,958 |
Balance at beginning of year | 585,622 | 631,439 | 409,481 |
Balance at end of year | 642,923 | 585,622 | 631,439 |
Interest paid, net | 155,399 | 123,726 | 101,665 |
Income taxes paid, net of refunds | $ 116,382 | $ 93,864 | $ 94,426 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | S UMMARY OF S IGNIFICANT A CCOUNTING P OLICIES Nature of Business . Silgan Holdings Inc., or Silgan, and its subsidiaries conduct business in three segments: dispensing and specialty closures; metal containers; and custom containers. Our dispensing and specialty closures segment manufactures and sells dispensing systems and specialty closures for fragrance and beauty, food, beverage, personal and health care, home care and lawn and garden products. Our metal containers segment is engaged in the manufacture and sale of steel and aluminum containers for pet and human food and general line products. Our custom containers segment manufactures and sells custom designed plastic containers for pet and human food, consumer health and pharmaceutical, personal care, home care, lawn and garden and automotive products. Our dispensing and specialty closures segment has operating facilities in North and South America, Europe and Asia. Our metal containers segment has operating facilities in North America, Europe and Asia. Our custom containers segment has operating facilities in North America. Basis of Presentation . The consolidated financial statements include the accounts of Silgan and our subsidiaries. Newly acquired subsidiaries have been included in the consolidated financial statements from their dates of acquisition. All significant intercompany transactions have been eliminated. The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles, or GAAP, requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates. Generally, our subsidiaries that operate outside the United States use their local currency as the functional currency. The principal functional currency for our foreign operations is the Euro. Balance sheet accounts of our foreign subsidiaries are translated at exchange rates in effect at the balance sheet date, while revenue and expense accounts are translated at average rates prevailing during the year. Translation adjustments are reported as a component of accumulated other comprehensive loss. Gains or losses resulting from operating transactions denominated in foreign currencies that are not designated as a hedge are generally included in selling, general and administrative expenses in our Consolidated Statements of Income. Certain prior years' amounts have been reclassified to conform with the current year's presentation. Cash and Cash Equivalents . Cash equivalents represent short-term, highly liquid investments which are readily convertible to cash and have maturities of three months or less at the time of purchase. As a result of our cash management system, checks issued for payment may create negative book balances. Checks outstanding in excess of related book balances are included in trade accounts payable in our Consolidated Balance Sheets. Changes in outstanding checks are included in financing activities in our Consolidated Statements of Cash Flows to treat them as, in substance, cash advances. Inventories . Inventories are valued at the lower of cost or net realizable value. Cost for inventories of certain portions of our dispensing and specialty closures segment and of domestic inventories of our metal containers segment is principally determined on the last-in, first-out basis, or LIFO. Cost for inventories of certain portions of our dispensing and specialty closures segment and of our custom containers segment is principally determined on the first-in, first-out basis, or FIFO. Cost for inventories of certain portions of our dispensing and specialty closures segment and of foreign inventories of our metal containers segment is principally determined on the average cost method. Property, Plant and Equipment, Net . Property, plant and equipment, net is stated at historical cost less accumulated depreciation. Major renewals and betterments that extend the life of an asset are capitalized and repairs and maintenance expenditures are charged to expense as incurred. Design and development costs for molds, dies and other tools that we do not own and that will be used to produce products that will be sold under long-term supply arrangements are capitalized. Depreciation is computed using the straight-line method over the estimated useful lives of depreciable assets. The principal estimated useful lives are 35 years for buildings and range between 3 years to 20 years for machinery and equipment. Leasehold improvements are amortized over the shorter of the life of the related asset or the life of the lease. Goodwill and Other Intangible Assets, Net . 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 goodwill and other indefinite-lived intangible assets were not impaired in our annual assessment performed during the third quarter. Definite-lived intangible assets are amortized over their estimated useful lives on a straight-line basis. Customer relationships have a weighted average life of approximately 21 years. Other definite-lived intangible assets consist primarily of trade names and technology know-how and have a weighted average life of approximately 8 years. Impairment of Long-Lived Assets . We assess long-lived assets, including intangible assets with definite lives, for impairment whenever events or changes in circumstances indicate the carrying amount of the assets may not be fully recoverable. An impairment exists if the estimate of future undiscounted cash flows generated by the assets is less than the carrying value of the assets. If impairment is determined to exist, any related impairment loss is then measured by comparing the fair value of the assets to their carrying amount. Hedging Instruments . All derivative financial instruments are recorded in the Consolidated Balance Sheets at their fair values. Changes in fair values of derivatives are recorded in each period in earnings or other comprehensive loss, depending on whether a derivative is designated as part of a qualifying 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 derivative 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 also 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. Income Taxes . We account for income taxes using the liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period of enactment of such change. No provision is made for U.S. income taxes applicable to undistributed earnings of foreign subsidiaries that are indefinitely reinvested. The minimum tax on foreign earnings, more commonly referred to as the tax on Global Intangible Low-Taxed Income, is accounted for as a component of current income tax expense. Revenue Recognition . Our revenues are primarily derived from the sale of rigid packaging products to customers. We recognize revenue at the amount we expect to be entitled to in exchange for promised goods for which we have transferred control to customers. If the consideration agreed to in a contract includes a variable amount, we estimate the amount of consideration we expect to be entitled to in exchange for transferring the promised goods to the customer. Generally, revenue is recognized at a point in time for standard promised goods at the time of shipment when title and risk of loss pass to the customer, and revenue is recognized over time in cases where we produce promised goods with no alternative use to us and for which we have an enforceable right of payment for production completed. The production cycle for customer contracts subject to over time recognition is generally completed in less than one month. Due to the short-term duration of our production cycle, we have elected the practical expedient permitting us to exclude disclosure regarding our performance obligations with respect to outstanding purchase orders. We have elected to treat shipping and handling costs after the control of goods has been transferred to the customer as a fulfillment cost. Sales and similar taxes that are imposed on our sales and collected from customers are excluded from revenues. Stock-Based Compensation . We currently have one stock-based compensation plan in effect under which we have issued restricted stock units to our officers, other key employees and outside directors. A restricted stock unit represents the right to receive one share of our common stock at a future date. Unvested restricted stock units that have been issued do not have voting rights and may not be disposed of or transferred during the vesting period. |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | R EVENUE The following tables present our revenues disaggregated by reportable 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 segment were as follows: 2023 2022 2021 (Dollars in thousands) Dispensing and Specialty Closures $ 2,221,430 $ 2,316,690 $ 2,160,484 Metal Containers 3,140,830 3,371,776 2,808,065 Custom Containers 625,945 723,033 708,556 $ 5,988,205 $ 6,411,499 $ 5,677,105 Revenues by geography were as follows: 2023 2022 2021 (Dollars in thousands) North America $ 4,582,356 $ 4,958,103 $ 4,341,364 Europe and other 1,405,849 1,453,396 1,335,741 $ 5,988,205 $ 6,411,499 $ 5,677,105 Our contracts generally include standard commercial payment terms generally acceptable in each region. We do not provide financing with extended payment terms beyond generally standard commercial payment terms for the applicable industry. We have no significant obligations for refunds, warranties or similar obligations. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS | A CQUISITIONS G ATEWAY P LASTICS LLC A CQUISITION On September 20, 2021, we acquired Gateway Plastics LLC, or Silgan Specialty Packaging, a manufacturer of dispensing closures and integrated dispensing packaging solutions, such as a combined container and closure or 100% recyclable dispensing beverage pods, for consumer goods products primarily for the food and beverage markets. The purchase price for this acquisition of $484.9 million, net of cash acquired, was funded with revolving loan borrowings under our amended and restated senior secured credit facility, as amended, 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 $209.4 million, a customer relationship intangible asset of $169.0 million and a technology know-how intangible asset of $3.4 million. During 2022, we finalized our purchase price allocation for this acquisition, and there were no material changes to the previously recorded fair values of assets acquired and liabilities assumed. Silgan Specialty Packaging's results of operations were included in our dispensing and specialty closures segment since the acquisition date and were not significant since such date. U NICEP P ACKAGING LLC A CQUISITION On September 30, 2021, we acquired Unicep Packaging LLC, or Silgan Unicep, a Specialty Contract Manufacturer and Developer, or SCMD, solutions provider that develops, formulates, manufactures and sells precision dosing dispensing solutions, such as diagnostic test components, oral care applications and skin care products, primarily for the health care, diagnostics, animal health, oral care and personal care markets. The purchase price for this acquisition of $237.1 million, net of cash acquired, was funded with revolving loan borrowings under 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 $142.6 million, a customer relationship intangible asset of $74.0 million, a technology know-how intangible asset of $4.0 million and a trade name intangible asset of $3.6 million. During 2022, we finalized our purchase price allocation for this acquisition, and there were no material changes to the previously recorded fair values of assets acquired and liabilities assumed. Silgan Unicep's results of operations were included in our dispensing and specialty closures segment since the acquisition date and were not significant since such date. E ASYTECH C LOSURES S.p.A. A CQUISITION On October 1, 2021, we acquired Easytech Closures S.p.A., or Easytech, a manufacturer of easy-open and sanitary metal ends used with metal containers primarily for food applications in Europe. The purchase price for this acquisition of $28.4 million, net of cash acquired, was funded with revolving loan borrowings under 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 $12.9 million and a customer relationship intangible asset of $3.1 million. During 2022, we finalized our purchase price allocation for this acquisition, and there were no material changes to the previously recorded fair values of assets acquired and liabilities assumed. Easytech's results of operations were included in our metal containers segment since the acquisition date and were not significant since such date. |
RATIONALIZATION CHARGES
RATIONALIZATION CHARGES | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
RATIONALIZATION CHARGES | R ATIONALIZATION C HARGES We continually evaluate cost reduction opportunities across each of our segments, 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 segment for each of the years ended December 31 were as follows: 2023 2022 2021 (Dollars in thousands) Dispensing and Specialty Closures $ 11,285 $ 944 $ 5,806 Metal Containers (7,849) 73,137 8,873 Custom Containers 4,976 — 331 $ 8,412 $ 74,081 $ 15,010 In the fourth quarter of 2022, we recognized a rationalization charge of $73.8 million in the metal containers segment related to the write-off of net assets to service the Russian market. Our two metal container manufacturing facilities in Russia were closed at the beginning of 2023. In the fourth quarter of 2023, we recorded a rationalization credit of $17.7 million in the metal containers segment related to a loss recovery from Oesterreichische Kontrollbank Aktiengesellschaft, an Austrian entity that provides financial services including credit insurance, in respect of such net assets. In 2019, we withdrew from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan , and estimated total rationalization expenses and cash expenditures from such withdrawal of $62.0 million at that time. In the fourth quarter of 2022, we finalized the calculation of the withdrawal liability with the Central States Pension Plan and revised the total expected costs of the withdrawal liability as of the withdrawal date to be $51.1 million, with expected total future cash expenditures of $41.9 million. Accordingly, the fourth quarter of 2022 includes a rationalization credit of $8.5 million in the metal containers segment for the adjustment to the withdrawal liability for the Central States Pension Plan as finalized. Remaining expenses related to the accretion of interest for the withdrawal liability for the Central States Pension Plan are expected to be approximately $0.9 million per year to be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $2.6 million per year through 2040. Activity in reserves for our rationalization plans was as follows: Employee Plant Non-Cash Total (Dollars in thousands) Balance as of January 1, 2021 $ 41,005 $ 555 $ — $ 41,560 Charged to expense 8,048 1,882 5,080 15,010 Utilized and currency translation (7,963) (2,280) (5,080) (15,323) Balance at December 31, 2021 41,090 157 — 41,247 Charged to expense (1,657) 1,205 74,533 74,081 Utilized and currency translation (7,792) (1,203) (74,533) (83,528) Balance at December 31, 2022 31,641 159 — 31,800 Charged to expense 12,314 6,175 (10,077) 8,412 Utilized and currency translation (10,400) (5,869) 10,077 (6,192) Balance at December 31, 2023 $ 33,555 $ 465 $ — $ 34,020 Non-cash asset write-downs were the result of comparing the carrying value of certain production related equipment to their fair value using estimated future discounted cash flows, a Level 3 fair value measurement (see Note 10 for information regarding a Level 3 fair value measurement). Non-cash asset write-downs for the year ended December 31, 2023 were net of recovered losses of $17.7 million discussed above. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | A CCUMULATED O THER C OMPREHENSIVE L OSS Accumulated other comprehensive loss is reported in our 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 January 1, 2021 $ (168,604) $ (4,656) $ (87,693) $ (260,953) Other comprehensive loss before reclassifications 41,422 715 (50,334) (8,197) Amounts reclassified from accumulated other comprehensive loss 7,708 1,614 — 9,322 Other comprehensive income 49,130 2,329 (50,334) 1,125 Balance at December 31, 2021 (119,474) (2,327) (138,027) (259,828) Other comprehensive loss before reclassifications (39,174) 2,195 (49,778) (86,757) Amounts reclassified from accumulated other comprehensive loss 1,915 (640) — 1,275 Other comprehensive loss (37,259) 1,555 (49,778) (85,482) Balance at December 31, 2022 (156,733) (772) (187,805) (345,310) Other comprehensive income before reclassifications 15,556 852 46,149 62,557 Amounts reclassified from accumulated other comprehensive loss 7,654 (296) 24,034 31,392 Other comprehensive income 23,210 556 70,183 93,949 Balance at December 31, 2023 $ (133,523) $ (216) $ (117,622) $ (251,361) The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the years ended December 31, 2023, 2022 and 2021 were net (losses) of $(10.2) million , $(2.9) million and $(10.6) million, respectively, excluding income tax benefits of $2.5 million, $1.0 million and $2.9 million, respectively. These net losses included amortization of net actuarial (losses) of $(11.0) million, $(4.3) million and $(12.2) million for the years ended December 31, 2023, 2022 and 2021, respectively, and amortization of net prior service credit of $0.8 million, $1.4 million and $1.6 million for the years ended December 31, 2023, 2022 and 2021, respectively. Amortization of net actuarial losses and net prior service credit is a component of net periodic benefit cost (credit). See Note 13 for further discussion. The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the years ended December 31, 2023, 2022 and 2021 were not significant. See Note 10 which includes a discussion of derivative instruments and hedging activities. The foreign currency translation component of accumulated other comprehensive loss includes: (i) foreign currency gains (losses) related to translation of year-end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S. Dollar; (ii) foreign currency gains related to intra-entity foreign currency transactions that are of a long-term investment nature; and (iii) foreign currency (losses) gains related to our net investment hedges, net of tax. Foreign currency gains (losses) related to translation of year-end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S. Dollar for the years ended December 31, 2023, 2022 and 2021 were $57.7 million, $(76.3) million and $(82.8) million, respectively. Foreign currency gains related to intra-entity foreign currency transactions that are of a long-term investment nature for the years ended December 31, 2023, 2022 and 2021 were $2.0 million, $2.0 million and $1.3 million, respectively. Foreign currency (losses) gains related to our net investment hedges for the years ended December 31, 2023, 2022 and 2021 were $(17.3) million, $32.1 million and $40.9 million, respectively, excluding an income tax benefit (provision) of $3.8 million, $(7.6) million and $(9.7) million, respectively. See Note 10 for further discussion. Foreign currency translation losses reclassified from accumulated other comprehensive loss in 2023 were due to the shutdown of the two metal container manufacturing facilities in Russia. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | I NVENTORIES The components of inventories at December 31 were as follows: 2023 2022 (Dollars in thousands) Raw materials $ 465,375 $ 409,349 Work-in-process 219,462 218,691 Finished goods 556,737 469,212 Other 16,616 16,463 1,258,190 1,113,715 Adjustment to value inventory at cost on the LIFO method (317,382) (344,312) $ 940,808 $ 769,403 Inventories include $276.3 million and $275.5 million recorded on the FIFO method at December 31, 2023 and 2022, respectively, and $158.7 million and $201.4 million recorded on the average cost method at December 31, 2023 and 2022, respectively. During 2022, we implemented an inventory management program which resulted in permanent reductions of inventories valued under the LIFO method. This resulted in liquidations of inventory layers carried at costs prevailing in prior years and thereby decreased cost of goods sold by $83.0 million for the year ended December 31, 2022. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | P ROPERTY , P LANT AND E QUIPMENT , N ET Property, plant and equipment, net at December 31 was as follows: 2023 2022 (Dollars in thousands) Land $ 82,760 $ 80,115 Buildings and improvements 611,691 601,368 Machinery and equipment 3,788,029 3,616,008 Construction in progress 255,609 234,388 4,738,089 4,531,879 Accumulated depreciation (2,776,504) (2,600,382) $ 1,961,585 $ 1,931,497 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | G OODWILL AND O THER I NTANGIBLE A SSETS , N ET Changes in the carrying amount of goodwill were as follows: Dispensing and Specialty Closures Metal Custom Total (Dollars in thousands) Balance at December 31, 2021 $ 1,684,697 $ 126,192 $ 227,519 $ 2,038,408 Acquisitions 4,627 — — 4,627 Currency translation (49,258) (7,618) (1,207) (58,083) Balance at December 31, 2022 1,640,066 118,574 226,312 1,984,952 Currency translation 30,906 1,925 458 33,289 Balance at December 31, 2023 $ 1,670,972 $ 120,499 $ 226,770 $ 2,018,241 The components of other intangible assets, net at December 31 were as follows: 2023 2022 Gross Accumulated Gross Accumulated (Dollars in thousands) Definite-lived intangibles: Customer relationships $ 925,509 $ (261,403) $ 912,589 $ (214,183) Other 81,069 (56,292) 79,769 (46,503) 1,006,578 (317,695) 992,358 (260,686) Indefinite-lived intangibles: Trade names 32,140 — 32,140 — $ 1,038,718 $ (317,695) $ 1,024,498 $ (260,686) Amortization expense in 2023, 2022 and 2021 was $53.1 million, $52.6 million and $44.6 million, respectively. Amortization expense is expected to be $50.7 million, $49.4 million, $48.3 million, $47.3 million and $45.3 million for the years ended December 31, 2024 through 2028, respectively. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | L ONG -T ERM D EBT Long-term debt at December 31 was as follows: 2023 2022 (Dollars in thousands) Bank debt: Bank revolving loans $ — $ — U.S. term loans 950,000 1,000,000 Other foreign bank revolving and term loans 56,243 49,673 Total bank debt 1,006,243 1,049,673 3¼% Senior Notes 717,990 693,680 4⅛% Senior Notes 600,000 600,000 2¼% Senior Notes 552,300 533,600 1.4% Senior Secured Notes 500,000 500,000 Finance leases 63,302 65,667 Total debt - principal 3,439,835 3,442,620 Less unamortized debt issuance costs and debt discount 13,069 17,178 Total debt 3,426,766 3,425,442 Less current portion 880,315 80,061 $ 2,546,451 $ 3,345,381 A GGREGATE A NNUAL M ATURITIES The aggregate annual maturities of our debt (non-U.S. dollar debt has been translated into U.S. dollars at exchange rates in effect at the balance sheet date), excluding finance leases, are as follows (dollars in thousands): 2024 $ 852,711 2025 106,723 2026 603,665 2027 653,192 2028 1,153,269 Thereafter 6,973 $ 3,376,533 At December 31, 2023, the current portion of our long-term debt consisted of $718.0 million of 3¼% Senior Notes due 2025, $100.0 million of U.S. term loans under our senior secured credit facility, $34.7 million of other foreign bank revolving and term loans and $27.6 million of finance leases. B ANK C REDIT A GREEMENT On March 24, 2017, we completed an amendment and restatement of our previous senior secured credit facility and subsequently entered into four amendments to our amended and restated senior secured credit facility, as so amended, the Credit Agreement, including most recently on June 22, 2023, November 9, 2021 and February 1, 2021. The amendments to the Credit Agreement: • provided us with additional flexibility to, among other things, (i) issue new senior secured notes guaranteed by our U.S. subsidiaries that guarantee the obligations under the Credit Agreement and (ii) pursue our strategic initiatives; • extended the maturity dates for revolving loans and term loans under the Credit Agreement by more than three years; • provided us with $1.0 billion of new term loans which were used to refinance (i) all of our remaining outstanding term loans ($400.0 million) which had been used to fund the purchase price for our acquisition of the dispensing operations of the Albéa Group, or the Albéa Dispensing Business, in 2020 and (ii) outstanding revolving loans ($600.0 million) which had been used to fund the purchase price for our three acquisitions completed in 2021; • increased our multi-currency revolving loan facility to $1.5 billion from $1.2 billion; • amended the definition of applicable margin to provide separate margin schedules for term loans, on the one hand, and revolving loans and swingline loans, on the other hand; and • provided for the transition from LIBOR based interest rates to SOFR (Secured Overnight Financing Rates) and SONIA (Sterling Overnight Index Average) based interest rates, provided for standard interest rate benchmark replacement language and reduced the spread adjustments for Term SOFR borrowings. The applicable margins for term loans and for revolving loans and swingline loans are reset quarterly using the applicable margin schedule based on our Total Net Leverage Ratio (as defined in the Credit Agreement). The range for the applicable margin for term loans is 0.25 percent to 0.75 percent for Base Rate Loans and 1.25 percent to 1.75 percent for Eurocurrency Rate Loans and RFR Loans (each as defined in the Credit Agreement). The range for the applicable margin for revolving loans and swingline loans is 0.00 percent to 0.50 percent for U.S. dollar-denominated Base Rate Loans and Canadian dollar-denominated Canadian Prime Rate Loans, 1.00 percent to 1.50 percent for Eurocurrency Rate Loans, RFR Loans (other than SONIA RFR Loans) and CDOR Rate Loans and 1.0326 percent to 1.5326 percent for revolving loans maintained as SONIA RFR Loans (each as defined in the Credit Agreement). Revolving loans under the Credit Agreement generally may be borrowed, repaid and reborrowed from time to time until November 9, 2026, the maturity date for our multi-currency revolving loan facility under the Credit Agreement. Proceeds from revolving loans may be used for working capital and other general corporate purposes (including acquisitions, capital expenditures, dividends, stock repurchases and refinancings and repayments of other debt). The current outstanding term loans under the Credit Agreement ($950.0 million principal amount) mature on November 9, 2027 and are repayable in installments as follows: $100.0 million on each of December 31, 2024, 2025 and 2026 and $650.0 million on November 9, 2027. In 2023, we repaid an installment of $50.0 million of outstanding term loans under the Credit Agreement. In 2021, we repaid $900.0 million of outstanding term loans under the Credit Agreement which had been borrowed in June 2020 to fund the purchase price for our acquisition of the Albéa Dispensing Business, using proceeds of $400.0 million from the new term loans borrowed in connection with the November 2021 amendment to the Credit Agreement and $500.0 million from our 1.4% Senior Secured Notes due 2026 issued in February 2021. The Credit Agreement 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 to 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 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. Amounts repaid under the term loans may not be reborrowed. The Credit Agreement also provides us with an uncommitted multi-currency incremental loan facility for up to U.S. $1.25 billion (which amount may be increased as provided in the Credit Agreement), which may take the form of one or more incremental term loan facilities under the Credit Agreement, increased commitments under the revolving loan facility under the Credit Agreement and/or incremental indebtedness in the form of secured loans and/or notes, 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. $50.0 million; • have a maturity date no earlier than the maturity date for term loans under the Credit Agreement and a weighted average life to maturity of no less than the weighted average life to maturity of term loans under the Credit Agreement; 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 under the Credit Agreement. At each of December 31, 2023 and 2022, we had term loan borrowings outstanding under the Credit Agreement of $950.0 million and $1.0 billion, respectively, and we had no revolving loans outstanding under the Credit Agreement. At December 31, 2023, the margin for term loans maintained as Eurocurrency Rate Loans and RFR Loans was 1.50 percent and the margin for term loans maintained as Base Rate Loans was 0.50 percent. At December 31, 2023, the margin for revolving loans maintained as Eurocurrency Rate Loans, RFR Loans (other than SONIA RFR Loans) and CDOR Rate Loans was 1.25 percent, the margin for revolving loans maintained as SONIA RFR Loans was 1.2826 percent and the margin for revolving loans maintained as Base Rate Loans and Canadian Prime Rate loans was 0.25 percent. As of December 31, 2023, the interest rate on term loans under the Credit Agreement was 7.00 percent. The Credit Agreement provides for the payment of a commitment fee ranging from 0.20 percent to 0.30 percent per annum on the daily average unused portion of commitments available under the revolving loan facility (0.25 percent at December 31, 2023). The commitment fee is reset quarterly based upon our Total Net Leverage Ratio as provided in the Credit Agreement. We may utilize up to a maximum of $125.0 million of our multi-currency revolving loan facility under the Credit Agreement for letters of credit as long as the aggregate amount of borrowings of Revolving Loans under the multi-currency revolving loan facility and letters of credit do not exceed the amount of the commitment under such multi-currency revolving loan facility. The 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 multi-currency 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. For 2023, 2022 and 2021, the weighted average annual interest rate paid on term loans under the Credit Agreement was 6.5 percent, 3.2 percent and 1.7 percent, respectively; and the weighted average annual interest rate paid on revolving loans under the Credit Agreement was 6.4 percent, 3.0 percent and 1.3 percent, respectively. From time to time, we enter into interest rate swap agreements to convert interest rate exposure from variable rates to fixed rates of interest. For 2023, 2022 and 2021, the weighted average annual interest rate paid on term loans under the Credit Agreement, after consideration of our interest rate swap agreements, was 6.2 percent, 3.3 percent and 2.2 percent, respectively. See Note 10 which includes a discussion of our interest rate swap agreements. The indebtedness under the Credit Agreement is guaranteed by us and our U.S. and Dutch subsidiaries. The stock of substantially all of our U.S. and Dutch subsidiaries and of our Canadian subsidiaries directly owned by U.S. subsidiaries has been pledged as security to the lenders under the Credit Agreement. The 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. Because we sell metal containers and closures used in the fruit and vegetable packing process, we have seasonal sales. As is common in the packaging industry, we must utilize working capital to build inventory and then carry accounts receivable for some customers beyond the packing season. Due to our seasonal requirements, which generally peak sometime in the summer or early fall, we may incur short-term indebtedness to finance our working capital requirements. As a result of the prepayment of term loans in connection with the November 2021 amendment to the Credit Agreement, we recorded a pre-tax charge for the loss on early extinguishment of debt of $0.5 million in 2021 for the write-off of unamortized debt issuance costs. As a result of the prepayment of term loans under the Credit Agreement in February 2021, we recorded a pre-tax charge for the loss on early extinguishment of debt of $0.9 million in 2021 for the write-off of unamortized debt issuance costs. 1.4% S ENIOR S ECURED N OTES On February 10, 2021, we issued $500.0 million aggregate principal amount of our 1.4% Senior Secured Notes due 2026, or the 1.4% Notes, at 99.945 percent of their principal amount, in a private placement in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended. The proceeds from the sale of the 1.4% Notes were $499.7 million. We used the proceeds from the sale of the 1.4% Notes to prepay $500.0 million of our outstanding term loans under the Credit Agreement at that time. We paid the initial purchasers’ discount and offering expenses related to the sale of the 1.4% Notes with cash on hand. The 1.4% Notes are guaranteed on a senior secured basis by our U.S. subsidiaries that guarantee the Credit Agreement. The 1.4% Notes are not guaranteed by any of our subsidiaries that do not guarantee the Credit Agreement, any of our non-U.S. subsidiaries or any of our non-wholly owned subsidiaries. The 1.4% Notes and related guarantees are secured by pledges of equity interests, or the Collateral, that are owned by us and by each subsidiary guarantor, to the extent equity interests are also pledged to secure the obligations of U.S. borrowers under the Credit Agreement. The 1.4% Notes will share equally in the Collateral with the Credit Agreement. The guarantee of each such subsidiary guarantor will be released to the extent such subsidiary no longer guarantees the Credit Agreement and in certain other circumstances, and the Collateral pledged by such subsidiary guarantor will also be released upon the release of such subsidiary guarantor’s guarantee. The 1.4% Notes and related guarantees are senior secured obligations of us and the subsidiary guarantors. The 1.4% Notes and related guarantees rank equal in right of payment with all of our and the subsidiary guarantors’ existing and future unsubordinated indebtedness, including under the Credit Agreement and our 2¼% Senior Notes due 2028, or the 2¼% Notes, our 4⅛% Senior Notes due 2028, or the 4⅛% Notes, and our 3¼% Senior Notes due 2025, or the 3¼% Notes; are senior in right of payment to all of our and the subsidiary guarantors’ future indebtedness that is by its terms expressly subordinated in right of payment to the 1.4% Notes; rank equal in right of payment to all of our and the subsidiary guarantors’ existing and future senior secured indebtedness (including indebtedness under the Credit Agreement) that is secured by the Collateral on a first-priority basis, to the extent of the value of the Collateral; rank effectively senior to all of our and the subsidiary guarantors’ existing and future unsecured indebtedness, including the 2¼% Notes, the 4⅛% Notes, the 3¼% Notes, and indebtedness secured on a junior basis, in each case to the extent of the value of the Collateral; rank effectively junior to all existing and future indebtedness that is secured by liens on assets that do not constitute a part of the Collateral, to the extent of the value of such assets; and are structurally subordinated to all existing and future indebtedness and other liabilities of each of our existing and future subsidiaries that do not guarantee the 1.4% Notes. As a result of the guarantees by the subsidiary guarantors of the 1.4% Notes, such subsidiaries were also required to guarantee, and have guaranteed, on a senior unsecured basis the 2¼% Notes, the 4⅛% Notes and the 3¼% Notes pursuant to supplemental indentures to the indentures for the 2¼% Notes, the 4⅛% Notes and the 3¼% Notes. The 1.4% Notes are not, and are not required to be, registered under the Securities Act of 1933, as amended. The 1.4% Notes mature on April 1, 2026. Interest on the 1.4% Notes is payable semi-annually in cash on April 1 and October 1 of each year. The 1.4% Notes were issued pursuant to an indenture by and among Silgan, certain of our U.S. subsidiaries and Computershare Corporate Trust, as trustee and collateral agent, which indenture contains covenants that are generally less restrictive than those in the Credit Agreement and substantially similar to the covenants in the indentures for the 2¼% Notes, the 4⅛% Notes and the 3¼% Notes. Prior to March 1, 2026 (one month prior to the maturity date of the 1.4% Notes, or the Par Call Date) the 1.4% Notes will be redeemable at a redemption price equal to the greater of (i) 100 percent of the principal amount of the 1.4% Notes to be redeemed and (ii) the principal amount of the 1.4% Notes plus a “make-whole” amount, plus, in each case, accrued and unpaid interest thereon to the redemption date. On or after the Par Call Date, the 1.4% Notes will be redeemable at a redemption price equal to 100 percent of the aggregate principal amount of any 1.4% Notes being redeemed, plus accrued and unpaid interest thereon to the redemption date. We will be required to make an offer to repurchase the 1.4% 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 1.4% Notes. 2¼% S ENIOR N OTES On February 26, 2020, we issued €500.0 million aggregate principal amount of our 2¼% Senior Notes due 2028, or the 2¼% Notes, at 100 percent of their principal amount. The 2¼% Notes are guaranteed by our U.S. subsidiaries that guarantee the Credit Agreement and the 1.4% Notes. The 2¼% Notes are not guaranteed by any of our subsidiaries that do not guarantee the Credit Agreement and the 1.4% Notes, any of our non-U.S. subsidiaries and any of our non-wholly owned subsidiaries. The 2¼% Notes are general unsecured obligations of Silgan, ranking equal in right of payment with our existing and future unsecured unsubordinated indebtedness, including the 4⅛% Notes and the 3¼% Notes, and ahead of our existing and future subordinated debt. In addition, the 2¼% Notes are effectively subordinated to secured debt of Silgan and our U.S. subsidiaries that guarantee the 2¼% Notes to the extent of the assets securing such debt; rank equal in right of payment to unsecured unsubordinated indebtedness and other liabilities of our U.S. subsidiaries that guarantee the 2¼% Notes; are effectively senior in right of payment to indebtedness of our U.S. subsidiaries that guarantee the 2¼% Notes that is by its terms expressly subordinated in right of payment to the 2¼% Notes; and is structurally subordinated to all obligations of subsidiaries of Silgan that do not guarantee the 2¼% Notes. The 2¼% Notes will mature on June 1, 2028. Interest on the 2¼% Notes is payable semiannually in cash on January 15 and July 15 of each year. 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 indentures for the 4⅛% Notes and the 3¼% Notes. The 2¼% Notes are redeemable, at our option, in whole or in part, at any time on or after March 1, 2023, initially at 101.125 percent of their principal amount, plus accrued and unpaid interest to the redemption date, declining ratably annually 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. In connection with any tender offer for, or any other offer to purchase, the 2¼% Notes (including a change of control repurchase event offer), if holders of no less than 90 percent of the aggregate principal amount of the then outstanding 2¼% Notes validly tender their 2¼% Notes in such offer, we, or a third party making such offer, are entitled to redeem all remaining 2¼% Notes at the price offered to each holder (excluding any early tender, incentive or similar fee). The net proceeds from the sale of the 2¼% Notes were approximately €494.0 million, after deducting the initial purchasers' discount and offering expenses. We used the net proceeds from the sale of the 2¼% Notes to prepay outstanding term loans under the Credit Agreement at that time. 4⅛% S ENIOR N OTES On November 12, 2019, we issued $400.0 million aggregate principal amount of our 4⅛% Senior Notes due 2028, or the 4⅛% Notes, at 100 percent of their principal amount. On February 26, 2020, we issued an additional $200.0 million aggregate principal amount of the 4⅛% Notes at 99.5 percent of their principal amount, plus accrued and unpaid interest from November 12, 2019. The 4⅛% Notes are guaranteed by our U.S. subsidiaries that guarantee the Credit Agreement and the 1.4% Notes. The 4⅛% Notes are not guaranteed by any of our subsidiaries that do not guarantee the Credit Agreement and the 1.4% Notes, any of our non-U.S. subsidiaries and any of our non-wholly owned subsidiaries. The 4⅛% Notes are general senior unsecured obligations of Silgan, ranking equal in right of payment with our existing and future unsecured unsubordinated indebtedness, including the 2¼% Notes and the 3¼% Notes, and ahead of our existing and future subordinated debt. In addition, the 4⅛% Notes are effectively subordinated to secured debt of Silgan and our U.S. subsidiaries that guarantee the 4⅛% Notes to the extent of the assets securing such debt; rank equal in right of payment to unsecured unsubordinated indebtedness and other liabilities of our U.S. subsidiaries that guarantee the 4⅛% Notes; are effectively senior in right of payment to indebtedness of our U.S. subsidiaries that guarantee the 4⅛% Notes that is by its terms expressly subordinated in right of payment to the 4⅛% Notes; and is structurally subordinated to all obligations of subsidiaries of Silgan that do not guarantee the 4⅛% Notes. The 4⅛% Notes will mature on February 1, 2028. Interest on the 4⅛% Notes is payable semiannually in cash on April 1 and October 1 of each year. The 4⅛% Notes were issued pursuant to an indenture by and between Silgan and U.S. Bank National Association, as trustee, which indenture contains covenants that are generally less restrictive than those in the Credit Agreement and substantially similar to those in the indentures for the 2¼% Notes and the 3¼% Notes. The 4⅛% Notes are redeemable, at our option, in whole or in part, at any time on or after October 1, 2022 initially at 102.063 percent of their principal amount, plus accrued and unpaid interest to the redemption date, declining ratably annually to 100 percent of their principal amount, plus accrued and unpaid interest to the redemption date, on or after October 1, 2024. We will be required to make an offer to repurchase the 4⅛% 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 4⅛% Notes. In connection with any tender offer for, or any other offer to purchase, the 4⅛% Notes (including a change of control repurchase event offer), if holders of no less than 90 percent of the aggregate principal amount of the then outstanding 4⅛% Notes validly tender their 4⅛% Notes in such offer, we, or a third party making such offer, are entitled to redeem all remaining 4⅛% Notes at the price offered to each holder (excluding any early tender, incentive or similar fee). The net proceeds from the sale of the 4⅛% Notes in November 2019 were approximately $394.7 million, after deducting the initial purchasers’ discount and offering expenses. We used the net proceeds from that sale of the 4⅛% Notes to repay outstanding revolving loans under the Credit Agreement at that time, including revolving loans used to redeem our 5½% Senior Notes due 2022. The net proceeds from the sale of the additional 4⅛% Notes in February 2020 were approximately $196.5 million, after deducting the initial purchasers' discount and offering expenses and excluding pre-issuance interest deemed to have accrued to the closing date and paid by purchasers. We used the net proceeds from the sale of the additional 4⅛% Notes to prepay outstanding term loans under the Credit Agreement at that time. 4¾% S ENIOR N OTES AND 3¼% S ENIOR N OTES On February 13, 2017, we issued $300.0 million aggregate principal amount of our 4¾% Senior Notes due 2025, or the 4¾% Notes, and €650.0 million aggregate principal amount of our 3¼% Senior Notes due 2025, or the 3¼% Notes, each at 100 percent of their principal amount. On March 28, 2022, we redeemed all $300.0 million aggregate principal amount of the outstanding 4¾% Notes, at a redemption price of 100 percent of their principal amount plus accrued and unpaid interest to the redemption date. We funded this redemption with revolving loan borrowings under the Credit Agreement and cash on hand. As a result of this redemption, we recorded a pre-tax charge for the loss on early extinguishment of debt of $1.5 million during the first quarter of 2022 for the write-off of unamortized debt issuance costs. The 3¼% Notes are guaranteed by our U.S. subsidiaries that guarantee the Credit Agreement and the 1.4% Notes. The 3¼% Notes are not guaranteed by any of our subsidiaries that do not guarantee the Credit Agreement and the 1.4% Notes, any of our non-U.S. subsidiaries and any of our non-wholly owned subsidiaries. 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 2¼% Notes and the 4⅛% Notes, and ahead of our existing and future subordinated debt. The 3¼% Notes are effectively subordinated to secured debt of Silgan and our U.S. subsidiaries that guarantee the 3¼% Notes to the extent of the assets securing such debt; rank equal in right of payment to unsecured unsubordinated indebtedness and other liabilities of our U.S. subsidiaries that guarantee the 3¼% Notes; are effectively senior in right of payment to indebtedness of our U.S. subsidiaries that guarantee the 3¼% Notes that is by its terms expressly subordinated in right of payment to the 3¼% Notes; and is structurally subordinated to all obligations of subsidiaries of Silgan that do not guarantee the 3¼% Notes. The 3¼% Notes will mature on March 15, 2025. Pursuant to the Credit Agreement, if we have not repaid in full the 3¼% Notes by December 14, 2024, all outstanding obligations under the Credit Agreement will mature on such date. As a result, we intend to repay in full the 3¼% Notes no later than December 14, 2024. Accordingly, the 3¼% Notes are included in the current portion of our long-term debt at December 31, 2023. Interest on the 3¼% Notes is payable semiannually in cash on March 15 and September 15 of each year. 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, 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 those in the indentures for the 2¼% Notes and the 4⅛% Notes. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS | F INANCIAL I NSTRUMENTS The financial instruments recorded in our Consolidated Balance Sheets include cash and cash equivalents, trade accounts receivable, trade accounts payable, debt obligations and derivative instruments. 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 significant financial instruments at December 31: 2023 2022 Carrying Fair Carrying Fair (Dollars in thousands) Assets: Cash and cash equivalents $ 642,923 $ 642,923 $ 585,622 $ 585,622 Liabilities: Bank debt $ 1,006,243 $ 1,006,243 $ 1,049,673 $ 1,049,673 3¼% Notes 717,990 713,546 693,680 674,534 4⅛% Notes 599,438 573,024 599,317 555,120 2¼% Notes 552,300 509,872 533,600 455,748 1.4% Notes 499,876 456,515 499,824 441,650 F AIR V ALUE M EASUREMENTS F INANCIAL I NSTRUMENTS M EASURED AT F AIR V ALUE 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. The financial assets and liabilities that are measured on a recurring basis at December 31, 2023 and 2022 consist 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 rates and prices. As such, these derivative instruments are classified within Level 2. F INANCIAL I NSTRUMENTS N OT M EASURED AT F AIR V ALUE Our bank debt, 3¼% Notes, 4⅛% Notes, 2¼% Notes and 1.4% Notes were recorded at historical amounts in our 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 3¼% Notes, 4⅛% Notes, 2¼% Notes and 1.4% Notes were estimated based on the quoted market price, a Level 1 input. D ERIVATIVE I NSTRUMENTS AND H EDGING A CTIVITIES 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 derivative financial instruments. Our interest rate and natural gas swap agreements are accounted for as cash flow hedges and changes in their fair values are recorded in accumulated other comprehensive loss, a component of stockholder's equity, and reclassified into earnings in future periods when earnings are affected by the variability of the hedged cash flows. I NTEREST R ATE S WAP A GREEMENTS From time to time, we enter into interest rate swap agreements to manage a portion of our exposure to interest rate fluctuations, effectively converting interest rate exposure from variable rates to fixed rates of interest. In 2018, we entered into two U.S. dollar interest rate swap agreements, each for $50.0 million notional principal amount, which matured in March 2023 and had a fixed rate of 2.878 percent. In March 2023, we entered into four U.S. dollar interest rate swap agreements, each for $75.0 million notional principal amount, which mature on April 3, 2026. These agreements have a fixed rate ranging from 3.889 percent to 3.905 percent and were entered into with financial institutions which are expected to fully perform under the terms thereof. The difference between amounts to be paid or received on interest rate swap agreements is recorded in interest and other debt expense in our Consolidated Statements of Income, and such difference was not significant for each of the years ended December 31, 2023, 2022 and 2021. The total fair value of our interest rate swap agreements at December 31, 2023 and 2022 was not significant. N ATURAL G AS S WAP A GREEMENTS We have entered into natural gas swap agreements with a major financial institution to manage a portion of our exposure to fluctuations in natural gas prices. The difference between amounts to be paid or received on natural gas swap agreements is recorded in cost of goods sold in our Consolidated Statements of Income and was not significant for each of the years ended December 31, 2023, 2022 and 2021. These agreements are with financial institutions which are expected to fully perform under the terms thereof. The total fair value of our natural gas swap agreements in effect at December 31, 2023 and 2022 was not significant. F OREIGN C URRENCY E XCHANGE R ATE R ISK In an effort to minimize foreign currency exchange rate risk, we have financed acquisitions of foreign operations primarily with borrowings denominated in Euros. 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 the 3¼% Notes which are Euro denominated. Foreign currency (losses) gains related to our net investment hedges included in accumulated other comprehensive loss were $(17.3) million, $32.1 million and $40.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. C ONCENTRATION OF C REDIT R ISK We derive a significant portion of our revenue from multi-year supply agreements with many of our customers. Aggregate revenues from our three largest customers (Nestlé S.A., Campbell Soup Company and Del Monte Corporation) accounted for approximately 22.7 percent, 23.7 percent and 21.6 percent of our net sales in 2023, 2022 and 2021, respectively. The receivable balances from these customers collectively represented 4.9 percent and 7.1 percent of our trade accounts receivable at December 31, 2023 and 2022, respectively. As is common in the packaging industry, we provide extended payment terms to some of our customers due to the seasonality of the vegetable and fruit packing process. Exposure to losses is dependent on each customer’s financial position. We perform ongoing credit evaluations of our customers’ financial condition, and our receivables are generally not collateralized. We maintain an allowance for doubtful accounts which we believe is adequate to cover potential credit losses based on customer credit evaluations, collection history and other information. Accounts receivable are considered past due based on the original due date and write-offs occur only after all reasonable collection efforts are exhausted. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | C OMMITMENTS AND C ONTINGENCIES We have noncancelable operating leases for office and plant facilities, equipment and automobiles that expire at various dates through 2040. Certain operating leases have renewal options and rent escalation clauses as well as various purchase options. Lease right-of-use assets represent the right to use an underlying asset pursuant to the lease for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. Lease right-of-use assets and lease liabilities are recognized at the commencement of an arrangement where it is determined at inception that a lease exists. These assets and liabilities are initially recognized based on the present value of lease payments over the lease term calculated using our incremental borrowing rate generally applicable to the location of the lease right-of-use asset, unless an implicit rate is readily determinable. We combine lease and certain non-lease components in determining the lease payments subject to the initial present value calculation. Lease right-of-use assets include upfront lease payments and exclude lease incentives, where applicable. Lease terms include options to extend or terminate the lease when it is reasonably certain that those options will be exercised. Lease expense for operating leases consists of both fixed and variable components. Expense related to fixed lease payments is recognized on a straight-line basis over the lease term. Variable lease payments are generally expensed as incurred, where applicable, and include certain index-based changes in rent, certain non-lease components, such as maintenance and other services provided by the lessor, and other charges included in the lease. Leases with an initial term of twelve months or less are not recorded on the balance sheet. The depreciable life of lease right-of-use assets is generally the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise for such assets. We recognized total lease expense of $98.4 million, $91.0 million and $86.7 million for the years ended December 31, 2023, 2022 and 2021, respectively, primarily related to operating lease costs paid to lessors from operating cash flows. Right-of-use assets obtained in exchange for new operating lease liabilities, a non-cash item, were $67.3 million, $20.7 million and $73.6 million for the years ended December 31, 2023, 2022 and 2021, respectively. Operating lease right-of-use assets were recorded in our Consolidated Balance Sheets as other assets, net accrued liabilities other liabilities To a lesser extent, we have certain leases that qualify as finance leases. Finance lease right-of-use assets were recorded in our Consolidated Balance Sheets as property, plant and equipment, net current portion of long term-debt long-term debt The aggregate annual maturities of lease liabilities are as follows (dollars in thousands): Operating Finance Leases Leases 2024 $ 55,969 $ 29,829 2025 52,029 3,047 2026 38,240 3,064 2027 27,136 3,113 2028 19,250 3,139 Thereafter 88,943 36,544 Total lease payments 281,567 78,736 Less imputed interest (47,794) (15,434) Total $ 233,773 $ 63,302 At December 31, 2023, we did not have any significant operating or finance leases that had not commenced. At December 31, 2023, we had noncancelable commitments for capital expenditures in 2024 of $35.9 million. On July 12, 2022, we concluded a settlement with the European Commission to end a long-running investigation of our metal packaging operations in Europe. This investigation was started in 2015 by the German antitrust authority and was transferred in 2018 to the European Commission. With the settlement, the European Commission closed its investigation and we paid a fine of €23.9 million in October 2022, although we do not fully concur with the facts and legal qualifications put forth by the European Commission. 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. |
SUPPLY CHAIN FINANCE PROGRAM
SUPPLY CHAIN FINANCE PROGRAM | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
SUPPLY CHAIN FINANCE PROGRAM | S UPPLY C HAIN F INANCE P ROGRAM We have a supply chain finance (“SCF”) program with a major global financial institution. Under this SCF program, a qualifying supplier may elect, but is not obligated, to sell its receivables from us to such financial institution. Once a qualifying supplier elects to participate in this SCF program, all of our payments to the participating supplier are paid to such financial institution in this SCF program on the invoice due date under our agreement with such supplier, regardless of whether the individual invoice was sold by the supplier to such financial institution. We may terminate our agreement with such financial institution upon at least 30 days’ notice, and such financial institution may terminate our agreement upon at least 10 days’ notice. Additionally, suppliers who elect to participate in this SCF program may terminate their participation upon at least 30 days’ notice. The suppliers' receivables sold under this SCF program can be outstanding up to 210 days from the invoice date. Suppliers’ receivables included in this SCF program were $330.2 million and $346.8 million at December 31, 2023 and 2022, respectively, and were included in accounts payable |
RETIREMENT BENEFITS
RETIREMENT BENEFITS | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
RETIREMENT BENEFITS | R ETIREMENT B ENEFITS We sponsor a number of defined benefit and defined contribution pension plans which cover substantially all U.S. employees, other than union employees covered by multiemployer defined benefit pension plans under collective bargaining agreements. Pension benefits are provided based on either a career average, final pay or years of service formula. With respect to certain hourly employees, pension benefits are provided based on stated amounts for each year of service. Our U.S. salaried pension plans are closed to new employees. We also sponsor other postretirement benefits plans, including unfunded defined benefit health care and life insurance plans, which provide postretirement benefits to certain employees. The plans are contributory, with retiree contributions adjusted annually, and contain cost sharing features including deductibles and coinsurance. Retiree health care benefits are paid as covered expenses are incurred. The changes in benefit obligations and plan assets as well as the funded status of our retirement plans at December 31 were as follows: Pension Benefits Other 2023 2022 2023 2022 (Dollars in thousands) Change in benefit obligation Obligation at beginning of year $ 674,104 $ 925,129 $ 14,447 $ 19,525 Service cost 8,573 12,603 50 78 Interest cost 34,725 20,579 745 413 Actuarial losses (gains) 22,938 (231,923) 645 (3,609) Special termination benefits 577 — — — Plan amendments (76) — — — Curtailment gain — — (1,103) — Benefits paid (45,006) (44,443) (1,430) (1,984) Participants’ contributions — — 19 24 Foreign currency exchange rate changes 2,891 (7,841) — — Obligation at end of year 698,726 674,104 13,373 14,447 Change in plan assets Fair value of plan assets at beginning of year 764,405 1,024,454 — — Actual return on plan assets 84,849 (218,002) — — Employer contributions 2,768 2,396 1,411 1,960 Participants’ contributions — — 19 24 Benefits paid (45,006) (44,443) (1,430) (1,984) Fair value of plan assets at end of year 807,016 764,405 — — Funded status $ 108,290 $ 90,301 $ (13,373) $ (14,447) Actuarial losses (gains) related to pension benefits were primarily the result of changes in discount rates used to calculate projected benefit obligations. Pension Benefits Other 2023 2022 2023 2022 (Dollars in thousands) Amounts recognized in the consolidated balance sheets Non-current assets $ 203,494 $ 169,940 $ — $ — Current liabilities (3,055) (2,766) (1,389) (1,421) Non-current liabilities (92,149) (76,873) (11,984) (13,026) Net amount recognized $ 108,290 $ 90,301 $ (13,373) $ (14,447) Amounts recognized in accumulated other comprehensive loss Net actuarial loss (gain) $ 176,877 $ 209,874 $ (4,740) $ (6,002) Prior service cost (credit) 391 505 (21) (969) Net amount recognized $ 177,268 $ 210,379 $ (4,761) $ (6,971) The fair value of plan assets for our domestic pension plans was approximately 134 percent and 129 percent of their projected benefit obligations at December 31, 2023 and 2022, respectively. Pension plans with projected benefit obligations in excess of plan assets at December 31, 2023 and 2022 consisted entirely of our international pension benefit plans which are not funded. The projected benefit obligation for our international pension benefit plans was $95.2 million and $79.6 million at December 31, 2023 and 2022, respectively. The accumulated benefit obligation for all pension benefit plans at December 31, 2023 and 2022 was $685.5 million and $658.5 million, respectively. Pension plans with accumulated benefit obligations in excess of plan assets at December 31, 2023 and 2022 consisted entirely of our international pension benefit plans which are not funded. The accumulated benefit obligation for our international pension benefit plans was $91.8 million and $77.1 million at December 31, 2023 and 2022, respectively. The benefits expected to be paid from our pension and other postretirement benefit plans, which reflect future years of service, are as follows (dollars in thousands): Pension Other 2024 $ 48,661 $ 1,391 2025 49,636 1,317 2026 50,686 1,217 2027 51,838 1,159 2028 51,818 1,120 2029-2033 259,581 4,937 $ 512,220 $ 11,141 Our principal domestic pension and other postretirement benefit plans used the following weighted average actuarial assumptions to determine the benefit obligations at December 31: 2023 2022 Discount rate 5.3 % 5.6 % Expected return on plan assets 5.5 % 6.9 % Rate of compensation increase 2.4 % 2.4 % Health care cost trend rate: Assumed for next year 5.0 % 4.7 % Ultimate rate 4.0 % 3.9 % Year that the ultimate rate is reached 2043 2043 Our expected return on plan assets is determined by current and expected asset allocation of plan assets, estimates of future long-term returns on those types of plan assets and historical long-term investment performance. Our international pension benefit plans used a discount rate of 3.6 percent and 4.2 percent as of December 31, 2023 and 2022, respectively, and a rate of compensation increase of 3.9 percent and 3.8 percent to determine the benefit obligation as of December 31, 2023 and 2022, respectively. The components of the net periodic benefit cost (credit) for each of the years ended December 31 were as follows: Pension Benefits Other Postretirement Benefits 2023 2022 2021 2023 2022 2021 (Dollars in thousands) Service cost $ 8,573 $ 12,603 $ 14,265 $ 50 $ 78 $ 107 Interest cost 34,725 20,579 17,697 745 413 363 Expected return on plan assets (40,781) (69,132) (79,453) — — — Amortization of prior service cost (credit) 97 222 243 (948) (1,668) (1,830) Amortization of actuarial losses (gains) 11,638 4,635 12,479 (617) (298) (311) Special termination benefits 577 — — — — — Curtailment gain — — — (1,103) — — Net periodic benefit cost (credit) $ 14,829 $ (31,093) $ (34,769) $ (1,873) $ (1,475) $ (1,671) Our principal domestic pension and other postretirement benefit plans used the following weighted average actuarial assumptions to determine net periodic benefit cost (credit) for the years ended December 31: 2023 2022 2021 Discount rate 5.6 % 2.9 % 2.5 % Expected return on plan assets 5.5 % 6.9 % 8.5 % Rate of compensation increase 2.4 % 2.4 % 2.5 % Health care cost trend rate 5.0 % 4.7 % 6.2 % Our international pension benefit plans used a discount rate of 4.2 percent, 1.4 percent and 1.1 percent for the years ended December 31, 2023, 2022 and 2021, respectively, and used a rate of compensation increase of 3.9 percent, 3.8 percent and 3.2 percent to determine net periodic benefit credit for each of the years ended December 31, 2023, 2022 and 2021, respectively. M ULTIEMPLOYER P ENSION P LANS In 2023, we participated in two multiemployer pension plans which provide defined benefits to certain of our union employees. The aggregate amount contributed to these plans and charged to pension cost in 2023, 2022 and 2021 was $3.6 million, $3.6 million and $3.9 million, respectively. In the third quarter of 2022, we completely withdrew from the United Food & Commercial Workers - Local One Pension Fund, or the UFCW Pension Fund. As a result of our complete withdrawal from the UFCW Pension Fund, we will be required to pay an aggregate withdrawal liability of $2.8 million to the UFCW Pension Fund in quarterly installments through 2042. The risks of participating in multiemployer plans are different from the risks of single-employer plans in the following respects: (i) assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; (ii) if a participating employer ceases to contribute to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and (iii) if we cease to have an obligation to contribute to the multiemployer plan in which we had been a contributing employer, we may be required to pay to the plan an amount (referred to as a withdrawal liability) based on the underfunded status of the plan and on our historical participation in the plan prior to the cessation of our obligation to contribute. Further information on the multiemployer plans we participated in during the years ended December 31, 2023, 2022 and 2021 is as follows: Pension Fund EIN/Pension Plan Pension FIP / RP Contributions Surcharge 2023 2022 2023 2022 2021 (Dollars in thousands) United Food & Commercial Workers — Local One Pension Fund (1) 16-6144007/001 Red (2) Red (2) Implemented — 141 282 No IAM National Pension Fund (3) 51-6031295/002 Red Red Implemented 2,626 2,511 2,767 No Western Conference of Teamsters Pension Plan (4) 91-6145047/001 Green Green N/A 1,008 906 869 No Total Contributions $ 3,634 $ 3,558 $ 3,918 ______________________ (1) In 2022, we completely withdrew from this pension fund. (2) Under the Multiemployer Pension Reform Act of 2014, the status of this pension fund was critical and declining, as defined under such Act. For 2022, the pension fund actuary had projected insolvency for this pension fund in 2026. In August 2023, this pension fund received $788 million in taxpayer assistance under the American Rescue Plan Act of 2021, and, therefore, insolvency for this pension fund should be delayed. (3) The applicable collective bargaining agreements related to this pension fund expire at various times through February 28, 2026. Although this pension fund was formally certified in the yellow zone in 2019, the trustees of this pension fund elected voluntarily to place this pension fund in the red zone to take advantage of certain provisions of the Pension Protection Act even though this pension fund had a funded status of 85 percent, 84 percent and 87 percent at the beginning of 2020, 2021 and 2022, respectively. (4) The applicable collective bargaining agreements related to this pension plan expire at various times through June 30, 2026. The “EIN/Pension Plan Number” column provides the Employer Identification Number and the three digit plan number assigned to a plan by the Internal Revenue Service. The most recent Pension Protection Act Zone Status available for 2023 and 2022 is for plan years that ended in 2022 and 2021, respectively. The zone status is based on information provided to us and other participating employers by each plan and is certified by the plan’s actuary. A plan in the “red” zone has been determined to be in “critical status,” based on criteria established under the Internal Revenue Code of 1986, as amended (the “Code”), and is generally less than 65 percent funded. The “FIP/RP Status Pending/Implemented” column indicates whether a rehabilitation plan, as required under the Code to be adopted by plans in the “red” zone, is pending or has been implemented as of the end of the 2022 plan year. The “Surcharge Imposed” column indicates whether our contribution rate for 2022 included an amount in addition to the contribution rate specified in the applicable collective bargaining agreement, as imposed by a plan in “critical status” in accordance with the requirements of the Code. Our contributions to the UFCW Pension Fund were more than five percent of total contributions made by all employers to this plan, while our contributions to the IAM National Pension Fund and the Western Conference of Teamsters Pension Plan were less than five percent of total contributions made by all employers to these plans, as reported by these plans for the year ended December 31, 2022, the most recent plan year available. We do not expect our contributions to the IAM National Pension Fund and the Western Conference of Teamsters Pension Plan for the year ended December 31, 2024 to be significantly different from our contributions for the year ended December 31, 2023. D EFINED C ONTRIBUTION P LANS We also sponsor defined contribution plans covering certain employees. Our contributions to these plans are based upon employee contributions and operating profitability. Contributions charged to expense for these plans for the years ended December 31, 2023, 2022 and 2021 were $16.4 million, $15.4 million and $15.1 million, respectively. P LAN A SSETS I NVESTMENT S TRATEGY In 2023, we changed our investment allocations to a liability driven investment strategy that more closely matches plan assets with plan liabilities primarily using long duration fixed income securities. As of December 31, 2023, approximately 83 percent of our plan assets were held in a designated liability-hedging oriented portfolio focused on holding fixed income securities (generally investment grade), and approximately 17 percent of our plan assets were held in a designated growth oriented portfolio focused on holding an allocation of mutual funds and exchange traded funds broadly characterized as a 60 percent/40 percent allocation between equity and fixed income securities. As of December 31, 2022, the composition of our plan assets had been broadly characterized as a 40 percent/60 percent allocation between equity and fixed income securities. The equity securities allocation utilized indexed U.S. equity securities (which constituted approximately 85 percent), with a lesser allocation to indexed international equity securities. The fixed income securities allocation primarily utilized indexed investment grade U.S. fixed income securities. We attempt to mitigate investment risk by reviewing our investment portfolio on at least a quarterly basis, with assets re-allocated as required to adhere to our target allocations. The weighted average asset allocation for our pension plans at December 31, 2023 and 2022 and target allocation for 2023 were as follows: Target Actual Allocation 2023 2022 Fixed income securities 89 % 88 % 59 % Equity securities—US 6 % 6 % 32 % Equity securities—International 3 % 3 % 7 % Cash and cash equivalents 2 % 3 % 2 % 100 % 100 % 100 % F AIR V ALUE M EASUREMENTS As of December 31, 2023, (i) our plan assets classified as fixed income securities were primarily invested in individual corporate bonds and notes and in U.S. government issued securities; (ii) our plan assets classified as equity securities were primarily invested in mutual funds and exchange traded funds; and (iii) our plan assets classified as cash and cash equivalents were primarily invested in short term investment funds which included investments in cash, bank notes, corporate notes, government bills and various short-term fixed income instruments. As of December 31, 2023, $267.8 million of our plan assets were classified within Level 1 of the fair value hierarchy (as described in Note 10) and $539.2 million were classified as Level 2 of the fair value hierarchy. As of December 31, 2022, our plan assets were primarily invested in commingled funds holding equity and fixed income securities, which are valued using the Net Asset Value, or NAV, provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. Commingled funds are classified within Level 2 of the fair value hierarchy because the NAV’s are not publicly available. Plan excess cash balances are invested in short term investment funds which include investments in cash, bank notes, corporate notes, government bills and various short-term fixed income instruments. These typically are commingled funds valued using one dollar for the NAV. These short term funds were also classified within Level 2 of the fair value hierarchy. The fair value of our plan assets by asset category consisted of the following at December 31: 2023 2022 (Dollars in thousands) Fixed income securities $ 708,088 $ 448,908 Equity securities—US 48,237 248,858 Equity securities—International 24,512 52,394 Cash and cash equivalents 26,179 14,245 $ 807,016 $ 764,405 C ONCENTRATIONS OF C REDIT R ISK As of December 31, 2023, our plan assets were under the management of three investment management companies. No individual investment exceeded ten percent of our total plan assets. As of December 31, 2022, approximately 98 percent of our plan assets were under management by a single investment management company in six individual commingled equity and fixed income index funds. Of these six funds, three funds held assets individually in excess of ten percent of our total plan assets. E XPECTED C ONTRIBUTIONS Based on current legislation, there are no significant minimum required contributions to our pension benefit plans in 2023. In addition, based on the current funded status of our domestic pension benefit plans we do not expect to make significant contributions to these plans in 2024. However, this estimate may change based on regulatory changes and actual plan asset returns. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | I NCOME T AXES Income before income taxes was taxed in the following jurisdictions in each of the years ended December 31: 2023 2022 2021 (Dollars in thousands) Domestic $ 253,916 $ 400,889 $ 338,304 Foreign 168,205 73,250 128,009 Total $ 422,121 $ 474,139 $ 466,313 The components of the provision (benefit) for income taxes were as follows: 2023 2022 2021 (Dollars in thousands) Current: Federal $ 10,847 $ 99,760 $ 963 State (529) 23,915 3,412 Foreign 52,730 41,797 43,280 Current income tax provision 63,048 165,472 47,655 Deferred: Federal 29,337 (27,681) 59,979 State 7,957 (8,916) 4,984 Foreign (4,186) 4,416 (5,386) Deferred income tax provision (benefit) 33,108 (32,181) 59,577 $ 96,156 $ 133,291 $ 107,232 The provision for income taxes varied from income taxes computed at the statutory U.S. federal income tax rate as a result of the following: 2023 2022 2021 (Dollars in thousands) Income taxes computed at the statutory $ 88,646 $ 99,569 $ 97,926 State income taxes, net of federal tax benefit 5,551 12,815 10,496 Tax liabilities no longer required (4,071) (2,142) (3,784) Valuation allowance 2,287 16,635 6,745 Tax credit refunds, net (2,684) (5,081) (3,593) Foreign earnings taxed at other than 21% 9,993 5,126 5,907 Deferred tax rate changes (3,133) (1,276) (3,409) European Commission settlement — 5,313 — Other (433) 2,332 (3,056) $ 96,156 $ 133,291 $ 107,232 Effective tax rate 22.8 % 28.1 % 23.0 % Deferred income taxes reflect the net tax effect of temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Significant components of our deferred tax assets and liabilities at December 31 were as follows: 2023 2022 (Dollars in thousands) Deferred tax assets: Pension and other postretirement liabilities $ 17,093 $ 11,072 Rationalization and other accrued liabilities 33,196 42,219 AMT and other credit carryforwards 3,584 3,094 Net operating loss carryforwards 54,067 45,606 Other intangible assets 268 1,091 Foreign currency translation — 223 Property, plant and equipment 1,559 734 Inventory and related reserves 3,098 28,409 Long term operating lease liabilities 58,430 53,198 Other 29,233 19,494 Total deferred tax assets 200,528 205,140 Deferred tax liabilities: Property, plant and equipment (259,083) (253,753) Pension and other postretirement liabilities (44,782) (36,150) Other intangible assets (178,062) (175,358) Operating lease right of use assets (55,993) (50,747) Inventory and related reserves (13,527) — Foreign currency translation (13,496) (17,285) Other (11,210) (8,600) Total deferred tax liabilities (576,153) (541,893) Valuation allowance (45,525) (41,823) $ (421,150) $ (378,576) At December 31, 2023, the net deferred tax liability in our Consolidated Balance Sheets was comprised of long-term deferred tax assets of $12.5 million and long-term deferred tax liabilities of $433.7 million. At December 31, 2022, the net deferred tax liability in our Consolidated Balance Sheets was comprised of long-term deferred tax assets of $10.1 million and long-term deferred tax liabilities of $388.7 million. Long-term deferred tax assets were classified as other assets, net in our Consolidated Balance Sheets. The valuation allowance in 2023 includes deferred tax assets of $45.5 million resulting from state and foreign net operating loss carryforwards, or NOLs. The valuation allowance for deferred tax assets increased in 2023 by $3.7 million primarily due to an increase in the valuation allowance related to foreign NOLs. At December 31, 2023, we had foreign NOLs of approximately $51.5 million that are available to offset future taxable income. Of that amount, approximately $8.8 million will expire from 2024 to 2034. The remaining portion has no expiration date. At December 31, 2023, we had state tax NOLs of approximately $7.5 million that are available to offset future taxable income and that will expire from 2025 to 2042. We recognize accrued interest and penalties related to unrecognized taxes as additional income tax expense. At December 31, 2023 and 2022, we had $1.8 million and $5.2 million, respectively, accrued for potential interest and penalties. The total amount of unrecognized tax benefits recorded in other liabilities as of December 31, 2023 and 2022 were $13.5 million and $30.0 million, respectively, excluding associated tax assets and including the federal tax benefit of state taxes, interest and penalties. Tax assets associated with uncertain tax positions primarily represent our estimate of the potential tax benefits in one tax jurisdiction that could result from the payment of income taxes in another jurisdiction. At December 31, 2023 and 2022, we had approximately $7.2 million and $18.5 million, respectively, in assets associated with uncertain tax positions recorded in other assets, net in our Consolidated Balance Sheets. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits included as other liabilities in our Consolidated Balance Sheets was as follows: 2023 2022 (Dollars in thousands) Balance at January 1, $ 26,721 $ 28,981 Increase based upon tax positions of current year 8,807 — Increase based upon tax positions of a prior year 625 1,652 Decrease based upon settlements with taxing authorities (15,681) (131) Decrease based upon a lapse in the statute of limitations (3,071) (3,781) Balance at December 31, $ 17,401 $ 26,721 The total amount of unrecognized tax benefits that would impact the effective tax rate, if recognized, at December 31, 2023 and 2022 were $16.7 million and $14.1 million, respectively. Silgan and its subsidiaries file U.S. Federal income tax returns, as well as income tax returns in various states and foreign jurisdictions. We expect the Internal Revenue Service, or IRS, will complete its review of the 2022 tax year with no change to our filed tax return. We have been accepted into the Compliance Assurance Program for the 2023 tax year which provides for the review by the IRS of tax matters relating to our tax return prior to filing. We are subject to examination by state and local tax authorities generally for the period mandated by statute, with the exception of states where waivers of the statute of limitations have been executed. The earliest open period for a state audit is 2018. Our foreign subsidiaries are generally not subject to examination by tax authorities for periods before 2012, and we have contractual indemnities with third parties with respect to open periods that predate our ownership of certain foreign subsidiaries. Subsequent periods may be examined by the relevant tax authorities. In the next twelve months, it is reasonably possible that our reserve for unrecognized tax benefits will decrease by approximately $1.0 million primarily related to tax attributes acquired from and expenses related to certain acquisitions, as we anticipate the expiration of the applicable statute of limitations with respect to certain tax matters. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | S TOCK -B ASED C OMPENSATION The Silgan Holdings Inc. Second Amended and Restated 2004 Stock Incentive Plan, or the Plan, provides for awards of stock options, stock appreciation rights, restricted stock, restricted stock units and performance awards to our officers, other key employees and outside directors. Prior to the Plan, we had a previous stock-based compensation plan which expired, but under which restricted stock units and performance awards granted prior to such expiration remain outstanding pursuant to their terms. Shares of our common stock issued under the Plan shall be authorized but unissued shares or treasury shares. The maximum aggregate number of shares of our common stock that may be issued in connection with stock options, stock appreciation rights, restricted stock, restricted stock units and performance awards under the Plan shall not exceed 3,410,184 shares. Each award of stock options or stock appreciation rights under the Plan will reduce the number of shares of our common stock available for future issuance under the Plan by the number of shares of our common stock subject to the award. Each award of restricted stock or restricted stock units under the Plan, in contrast, will reduce the number of shares of our common stock available for future issuance under the Plan by two shares for every one restricted share or restricted stock unit awarded. As of December 31, 2023, 3,190,836 shares were available to be awarded under the Plan. We measure the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. The cost is recognized over the period during which an employee is required to provide service in exchange for the award, usually the vesting period. Stock-based compensation expense for the years ended December 31, 2023, 2022 and 2021 recorded in selling, general and administrative expenses was $15.6 million, $16.8 million and $20.9 million, respectively. R ESTRICTED S TOCK U NITS Restricted stock units issued are generally accounted for as fixed grants and, accordingly, the fair value at the grant date is being amortized ratably over the respective vesting period. The maximum contractual vesting period for restricted stock units outstanding at December 31, 2023 is five years. Unvested restricted stock units may not be disposed of or transferred during the vesting period. Restricted stock units carry with them the right to receive, upon vesting, dividend equivalents. The table below summarizes restricted stock unit activity for the year ended December 31, 2023: Restricted Weighted Restricted stock units outstanding at December 31, 2022 1,285,937 35.60 Granted 298,190 46.12 Released (490,242) 33.25 Forfeited (12,320) 35.52 Restricted stock units outstanding at December 31, 2023 1,081,565 39.57 The weighted average grant date fair value of restricted stock units granted during 2022 and 2021 was $41.61 and $38.56, respectively. The fair value of restricted stock units released during the years ended December 31, 2023, 2022 and 2021 was $25.7 million, $32.2 million and $22.2 million, respectively. As of December 31, 2023, there was approximately $25.3 million of total unrecognized compensation expense related to restricted stock units. This cost is expected to be recognized over a weighted average period of 1.9 years. |
CAPITAL STOCK
CAPITAL STOCK | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
CAPITAL STOCK | C APITAL S TOCK C APITAL S TOCK At December 31, 2023, our authorized capital stock consists of 400,000,000 shares of common stock, par value $0.01 per share, and 10,000,000 shares of preferred stock, par value of $0.01 per share. T REASURY S TOCK On March 4, 2022, 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, 2026. Pursuant to this authorization, in 2023 we repurchased a total of 3,893,098 shares of our common stock at an average price per share of $44.86, for a total purchase price of $174.6 million. In 2022, we repurchased a total of 786,235 shares of our common stock at an average price per share of $40.80, for a total purchase price of $32.1 million, pursuant to this authorization. As of December 31, 2023, we had approximately $93.3 million remaining for the repurchase of our common stock under this authorization. In 2021, we did not repurchase any of our shares of common stock. In 2023, 2022 and 2021, we issued 490,242 treasury shares, 765,917 treasury shares and 576,232 treasury shares, respectively, at an average cost of $3.19 per share each year for restricted stock units that vested during these years. In 2023, 2022 and 2021, we repurchased 176,196 shares, 310,904 shares and 223,030 shares of our common stock, respectively, at an average cost of $52.62 per share, $41.92 per share and $38.44 per share, respectively, in accordance with our stock-based compensation plans to satisfy employee withholding tax requirements resulting from certain restricted stock units becoming vested. We account for treasury shares using the FIFO cost method. As of December 31, 2023, 68,612,541 shares of our common stock were held in treasury. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | E ARNINGS P ER S HARE The components of the calculation of earnings per share were as follows: 2023 2022 2021 (Dollars and shares in thousands) Net income $ 325,965 $ 340,848 $ 359,081 Weighted average number of shares used in: Basic earnings per share 108,821 110,465 110,396 Dilutive common stock equivalents: Restricted stock units 416 566 770 Diluted earnings per share 109,237 111,031 111,166 |
BUSINESS SEGMENT INFORMATION
BUSINESS SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENT INFORMATION | B USINESS S EGMENT I NFORMATION We are engaged in the packaging industry and report our results in three segments, which are our reportable segments: dispensing and specialty closures; metal containers; and custom containers. The dispensing and specialty closures segment manufactures an extensive range of dispensing systems and specialty closures for fragrance and beauty, food, beverage, personal and health care, home care and lawn and garden products. The metal containers segment manufactures steel and aluminum containers for pet and human food and general line products. The custom containers segment manufactures custom designed plastic containers for pet and human food, consumer health and pharmaceutical, personal care, home care, lawn and garden and automotive products. These segments are strategic business operations that are managed separately to maximize the production, technology and marketing of their packaging product. Our dispensing and specialty closures segment operates in North and South America, Europe and Asia. Our metal containers segment operates primarily in North America and Europe. Our custom containers segment operates in North America. The accounting policies of the business segments are the same as those described in Note 1. We evaluate performance of our business segments and allocate resources based on the adjusted EBIT of our business segments. Adjusted EBIT is not a defined term under GAAP. We define adjusted EBIT as income before interest and income taxes excluding acquired intangible asset amortization expense, other pension expense (income) for U.S. pension plans, rationalization charges, the impact from charges for the write-up of acquired inventory required under purchase accounting, the charge for the European Commission settlement and costs attributed to announced acquisitions. We began using adjusted EBIT in 2023. Previously, we used segment income, without any adjustments, for our business segments. We have provided adjusted EBIT for 2022 and 2021 below for comparative purposes. Adjusted EBIT should not be considered in isolation or as a substitute for income before interest and income taxes or any other financial data prepared in accordance with GAAP and may not be comparable to calculations of similarly titled measures by other companies. Reportable segment information for each of the past three years is as follows: Dispensing and Specialty Closures Metal Custom Containers Corporate Total (Dollars in thousands) 2023 Net sales $ 2,221,430 $ 3,140,830 $ 625,945 $ — $ 5,988,205 Income before interest and income taxes 281,030 287,380 52,836 (25,810) 595,436 Adjusted EBIT 340,644 282,402 63,317 (25,810) 660,553 Depreciation 101,664 73,558 34,846 74 210,142 Segment assets 4,437,833 2,178,416 898,582 46,270 7,561,101 Capital expenditures 110,073 95,260 20,474 1,003 226,810 2022 Net sales $ 2,316,690 $ 3,371,776 $ 723,033 $ — $ 6,411,499 Income before interest and income taxes 323,001 234,156 92,478 (47,673) 601,962 Adjusted EBIT 359,753 282,214 86,809 (22,470) 706,306 Depreciation 98,214 76,537 35,325 159 210,235 Segment assets 4,391,599 1,965,415 898,308 43,911 7,299,233 Capital expenditures 105,759 81,533 28,462 7 215,761 2021 Net sales $ 2,160,484 $ 2,808,065 $ 708,556 $ — $ 5,677,105 Income before interest and income taxes 262,148 253,736 92,359 (32,130) 576,113 Adjusted EBIT 295,194 235,317 86,462 (27,171) 589,802 Depreciation 87,375 83,756 34,499 157 205,787 Segment assets 4,429,186 2,319,982 888,715 34,490 7,672,373 Capital expenditures 113,601 78,462 40,196 5 232,264 Total adjusted EBIT is reconciled to income before income taxes as follows: 2023 2022 2021 (Dollars in thousands) Total adjusted EBIT $ 660,553 $ 706,306 $ 589,802 Less: Acquired intangible asset amortization expense 53,091 52,553 44,573 Other pension expense (income) for U.S. pension plans 3,614 (47,494) (53,469) Rationalization charges 8,412 74,082 15,010 Purchase accounting write-up of inventory — — 2,617 European Commission settlement — 25,203 — Costs attributed to announced acquisitions — — 4,958 Income before interest and income taxes 595,436 601,962 576,113 Interest and other debt expense 173,315 127,823 109,800 Income before income taxes $ 422,121 $ 474,139 $ 466,313 Total segment assets at December 31 are reconciled to total assets as follows: 2023 2022 (Dollars in thousands) Total segment assets $ 7,561,101 $ 7,299,233 Other assets 50,135 46,524 Total assets $ 7,611,236 $ 7,345,757 Financial information relating to our operations by geographic area is as follows: 2023 2022 2021 (Dollars in thousands) Net sales: United States $ 4,377,928 $ 4,805,266 $ 4,131,375 Foreign: Europe 1,201,534 1,299,616 1,166,557 Other 408,743 306,617 379,173 Total net sales from foreign operations 1,610,277 1,606,233 1,545,730 Total net sales $ 5,988,205 $ 6,411,499 $ 5,677,105 Long-lived assets: United States $ 1,258,531 $ 1,286,034 Foreign: Europe 540,254 481,648 Other 162,800 163,815 Total long-lived assets at foreign operations 703,054 645,463 Total long-lived assets $ 1,961,585 $ 1,931,497 Net sales are attributed to the country from which the product was manufactured and shipped. Sales of our metal containers segment to Nestlé S.A. accounted for 11.2 percent, 11.4 percent and 10.7 percent of our consolidated net sales in 2023, 2022 and 2021, respectively. Sales and adjusted EBIT of our metal containers segment and of part of our dispensing and specialty closures segment are dependent, in part, upon the vegetable and fruit harvests in the United States and, to a lesser extent, in a variety of national growing regions in Europe. 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 adjusted EBIT during that quarter. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2023 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS SILGAN HOLDINGS INC. For the years ended December 31, 2023, 2022 and 2021 (Dollars in thousands) Additions Other Changes Description Balance at Charged to Charged Cumulative Other (1) Balance For the year ended December 31, 2023: Allowance for doubtful accounts receivable $ 9,072 $ 59 $ — $ 268 $ (572) $ 8,827 For the year ended December 31, 2022: Allowance for doubtful accounts receivable $ 6,700 $ 2,904 $ — $ (282) $ (250) $ 9,072 For the year ended December 31, 2021: Allowance for doubtful accounts receivable $ 6,803 $ 946 $ — $ (273) $ (776) $ 6,700 ______________________ (1) Uncollectible accounts written off, net of recoveries. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business . Silgan Holdings Inc., or Silgan, and its subsidiaries conduct business in three segments: dispensing and specialty closures; metal containers; and custom containers. Our dispensing and specialty closures segment manufactures and sells dispensing systems and specialty closures for fragrance and beauty, food, beverage, personal and health care, home care and lawn and garden products. Our metal containers segment is engaged in the manufacture and sale of steel and aluminum containers for pet and human food and general line products. Our custom containers segment manufactures and sells custom designed plastic containers for pet and human food, consumer health and pharmaceutical, personal care, home care, lawn and garden and automotive products. Our dispensing and specialty closures segment has operating facilities in North and South America, Europe and Asia. Our metal containers segment has operating facilities in North America, Europe and Asia. Our custom containers segment has operating facilities in North America. |
Basis of Presentation | Basis of Presentation . The consolidated financial statements include the accounts of Silgan and our subsidiaries. Newly acquired subsidiaries have been included in the consolidated financial statements from their dates of acquisition. All significant intercompany transactions have been eliminated. The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles, or GAAP, requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates. |
Foreign Currency Transactions and Translations Policy | Generally, our subsidiaries that operate outside the United States use their local currency as the functional currency. The principal functional currency for our foreign operations is the Euro. Balance sheet accounts of our foreign subsidiaries are translated at exchange rates in effect at the balance sheet date, while revenue and expense accounts are translated at average rates prevailing during the year. Translation adjustments are reported as a component of accumulated other comprehensive loss. Gains or losses resulting from operating transactions denominated in foreign currencies that are not designated as a hedge are generally included in selling, general and administrative expenses in our Consolidated Statements of Income. Certain prior years' amounts have been reclassified to conform with the current year's presentation. |
Cash and Cash Equivalents | Cash and Cash Equivalents . Cash equivalents represent short-term, highly liquid investments which are readily convertible to cash and have maturities of three months or less at the time of purchase. As a result of our cash management system, checks issued for payment may create negative book balances. Checks outstanding in excess of related book balances are included in trade accounts payable in our Consolidated Balance Sheets. Changes in outstanding checks are included in financing activities in our Consolidated Statements of Cash Flows to treat them as, in substance, cash advances. |
Inventories | Inventories . Inventories are valued at the lower of cost or net realizable value. Cost for inventories of certain portions of our dispensing and specialty closures segment and of domestic inventories of our metal containers segment is principally determined on the last-in, first-out basis, or LIFO. Cost for inventories of certain portions of our dispensing and specialty closures segment and of our custom containers segment is principally determined on the first-in, first-out basis, or FIFO. Cost for inventories of certain portions of our dispensing and specialty closures segment and of foreign inventories of our metal containers segment is principally determined on the average cost method. |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net . Property, plant and equipment, net is stated at historical cost less accumulated depreciation. Major renewals and betterments that extend the life of an asset are capitalized and repairs and maintenance expenditures are charged to expense as incurred. Design and development costs for molds, dies and other tools that we do not own and that will be used to produce products that will be sold under long-term supply arrangements are capitalized. Depreciation is computed using the straight-line method over the estimated useful lives of depreciable assets. The principal estimated useful lives are 35 years for buildings and range between 3 years to 20 years for machinery and equipment. Leasehold improvements are amortized over the shorter of the life of the related asset or the life of the lease. |
Goodwill and Other Intangible Assets, Net | Goodwill and Other Intangible Assets, Net . 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 goodwill and other indefinite-lived intangible assets were not impaired in our annual assessment performed during the third quarter. Definite-lived intangible assets are amortized over their estimated useful lives on a straight-line basis. Customer relationships have a weighted average life of approximately 21 years. Other definite-lived intangible assets consist primarily of trade names and technology know-how and have a weighted average life of approximately 8 years. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets . We assess long-lived assets, including intangible assets with definite lives, for impairment whenever events or changes in circumstances indicate the carrying amount of the assets may not be fully recoverable. An impairment exists if the estimate of future undiscounted cash flows generated by the assets is less than the carrying value of the assets. If impairment is determined to exist, any related impairment loss is then measured by comparing the fair value of the assets to their carrying amount. |
Hedging Instruments | Hedging Instruments . All derivative financial instruments are recorded in the Consolidated Balance Sheets at their fair values. Changes in fair values of derivatives are recorded in each period in earnings or other comprehensive loss, depending on whether a derivative is designated as part of a qualifying 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 derivative 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. |
Income Taxes | Income Taxes . We account for income taxes using the liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period of enactment of such change. No provision is made for U.S. income taxes applicable to undistributed earnings of foreign subsidiaries that are indefinitely reinvested. The minimum tax on foreign earnings, more commonly referred to as the tax on Global Intangible Low-Taxed Income, is accounted for as a component of current income tax expense. |
Revenue Recognition | Revenue Recognition . Our revenues are primarily derived from the sale of rigid packaging products to customers. We recognize revenue at the amount we expect to be entitled to in exchange for promised goods for which we have transferred control to customers. If the consideration agreed to in a contract includes a variable amount, we estimate the amount of consideration we expect to be entitled to in exchange for transferring the promised goods to the customer. Generally, revenue is recognized at a point in time for standard promised goods at the time of shipment when title and risk of loss pass to the customer, and revenue is recognized over time in cases where we produce promised goods with no alternative use to us and for which we have an enforceable right of payment for production completed. The production cycle for customer contracts subject to over time recognition is generally completed in less than one month. Due to the short-term duration of our production cycle, we have elected the practical expedient permitting us to exclude disclosure regarding our performance obligations with respect to outstanding purchase orders. We have elected to treat shipping and handling costs after the control of goods has been transferred to the customer as a fulfillment cost. Sales and similar taxes that are imposed on our sales and collected from customers are excluded from revenues. |
Stock-Based Compensation | Stock-Based Compensation . We currently have one stock-based compensation plan in effect under which we have issued restricted stock units to our officers, other key employees and outside directors. A restricted stock unit represents the right to receive one share of our common stock at a future date. Unvested restricted stock units that have been issued do not have voting rights and may not be disposed of or transferred during the vesting period. |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Revenues by segment were as follows: 2023 2022 2021 (Dollars in thousands) Dispensing and Specialty Closures $ 2,221,430 $ 2,316,690 $ 2,160,484 Metal Containers 3,140,830 3,371,776 2,808,065 Custom Containers 625,945 723,033 708,556 $ 5,988,205 $ 6,411,499 $ 5,677,105 Revenues by geography were as follows: 2023 2022 2021 (Dollars in thousands) North America $ 4,582,356 $ 4,958,103 $ 4,341,364 Europe and other 1,405,849 1,453,396 1,335,741 $ 5,988,205 $ 6,411,499 $ 5,677,105 |
RATIONALIZATION CHARGES (Tables
RATIONALIZATION CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Rationalization Charges by Business Segment | Rationalization charges by segment for each of the years ended December 31 were as follows: 2023 2022 2021 (Dollars in thousands) Dispensing and Specialty Closures $ 11,285 $ 944 $ 5,806 Metal Containers (7,849) 73,137 8,873 Custom Containers 4,976 — 331 $ 8,412 $ 74,081 $ 15,010 |
Activity in Rationalization Plan Reserves | Activity in reserves for our rationalization plans was as follows: Employee Plant Non-Cash Total (Dollars in thousands) Balance as of January 1, 2021 $ 41,005 $ 555 $ — $ 41,560 Charged to expense 8,048 1,882 5,080 15,010 Utilized and currency translation (7,963) (2,280) (5,080) (15,323) Balance at December 31, 2021 41,090 157 — 41,247 Charged to expense (1,657) 1,205 74,533 74,081 Utilized and currency translation (7,792) (1,203) (74,533) (83,528) Balance at December 31, 2022 31,641 159 — 31,800 Charged to expense 12,314 6,175 (10,077) 8,412 Utilized and currency translation (10,400) (5,869) 10,077 (6,192) Balance at December 31, 2023 $ 33,555 $ 465 $ — $ 34,020 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Amounts Included in Accumulated Other Comprehensive Income (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 January 1, 2021 $ (168,604) $ (4,656) $ (87,693) $ (260,953) Other comprehensive loss before reclassifications 41,422 715 (50,334) (8,197) Amounts reclassified from accumulated other comprehensive loss 7,708 1,614 — 9,322 Other comprehensive income 49,130 2,329 (50,334) 1,125 Balance at December 31, 2021 (119,474) (2,327) (138,027) (259,828) Other comprehensive loss before reclassifications (39,174) 2,195 (49,778) (86,757) Amounts reclassified from accumulated other comprehensive loss 1,915 (640) — 1,275 Other comprehensive loss (37,259) 1,555 (49,778) (85,482) Balance at December 31, 2022 (156,733) (772) (187,805) (345,310) Other comprehensive income before reclassifications 15,556 852 46,149 62,557 Amounts reclassified from accumulated other comprehensive loss 7,654 (296) 24,034 31,392 Other comprehensive income 23,210 556 70,183 93,949 Balance at December 31, 2023 $ (133,523) $ (216) $ (117,622) $ (251,361) |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Components of Inventory | The components of inventories at December 31 were as follows: 2023 2022 (Dollars in thousands) Raw materials $ 465,375 $ 409,349 Work-in-process 219,462 218,691 Finished goods 556,737 469,212 Other 16,616 16,463 1,258,190 1,113,715 Adjustment to value inventory at cost on the LIFO method (317,382) (344,312) $ 940,808 $ 769,403 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Property, plant and equipment, net at December 31 was as follows: 2023 2022 (Dollars in thousands) Land $ 82,760 $ 80,115 Buildings and improvements 611,691 601,368 Machinery and equipment 3,788,029 3,616,008 Construction in progress 255,609 234,388 4,738,089 4,531,879 Accumulated depreciation (2,776,504) (2,600,382) $ 1,961,585 $ 1,931,497 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill were as follows: Dispensing and Specialty Closures Metal Custom Total (Dollars in thousands) Balance at December 31, 2021 $ 1,684,697 $ 126,192 $ 227,519 $ 2,038,408 Acquisitions 4,627 — — 4,627 Currency translation (49,258) (7,618) (1,207) (58,083) Balance at December 31, 2022 1,640,066 118,574 226,312 1,984,952 Currency translation 30,906 1,925 458 33,289 Balance at December 31, 2023 $ 1,670,972 $ 120,499 $ 226,770 $ 2,018,241 |
Components of Other Intangible Assets | The components of other intangible assets, net at December 31 were as follows: 2023 2022 Gross Accumulated Gross Accumulated (Dollars in thousands) Definite-lived intangibles: Customer relationships $ 925,509 $ (261,403) $ 912,589 $ (214,183) Other 81,069 (56,292) 79,769 (46,503) 1,006,578 (317,695) 992,358 (260,686) Indefinite-lived intangibles: Trade names 32,140 — 32,140 — $ 1,038,718 $ (317,695) $ 1,024,498 $ (260,686) |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt at December 31 was as follows: 2023 2022 (Dollars in thousands) Bank debt: Bank revolving loans $ — $ — U.S. term loans 950,000 1,000,000 Other foreign bank revolving and term loans 56,243 49,673 Total bank debt 1,006,243 1,049,673 3¼% Senior Notes 717,990 693,680 4⅛% Senior Notes 600,000 600,000 2¼% Senior Notes 552,300 533,600 1.4% Senior Secured Notes 500,000 500,000 Finance leases 63,302 65,667 Total debt - principal 3,439,835 3,442,620 Less unamortized debt issuance costs and debt discount 13,069 17,178 Total debt 3,426,766 3,425,442 Less current portion 880,315 80,061 $ 2,546,451 $ 3,345,381 |
Aggregate Annual Maturities of Debt | The aggregate annual maturities of our debt (non-U.S. dollar debt has been translated into U.S. dollars at exchange rates in effect at the balance sheet date), excluding finance leases, are as follows (dollars in thousands): 2024 $ 852,711 2025 106,723 2026 603,665 2027 653,192 2028 1,153,269 Thereafter 6,973 $ 3,376,533 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [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 significant financial instruments at December 31: 2023 2022 Carrying Fair Carrying Fair (Dollars in thousands) Assets: Cash and cash equivalents $ 642,923 $ 642,923 $ 585,622 $ 585,622 Liabilities: Bank debt $ 1,006,243 $ 1,006,243 $ 1,049,673 $ 1,049,673 3¼% Notes 717,990 713,546 693,680 674,534 4⅛% Notes 599,438 573,024 599,317 555,120 2¼% Notes 552,300 509,872 533,600 455,748 1.4% Notes 499,876 456,515 499,824 441,650 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Aggregate Annual Maturities of Operating Lease Liabilities | The aggregate annual maturities of lease liabilities are as follows (dollars in thousands): Operating Finance Leases Leases 2024 $ 55,969 $ 29,829 2025 52,029 3,047 2026 38,240 3,064 2027 27,136 3,113 2028 19,250 3,139 Thereafter 88,943 36,544 Total lease payments 281,567 78,736 Less imputed interest (47,794) (15,434) Total $ 233,773 $ 63,302 |
Schedule of Aggregate Annual Maturities of Finance Lease Liabilities | The aggregate annual maturities of lease liabilities are as follows (dollars in thousands): Operating Finance Leases Leases 2024 $ 55,969 $ 29,829 2025 52,029 3,047 2026 38,240 3,064 2027 27,136 3,113 2028 19,250 3,139 Thereafter 88,943 36,544 Total lease payments 281,567 78,736 Less imputed interest (47,794) (15,434) Total $ 233,773 $ 63,302 |
RETIREMENT BENEFITS (Tables)
RETIREMENT BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Defined Benefit Plan Disclosure [Line Items] | |
Changes in Benefit Obligations and Plan Assets as Well as Funded Status of Retirement Plans | The changes in benefit obligations and plan assets as well as the funded status of our retirement plans at December 31 were as follows: Pension Benefits Other 2023 2022 2023 2022 (Dollars in thousands) Change in benefit obligation Obligation at beginning of year $ 674,104 $ 925,129 $ 14,447 $ 19,525 Service cost 8,573 12,603 50 78 Interest cost 34,725 20,579 745 413 Actuarial losses (gains) 22,938 (231,923) 645 (3,609) Special termination benefits 577 — — — Plan amendments (76) — — — Curtailment gain — — (1,103) — Benefits paid (45,006) (44,443) (1,430) (1,984) Participants’ contributions — — 19 24 Foreign currency exchange rate changes 2,891 (7,841) — — Obligation at end of year 698,726 674,104 13,373 14,447 Change in plan assets Fair value of plan assets at beginning of year 764,405 1,024,454 — — Actual return on plan assets 84,849 (218,002) — — Employer contributions 2,768 2,396 1,411 1,960 Participants’ contributions — — 19 24 Benefits paid (45,006) (44,443) (1,430) (1,984) Fair value of plan assets at end of year 807,016 764,405 — — Funded status $ 108,290 $ 90,301 $ (13,373) $ (14,447) Pension Benefits Other 2023 2022 2023 2022 (Dollars in thousands) Amounts recognized in the consolidated balance sheets Non-current assets $ 203,494 $ 169,940 $ — $ — Current liabilities (3,055) (2,766) (1,389) (1,421) Non-current liabilities (92,149) (76,873) (11,984) (13,026) Net amount recognized $ 108,290 $ 90,301 $ (13,373) $ (14,447) Amounts recognized in accumulated other comprehensive loss Net actuarial loss (gain) $ 176,877 $ 209,874 $ (4,740) $ (6,002) Prior service cost (credit) 391 505 (21) (969) Net amount recognized $ 177,268 $ 210,379 $ (4,761) $ (6,971) |
Benefits Expected to be Paid from Pension and Other Postretirement Benefit Plans, Which Reflect Future Years of Services and Medicare Subsidy Expected to be Received | The benefits expected to be paid from our pension and other postretirement benefit plans, which reflect future years of service, are as follows (dollars in thousands): Pension Other 2024 $ 48,661 $ 1,391 2025 49,636 1,317 2026 50,686 1,217 2027 51,838 1,159 2028 51,818 1,120 2029-2033 259,581 4,937 $ 512,220 $ 11,141 |
Components of Net Periodic Benefit Cost | The components of the net periodic benefit cost (credit) for each of the years ended December 31 were as follows: Pension Benefits Other Postretirement Benefits 2023 2022 2021 2023 2022 2021 (Dollars in thousands) Service cost $ 8,573 $ 12,603 $ 14,265 $ 50 $ 78 $ 107 Interest cost 34,725 20,579 17,697 745 413 363 Expected return on plan assets (40,781) (69,132) (79,453) — — — Amortization of prior service cost (credit) 97 222 243 (948) (1,668) (1,830) Amortization of actuarial losses (gains) 11,638 4,635 12,479 (617) (298) (311) Special termination benefits 577 — — — — — Curtailment gain — — — (1,103) — — Net periodic benefit cost (credit) $ 14,829 $ (31,093) $ (34,769) $ (1,873) $ (1,475) $ (1,671) |
Multiemployer Pension Plans | Further information on the multiemployer plans we participated in during the years ended December 31, 2023, 2022 and 2021 is as follows: Pension Fund EIN/Pension Plan Pension FIP / RP Contributions Surcharge 2023 2022 2023 2022 2021 (Dollars in thousands) United Food & Commercial Workers — Local One Pension Fund (1) 16-6144007/001 Red (2) Red (2) Implemented — 141 282 No IAM National Pension Fund (3) 51-6031295/002 Red Red Implemented 2,626 2,511 2,767 No Western Conference of Teamsters Pension Plan (4) 91-6145047/001 Green Green N/A 1,008 906 869 No Total Contributions $ 3,634 $ 3,558 $ 3,918 ______________________ (1) In 2022, we completely withdrew from this pension fund. (2) Under the Multiemployer Pension Reform Act of 2014, the status of this pension fund was critical and declining, as defined under such Act. For 2022, the pension fund actuary had projected insolvency for this pension fund in 2026. In August 2023, this pension fund received $788 million in taxpayer assistance under the American Rescue Plan Act of 2021, and, therefore, insolvency for this pension fund should be delayed. (3) The applicable collective bargaining agreements related to this pension fund expire at various times through February 28, 2026. Although this pension fund was formally certified in the yellow zone in 2019, the trustees of this pension fund elected voluntarily to place this pension fund in the red zone to take advantage of certain provisions of the Pension Protection Act even though this pension fund had a funded status of 85 percent, 84 percent and 87 percent at the beginning of 2020, 2021 and 2022, respectively. (4) |
Weighted Average Asset Allocation for Pension Plans and Target Allocation | The weighted average asset allocation for our pension plans at December 31, 2023 and 2022 and target allocation for 2023 were as follows: Target Actual Allocation 2023 2022 Fixed income securities 89 % 88 % 59 % Equity securities—US 6 % 6 % 32 % Equity securities—International 3 % 3 % 7 % Cash and cash equivalents 2 % 3 % 2 % 100 % 100 % 100 % |
Fair Value of Plan Assets by Asset Category | The fair value of our plan assets by asset category consisted of the following at December 31: 2023 2022 (Dollars in thousands) Fixed income securities $ 708,088 $ 448,908 Equity securities—US 48,237 248,858 Equity securities—International 24,512 52,394 Cash and cash equivalents 26,179 14,245 $ 807,016 $ 764,405 |
Benefit Obligation | |
Defined Benefit Plan Disclosure [Line Items] | |
Weighted Average Actuarial Assumptions | Our principal domestic pension and other postretirement benefit plans used the following weighted average actuarial assumptions to determine the benefit obligations at December 31: 2023 2022 Discount rate 5.3 % 5.6 % Expected return on plan assets 5.5 % 6.9 % Rate of compensation increase 2.4 % 2.4 % Health care cost trend rate: Assumed for next year 5.0 % 4.7 % Ultimate rate 4.0 % 3.9 % Year that the ultimate rate is reached 2043 2043 |
Benefit Costs | |
Defined Benefit Plan Disclosure [Line Items] | |
Weighted Average Actuarial Assumptions | Our principal domestic pension and other postretirement benefit plans used the following weighted average actuarial assumptions to determine net periodic benefit cost (credit) for the years ended December 31: 2023 2022 2021 Discount rate 5.6 % 2.9 % 2.5 % Expected return on plan assets 5.5 % 6.9 % 8.5 % Rate of compensation increase 2.4 % 2.4 % 2.5 % Health care cost trend rate 5.0 % 4.7 % 6.2 % |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Before Income Taxes | Income before income taxes was taxed in the following jurisdictions in each of the years ended December 31: 2023 2022 2021 (Dollars in thousands) Domestic $ 253,916 $ 400,889 $ 338,304 Foreign 168,205 73,250 128,009 Total $ 422,121 $ 474,139 $ 466,313 |
Components of Provision for Income Taxes | The components of the provision (benefit) for income taxes were as follows: 2023 2022 2021 (Dollars in thousands) Current: Federal $ 10,847 $ 99,760 $ 963 State (529) 23,915 3,412 Foreign 52,730 41,797 43,280 Current income tax provision 63,048 165,472 47,655 Deferred: Federal 29,337 (27,681) 59,979 State 7,957 (8,916) 4,984 Foreign (4,186) 4,416 (5,386) Deferred income tax provision (benefit) 33,108 (32,181) 59,577 $ 96,156 $ 133,291 $ 107,232 |
Variation of Provision for Income Taxes from Statutory U.S. Federal Income Tax Rate | The provision for income taxes varied from income taxes computed at the statutory U.S. federal income tax rate as a result of the following: 2023 2022 2021 (Dollars in thousands) Income taxes computed at the statutory $ 88,646 $ 99,569 $ 97,926 State income taxes, net of federal tax benefit 5,551 12,815 10,496 Tax liabilities no longer required (4,071) (2,142) (3,784) Valuation allowance 2,287 16,635 6,745 Tax credit refunds, net (2,684) (5,081) (3,593) Foreign earnings taxed at other than 21% 9,993 5,126 5,907 Deferred tax rate changes (3,133) (1,276) (3,409) European Commission settlement — 5,313 — Other (433) 2,332 (3,056) $ 96,156 $ 133,291 $ 107,232 Effective tax rate 22.8 % 28.1 % 23.0 % |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets and liabilities at December 31 were as follows: 2023 2022 (Dollars in thousands) Deferred tax assets: Pension and other postretirement liabilities $ 17,093 $ 11,072 Rationalization and other accrued liabilities 33,196 42,219 AMT and other credit carryforwards 3,584 3,094 Net operating loss carryforwards 54,067 45,606 Other intangible assets 268 1,091 Foreign currency translation — 223 Property, plant and equipment 1,559 734 Inventory and related reserves 3,098 28,409 Long term operating lease liabilities 58,430 53,198 Other 29,233 19,494 Total deferred tax assets 200,528 205,140 Deferred tax liabilities: Property, plant and equipment (259,083) (253,753) Pension and other postretirement liabilities (44,782) (36,150) Other intangible assets (178,062) (175,358) Operating lease right of use assets (55,993) (50,747) Inventory and related reserves (13,527) — Foreign currency translation (13,496) (17,285) Other (11,210) (8,600) Total deferred tax liabilities (576,153) (541,893) Valuation allowance (45,525) (41,823) $ (421,150) $ (378,576) |
Reconciliation Of Beginning And Ending Unrecognized Tax Benefits Table | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits included as other liabilities in our Consolidated Balance Sheets was as follows: 2023 2022 (Dollars in thousands) Balance at January 1, $ 26,721 $ 28,981 Increase based upon tax positions of current year 8,807 — Increase based upon tax positions of a prior year 625 1,652 Decrease based upon settlements with taxing authorities (15,681) (131) Decrease based upon a lapse in the statute of limitations (3,071) (3,781) Balance at December 31, $ 17,401 $ 26,721 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Restricted Stock Unit Activity | The table below summarizes restricted stock unit activity for the year ended December 31, 2023: Restricted Weighted Restricted stock units outstanding at December 31, 2022 1,285,937 35.60 Granted 298,190 46.12 Released (490,242) 33.25 Forfeited (12,320) 35.52 Restricted stock units outstanding at December 31, 2023 1,081,565 39.57 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Components of Calculation of Earnings Per Share | The components of the calculation of earnings per share were as follows: 2023 2022 2021 (Dollars and shares in thousands) Net income $ 325,965 $ 340,848 $ 359,081 Weighted average number of shares used in: Basic earnings per share 108,821 110,465 110,396 Dilutive common stock equivalents: Restricted stock units 416 566 770 Diluted earnings per share 109,237 111,031 111,166 |
BUSINESS SEGMENT INFORMATION (T
BUSINESS SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Reportable Business Segment Information | Reportable segment information for each of the past three years is as follows: Dispensing and Specialty Closures Metal Custom Containers Corporate Total (Dollars in thousands) 2023 Net sales $ 2,221,430 $ 3,140,830 $ 625,945 $ — $ 5,988,205 Income before interest and income taxes 281,030 287,380 52,836 (25,810) 595,436 Adjusted EBIT 340,644 282,402 63,317 (25,810) 660,553 Depreciation 101,664 73,558 34,846 74 210,142 Segment assets 4,437,833 2,178,416 898,582 46,270 7,561,101 Capital expenditures 110,073 95,260 20,474 1,003 226,810 2022 Net sales $ 2,316,690 $ 3,371,776 $ 723,033 $ — $ 6,411,499 Income before interest and income taxes 323,001 234,156 92,478 (47,673) 601,962 Adjusted EBIT 359,753 282,214 86,809 (22,470) 706,306 Depreciation 98,214 76,537 35,325 159 210,235 Segment assets 4,391,599 1,965,415 898,308 43,911 7,299,233 Capital expenditures 105,759 81,533 28,462 7 215,761 2021 Net sales $ 2,160,484 $ 2,808,065 $ 708,556 $ — $ 5,677,105 Income before interest and income taxes 262,148 253,736 92,359 (32,130) 576,113 Adjusted EBIT 295,194 235,317 86,462 (27,171) 589,802 Depreciation 87,375 83,756 34,499 157 205,787 Segment assets 4,429,186 2,319,982 888,715 34,490 7,672,373 Capital expenditures 113,601 78,462 40,196 5 232,264 |
Reconciliation of Income Before Income Taxes from Segment Income from Operations | Total adjusted EBIT is reconciled to income before income taxes as follows: 2023 2022 2021 (Dollars in thousands) Total adjusted EBIT $ 660,553 $ 706,306 $ 589,802 Less: Acquired intangible asset amortization expense 53,091 52,553 44,573 Other pension expense (income) for U.S. pension plans 3,614 (47,494) (53,469) Rationalization charges 8,412 74,082 15,010 Purchase accounting write-up of inventory — — 2,617 European Commission settlement — 25,203 — Costs attributed to announced acquisitions — — 4,958 Income before interest and income taxes 595,436 601,962 576,113 Interest and other debt expense 173,315 127,823 109,800 Income before income taxes $ 422,121 $ 474,139 $ 466,313 |
Reconciliation of Total Segment Assets to Total Assets | Total segment assets at December 31 are reconciled to total assets as follows: 2023 2022 (Dollars in thousands) Total segment assets $ 7,561,101 $ 7,299,233 Other assets 50,135 46,524 Total assets $ 7,611,236 $ 7,345,757 |
Financial Information Relating to Operations by Geographic Area | Financial information relating to our operations by geographic area is as follows: 2023 2022 2021 (Dollars in thousands) Net sales: United States $ 4,377,928 $ 4,805,266 $ 4,131,375 Foreign: Europe 1,201,534 1,299,616 1,166,557 Other 408,743 306,617 379,173 Total net sales from foreign operations 1,610,277 1,606,233 1,545,730 Total net sales $ 5,988,205 $ 6,411,499 $ 5,677,105 Long-lived assets: United States $ 1,258,531 $ 1,286,034 Foreign: Europe 540,254 481,648 Other 162,800 163,815 Total long-lived assets at foreign operations 703,054 645,463 Total long-lived assets $ 1,961,585 $ 1,931,497 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2023 segment plan shares | |
Summary Of Significant Accounting Policies [Line Items] | |
Number of operating segments | segment | 3 |
Number of stock-based compensation plans | plan | 1 |
Building | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, plant and equipment, estimated useful life | 35 years |
Machinery and equipment | Minimum | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, plant and equipment, estimated useful life | 3 years |
Machinery and equipment | Maximum | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, plant and equipment, estimated useful life | 20 years |
Customer Relationships | |
Summary Of Significant Accounting Policies [Line Items] | |
Intangible asset, useful life | 21 years |
Other Intangible Assets | |
Summary Of Significant Accounting Policies [Line Items] | |
Intangible asset, useful life | 8 years |
Restricted stock units | |
Summary Of Significant Accounting Policies [Line Items] | |
Number of common shares issuable per restricted stock unit (in shares) | shares | 1 |
REVENUE (Details)
REVENUE (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 5,988,205 | $ 6,411,499 | $ 5,677,105 |
Dispensing and Specialty Closures | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 2,221,430 | 2,316,690 | 2,160,484 |
Metal Containers | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 3,140,830 | 3,371,776 | 2,808,065 |
Custom Containers | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 625,945 | 723,033 | 708,556 |
North America | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 4,582,356 | 4,958,103 | 4,341,364 |
Europe and Other | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 1,405,849 | 1,453,396 | $ 1,335,741 |
Transferred over Time | Unbilled Revenues | |||
Disaggregation of Revenue [Line Items] | |||
Contract assets, primarily unbilled accounts receivable related to over time revenue recognition | $ 100,000 | $ 110,200 |
ACQUISITIONS (Details)
ACQUISITIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Oct. 01, 2021 | Sep. 30, 2021 | Sep. 20, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | $ 0 | $ 2,504 | $ 745,670 | |||
Goodwill | $ 2,018,241 | $ 1,984,952 | $ 2,038,408 | |||
Silgan Specialty Packaging | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | $ 484,900 | |||||
Goodwill | 209,400 | |||||
Silgan Specialty Packaging | Customer Relationships | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | 169,000 | |||||
Silgan Specialty Packaging | Technology-Based Intangible Assets | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | $ 3,400 | |||||
Unicep Packaging LLC | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | $ 237,100 | |||||
Goodwill | 142,600 | |||||
Unicep Packaging LLC | Customer Relationships | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | 74,000 | |||||
Unicep Packaging LLC | Technology-Based Intangible Assets | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | 4,000 | |||||
Unicep Packaging LLC | Trade names | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | $ 3,600 | |||||
Easytech Closures S.p.A. | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | $ 28,400 | |||||
Goodwill | 12,900 | |||||
Easytech Closures S.p.A. | Customer Relationships | ||||||
Business Acquisition [Line Items] | ||||||
Customer relationship intangible asset | $ 3,100 |
RATIONALIZATION CHARGES - Ratio
RATIONALIZATION CHARGES - Rationalization Charge by Business Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Rationalization charges | $ 8,412 | $ 74,081 | $ 15,010 |
Dispensing and Specialty Closures | |||
Restructuring Cost and Reserve [Line Items] | |||
Rationalization charges | 11,285 | 944 | 5,806 |
Metal Containers | |||
Restructuring Cost and Reserve [Line Items] | |||
Rationalization charges | (7,849) | 73,137 | 8,873 |
Custom Containers | |||
Restructuring Cost and Reserve [Line Items] | |||
Rationalization charges | $ 4,976 | $ 0 | $ 331 |
RATIONALIZATION CHARGES - Narra
RATIONALIZATION CHARGES - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2023 USD ($) facility | Dec. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) facility | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring reserve | $ 34,020 | $ 31,800 | $ 34,020 | $ 41,247 | $ 41,560 | |
Metal Containers | Russia | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 73,800 | |||||
Number of facilities closed | facility | 2 | 2 | ||||
Rationalization credit | $ 17,700 | |||||
Accrued Liabilities | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring reserve | 7,300 | 3,900 | $ 7,300 | |||
Other Liabilities | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring reserve | 26,700 | 27,900 | 26,700 | |||
Central States Pension Plan withdrawal | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Net rationalization charges | $ 62,000 | |||||
Restructuring and related cost, revised expected cost | 51,100 | |||||
Restructuring and related cost, revised expected cost future cash expenditures | 41,900 | |||||
Central States Pension Plan withdrawal | Metal Containers | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Rationalization credit | 8,500 | |||||
Central States Pension Plan withdrawal | Annually Through 2040 | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Remaining expenses for our rationalization plans | 900 | |||||
Effect on future cash flows, amount | $ 2,600 | |||||
Other Restructuring | Other Rationalization Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Remaining expenses for our rationalization plans | $ 9,300 | 9,300 | ||||
Effect on future cash flows, amount | $ 15,700 |
RATIONALIZATION CHARGES - Activ
RATIONALIZATION CHARGES - Activity in Rationalization Plan Reserves (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Reserve [Roll Forward] | |||
Rationalization Reserve, Beginning Balance | $ 31,800 | $ 41,247 | $ 41,560 |
Charged to expense | 8,412 | 74,081 | 15,010 |
Utilized and currency translation | (6,192) | (83,528) | (15,323) |
Rationalization Reserve, Ending Balance | 34,020 | 31,800 | 41,247 |
Employee Severance and Benefits | |||
Restructuring Reserve [Roll Forward] | |||
Rationalization Reserve, Beginning Balance | 31,641 | 41,090 | 41,005 |
Charged to expense | 12,314 | (1,657) | 8,048 |
Utilized and currency translation | (10,400) | (7,792) | (7,963) |
Rationalization Reserve, Ending Balance | 33,555 | 31,641 | 41,090 |
Plant Exit Costs | |||
Restructuring Reserve [Roll Forward] | |||
Rationalization Reserve, Beginning Balance | 159 | 157 | 555 |
Charged to expense | 6,175 | 1,205 | 1,882 |
Utilized and currency translation | (5,869) | (1,203) | (2,280) |
Rationalization Reserve, Ending Balance | 465 | 159 | 157 |
Non-Cash Asset Write-Down | |||
Restructuring Reserve [Roll Forward] | |||
Rationalization Reserve, Beginning Balance | 0 | 0 | 0 |
Charged to expense | (10,077) | 74,533 | 5,080 |
Utilized and currency translation | 10,077 | (74,533) | (5,080) |
Rationalization Reserve, Ending Balance | $ 0 | $ 0 | $ 0 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Amounts Included in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) | |||
Beginning balance | $ 1,718,256 | $ 1,562,696 | |
Other comprehensive loss before reclassifications | 62,557 | (86,757) | $ (8,197) |
Amounts reclassified from accumulated other comprehensive loss | 31,392 | 1,275 | 9,322 |
Other comprehensive income (loss) | 93,949 | (85,482) | 1,125 |
Ending balance | 1,889,358 | 1,718,256 | 1,562,696 |
Accumulated other comprehensive loss | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning balance | (345,310) | (259,828) | (260,953) |
Ending balance | (251,361) | (345,310) | (259,828) |
Unrecognized Net Defined Benefit Plan Costs | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning balance | (156,733) | (119,474) | (168,604) |
Other comprehensive loss before reclassifications | 15,556 | (39,174) | 41,422 |
Amounts reclassified from accumulated other comprehensive loss | 7,654 | 1,915 | 7,708 |
Other comprehensive income (loss) | 23,210 | (37,259) | 49,130 |
Ending balance | (133,523) | (156,733) | (119,474) |
Change in Fair Value of Derivatives | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning balance | (772) | (2,327) | (4,656) |
Other comprehensive loss before reclassifications | 852 | 2,195 | 715 |
Amounts reclassified from accumulated other comprehensive loss | (296) | (640) | 1,614 |
Other comprehensive income (loss) | 556 | 1,555 | 2,329 |
Ending balance | (216) | (772) | (2,327) |
Foreign Currency Translation | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning balance | (187,805) | (138,027) | (87,693) |
Other comprehensive loss before reclassifications | 46,149 | (49,778) | (50,334) |
Amounts reclassified from accumulated other comprehensive loss | 24,034 | 0 | 0 |
Other comprehensive income (loss) | 70,183 | (49,778) | (50,334) |
Ending balance | $ (117,622) | $ (187,805) | $ (138,027) |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE LOSS - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) facility | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Russia | Metal Containers | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Number of facilities closed | facility | 2 | ||
Accumulated Defined Benefit Plans Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Reclassification to earnings from the unrecognized net defined benefit plan, net (losses) | $ (10.2) | $ (2.9) | $ (10.6) |
Reclassification to earnings from the unrecognized net defined benefit plan, tax | 2.5 | 1 | 2.9 |
Amortization of net actuarial (losses) | (11) | (4.3) | (12.2) |
Amortization of net prior service credit | 0.8 | 1.4 | 1.6 |
Accumulated Translation Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Foreign currency gains (losses) related to translation | 57.7 | (76.3) | (82.8) |
Foreign currency gains related to intra-entity foreign currency transactions | 2 | 2 | 1.3 |
Foreign currency (losses) gains related to net investment hedges | (17.3) | 32.1 | 40.9 |
Derivatives used in net investment hedge, tax benefit (provision) | $ 3.8 | $ (7.6) | $ (9.7) |
INVENTORIES - Components of Inv
INVENTORIES - Components of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 465,375 | $ 409,349 |
Work-in-process | 219,462 | 218,691 |
Finished goods | 556,737 | 469,212 |
Other | 16,616 | 16,463 |
Inventory, gross, total | 1,258,190 | 1,113,715 |
Adjustment to value inventory at cost on the LIFO method | (317,382) | (344,312) |
Inventories | $ 940,808 | $ 769,403 |
INVENTORIES - Additional Inform
INVENTORIES - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | ||
Inventory recorded on FIFO method | $ 275.5 | $ 276.3 |
Inventory recorded on average cost method | 201.4 | $ 158.7 |
Cost of Goods Sold | ||
Inventory [Line Items] | ||
Effect of LIFO inventory liquidation on cost of goods sold | $ 83 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 4,738,089 | $ 4,531,879 | |
Accumulated depreciation | (2,776,504) | (2,600,382) | |
Property, plant and equipment, net | 1,961,585 | 1,931,497 | |
Depreciation | 210,142 | 210,235 | $ 205,787 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 82,760 | 80,115 | |
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 611,691 | 601,368 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 3,788,029 | 3,616,008 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 255,609 | $ 234,388 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 1,984,952 | $ 2,038,408 |
Acquisitions | 4,627 | |
Currency translation | 33,289 | (58,083) |
Ending balance | 2,018,241 | 1,984,952 |
Dispensing and Specialty Closures | ||
Goodwill [Roll Forward] | ||
Beginning balance | 1,640,066 | 1,684,697 |
Acquisitions | 4,627 | |
Currency translation | 30,906 | (49,258) |
Ending balance | 1,670,972 | 1,640,066 |
Metal Containers | ||
Goodwill [Roll Forward] | ||
Beginning balance | 118,574 | 126,192 |
Acquisitions | 0 | |
Currency translation | 1,925 | (7,618) |
Ending balance | 120,499 | 118,574 |
Custom Containers | ||
Goodwill [Roll Forward] | ||
Beginning balance | 226,312 | 227,519 |
Acquisitions | 0 | |
Currency translation | 458 | (1,207) |
Ending balance | $ 226,770 | $ 226,312 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Components of Other Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Intangible Assets by Major Class [Line Items] | ||
Definite-lived intangibles, gross amount | $ 1,006,578 | $ 992,358 |
Intangibles, gross amount | 1,038,718 | 1,024,498 |
Definite-lived intangibles, accumulated amortization | (317,695) | (260,686) |
Trade names | ||
Intangible Assets by Major Class [Line Items] | ||
Indefinite-lived intangibles, gross amount | 32,140 | 32,140 |
Customer relationships | ||
Intangible Assets by Major Class [Line Items] | ||
Definite-lived intangibles, gross amount | 925,509 | 912,589 |
Definite-lived intangibles, accumulated amortization | (261,403) | (214,183) |
Other | ||
Intangible Assets by Major Class [Line Items] | ||
Definite-lived intangibles, gross amount | 81,069 | 79,769 |
Definite-lived intangibles, accumulated amortization | $ (56,292) | $ (46,503) |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 53.1 | $ 52.6 | $ 44.6 |
Expected amortization expense in 2024 | 50.7 | ||
Expected amortization expense in 2025 | 49.4 | ||
Expected amortization expense in 2026 | 48.3 | ||
Expected amortization expense in 2027 | 47.3 | ||
Expected amortization expense in 2028 | $ 45.3 |
LONG-TERM DEBT - Summary of Lon
LONG-TERM DEBT - Summary of Long-Term Debt (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Feb. 10, 2021 |
Debt Instrument [Line Items] | |||
Total debt - principal | $ 3,439,835,000 | $ 3,442,620,000 | |
Less unamortized debt issuance costs and debt discount | 13,069,000 | 17,178,000 | |
Total debt | 3,426,766,000 | 3,425,442,000 | |
Less current portion | 880,315,000 | 80,061,000 | |
Long-term debt | 2,546,451,000 | 3,345,381,000 | |
Bank Debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 1,006,243,000 | 1,049,673,000 | |
Finance leases | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 63,302,000 | 65,667,000 | |
Bank revolving loans | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 0 | 0 | |
Bank revolving loans | Bank Debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 0 | 0 | |
U.S. term loans | Bank Debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 950,000,000 | 1,000,000,000 | |
Less current portion | 100,000,000 | ||
Other foreign bank revolving and term loans | Bank Debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 56,243,000 | 49,673,000 | |
Less current portion | 34,700,000 | ||
Senior Notes | 3¼% Senior Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 717,990,000 | 693,680,000 | |
Less current portion | $ 718,000,000 | ||
Stated interest rate | 3.25% | ||
Senior Notes | 4⅛% Senior Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | $ 600,000,000 | 600,000,000 | |
Stated interest rate | 4.125% | ||
Senior Notes | 2¼% Senior Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | $ 552,300,000 | 533,600,000 | |
Stated interest rate | 2.25% | 1.40% | |
Senior Notes | 1.4% Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | $ 500,000,000 | $ 500,000,000 | |
Stated interest rate | 1.40% | 1.40% |
LONG-TERM DEBT - Aggregate Annu
LONG-TERM DEBT - Aggregate Annual Maturities of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
2024 | $ 852,711 | |
2025 | 106,723 | |
2026 | 603,665 | |
2027 | 653,192 | |
2028 | 1,153,269 | |
Thereafter | 6,973 | |
Debt, long-term and short-term, combined amount excluding finance leases | 3,376,533 | |
Debt Instrument [Line Items] | ||
Long-term debt, current maturities | 880,315 | $ 80,061 |
Finance leases | ||
Debt Instrument [Line Items] | ||
Long-term debt, current maturities | 27,600 | |
3¼% Senior Notes | Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, current maturities | 718,000 | |
Bank Debt | Other Foreign Bank Revolving and Term Loans | ||
Debt Instrument [Line Items] | ||
Long-term debt, current maturities | $ 34,700 |
LONG-TERM DEBT - Bank Credit Ag
LONG-TERM DEBT - Bank Credit Agreements (Details) € in Millions | 1 Months Ended | 12 Months Ended | 75 Months Ended | |||||||||
Nov. 09, 2021 USD ($) | Feb. 10, 2021 USD ($) | Feb. 26, 2020 USD ($) | Feb. 26, 2020 EUR (€) | Nov. 12, 2019 USD ($) | Nov. 30, 2021 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) acquisition | Jun. 22, 2023 amendment | Nov. 08, 2021 USD ($) | Feb. 26, 2020 EUR (€) | |
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of long-term debt | $ 12,305,000 | $ 6,042,000 | $ 1,499,725,000 | |||||||||
Number of acquisitions | acquisition | 3 | |||||||||||
Long term debt, matures in year one | 852,711,000 | |||||||||||
Long term debt, matures in year two | 106,723,000 | |||||||||||
Long term debt, matures in year three | 603,665,000 | |||||||||||
Long term debt, matures in year four | 653,192,000 | |||||||||||
Debt, long-term and short-term, combined amount | 3,439,835,000 | 3,442,620,000 | ||||||||||
Loss on early extinguishment of debt | 0 | $ 1,481,000 | $ 1,372,000 | |||||||||
2¼% Senior Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of long-term debt | € | € 494 | |||||||||||
Revolving Loans and Term Loans | Bank Borrowings Under 2021 Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, number of amendments | amendment | 4 | |||||||||||
Debt instrument, extended term | 3 years | |||||||||||
Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of debt | $ 400,000,000 | $ 50,000,000 | $ 900,000,000 | |||||||||
Debt, weighted average interest rate | 6.50% | 3.20% | 1.70% | |||||||||
Loss on early extinguishment of debt | $ 500,000 | $ 900,000 | ||||||||||
Term Loan | Bank Borrowings Under 2021 Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of long-term debt | 1,000,000,000 | |||||||||||
Debt instrument, face amount | $ 950,000,000 | $ 1,000,000,000 | ||||||||||
Long term debt, matures in year one | 100,000,000 | |||||||||||
Long term debt, matures in year two | 100,000,000 | |||||||||||
Long term debt, matures in year three | 100,000,000 | |||||||||||
Long term debt, matures in year four | $ 650,000,000 | |||||||||||
Term Loan | Bank Borrowings Under 2021 Credit Agreement, Portion Used To Repay Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of debt | 400,000,000 | |||||||||||
U S Term Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, interest rate at period end | 7% | |||||||||||
Revolving Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of debt | 600,000,000 | |||||||||||
Debt, long-term and short-term, combined amount | $ 0 | $ 0 | ||||||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | |||||||||||
Debt, weighted average interest rate | 6.40% | 3% | 1.30% | |||||||||
Multicurrency Revolving Loan Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, maximum borrowing capacity | $ 125,000,000 | $ 1,200,000,000 | ||||||||||
Letters of credit facing fee | $ 500 | |||||||||||
Letters of credit facing fee percentage | 0.25% | |||||||||||
Multicurrency Revolving Loan Facility | Bank Borrowings Under 2021 Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, maximum borrowing capacity | $ 1,500,000,000 | |||||||||||
Term Loan Under Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate swap agreement, rate | 6.20% | 3.30% | 2.20% | |||||||||
Revolving Loans Maintained As Initial RFR Loans | Initial RFR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.2826% | |||||||||||
Term Loans Maintained as Eurocurrency Rate Loans and RFR Loans | Eurocurrency Rate, and Transitioned RFR Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.50% | |||||||||||
Revolving Loans Maintained as Eurocurrency Rate Loans, RFR Loans (other than SONIA RFR Loans), and CDOR Rate Loans | Eurocurrency Rate Loans, RFR Loans (other than SONIA RFR Loans) and CDOR Rate Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.25% | |||||||||||
Multicurrency Incremental Loan Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, maximum borrowing capacity | $ 1,250,000,000 | |||||||||||
Senior Notes | 4⅛% Senior Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of long-term debt | $ 196,500,000 | $ 394,700,000 | ||||||||||
Debt instrument, face amount | $ 200,000,000 | $ 400,000,000 | ||||||||||
Stated interest rate | 4.125% | |||||||||||
Debt, long-term and short-term, combined amount | $ 600,000,000 | $ 600,000,000 | ||||||||||
Senior Notes | 2¼% Senior Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | € | € 500 | |||||||||||
Stated interest rate | 1.40% | 2.25% | ||||||||||
Debt, long-term and short-term, combined amount | $ 552,300,000 | 533,600,000 | ||||||||||
Senior Notes | 1.4% Senior Secured Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of long-term debt | $ 499,700,000 | |||||||||||
Debt instrument, face amount | $ 500,000,000 | |||||||||||
Stated interest rate | 1.40% | 1.40% | ||||||||||
Debt, long-term and short-term, combined amount | $ 500,000,000 | $ 500,000,000 | ||||||||||
Senior Notes | 1.4% Senior Secured Notes, Portion Used to Repay Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of debt | $ 500,000,000 | |||||||||||
Term Loans Maintained as Base Rate Loan | Base Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 0.50% | |||||||||||
Revolving Loan Maintained as Base Rate Loan And Canadian Prime Rate loan | Base Rate and Canadian Prime Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 0.25% | |||||||||||
Minimum | Term Loan | Bank Borrowings Under 2021 Credit Agreement | Base Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 0.25% | |||||||||||
Minimum | Revolving Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.20% | |||||||||||
Minimum | Eurocurrency Rate Loan and RFR Loans | Bank Borrowings Under 2021 Credit Agreement | Eurocurrency Rate and Transitioned RFR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.25% | |||||||||||
Minimum | Revolving Loans and Swingline Loans | Bank Borrowings Under 2021 Credit Agreement | U.S. Dollar-denominated Base Rate and Canadian Dollar-Denominated Prime Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 0% | |||||||||||
Minimum | Eurocurrency Rate Loan, RFR Loans and CDOR Rate Loans | Bank Borrowings Under 2021 Credit Agreement | Eurocurrency Rate Loans, RFR Loans (other than SONIA RFR Loans) and CDOR Rate Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1% | |||||||||||
Minimum | Revolving Loans Maintained As Initial RFR Loans | Bank Borrowings Under 2021 Credit Agreement | Initial RFR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.0326% | |||||||||||
Minimum | Multicurrency Incremental Loan Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Additional borrowing capacity | $ 50,000,000 | |||||||||||
Maximum | Term Loan | Bank Borrowings Under 2021 Credit Agreement | Base Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 0.75% | |||||||||||
Maximum | Revolving Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.30% | |||||||||||
Maximum | Eurocurrency Rate Loan and RFR Loans | Bank Borrowings Under 2021 Credit Agreement | Eurocurrency Rate and Transitioned RFR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.75% | |||||||||||
Maximum | Revolving Loans and Swingline Loans | Bank Borrowings Under 2021 Credit Agreement | U.S. Dollar-denominated Base Rate and Canadian Dollar-Denominated Prime Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 0.50% | |||||||||||
Maximum | Eurocurrency Rate Loan, RFR Loans and CDOR Rate Loans | Bank Borrowings Under 2021 Credit Agreement | Eurocurrency Rate Loans, RFR Loans (other than SONIA RFR Loans) and CDOR Rate Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.50% | |||||||||||
Maximum | Revolving Loans Maintained As Initial RFR Loans | Bank Borrowings Under 2021 Credit Agreement | Initial RFR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, margin | 1.5326% |
LONG-TERM DEBT - 1.4% Senior Se
LONG-TERM DEBT - 1.4% Senior Secured Notes (Details) | 12 Months Ended | |||||||||
Nov. 09, 2021 USD ($) | Feb. 10, 2021 USD ($) | Feb. 26, 2020 USD ($) | Feb. 26, 2020 EUR (€) | Nov. 12, 2019 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Feb. 26, 2020 EUR (€) | Feb. 13, 2017 EUR (€) | |
Debt Instrument [Line Items] | ||||||||||
Proceeds from issuance of long-term debt | $ 12,305,000 | $ 6,042,000 | $ 1,499,725,000 | |||||||
Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of debt | $ 400,000,000 | $ 50,000,000 | $ 900,000,000 | |||||||
Bank Debt | Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of debt | $ 500,000,000 | |||||||||
1.4% Senior Secured Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, face amount | $ 500,000,000 | |||||||||
Stated interest rate | 1.40% | 1.40% | ||||||||
Debt instrument offering price percentage at principal amount | 99.945% | |||||||||
Proceeds from issuance of long-term debt | $ 499,700,000 | |||||||||
Debt instrument, redemption term | 1 month | |||||||||
1.4% Senior Secured Notes | Senior Notes | Debt Instrument, Redemption - One Month Prior To The Par Call Date | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, redemption price, percentage | 100% | |||||||||
1.4% Senior Secured Notes | Senior Notes | Debt Instrument, Redemption Period - On or After the Par Call Date | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, redemption price, percentage | 100% | |||||||||
1.4% Senior Secured Notes | Senior Notes | Debt Instrument, Redemption Period - Upon the Occurrence of Repurchase Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, redemption price, percentage | 101% | |||||||||
2¼% Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from issuance of long-term debt | € | € 494,000,000 | |||||||||
2¼% Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, face amount | € | € 500,000,000 | |||||||||
Stated interest rate | 1.40% | 2.25% | ||||||||
Debt instrument offering price percentage at principal amount | 100% | 100% | ||||||||
4⅛% Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, face amount | $ 200,000,000 | $ 400,000,000 | ||||||||
Stated interest rate | 4.125% | |||||||||
Debt instrument offering price percentage at principal amount | 100% | |||||||||
Proceeds from issuance of long-term debt | $ 196,500,000 | $ 394,700,000 | ||||||||
3¼% Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, face amount | € | € 650,000,000 | |||||||||
Stated interest rate | 3.25% | |||||||||
Debt instrument offering price percentage at principal amount | 100% |
LONG-TERM DEBT - 2 1_4% Senior
LONG-TERM DEBT - 2 1/4% Senior Notes (Details) | 12 Months Ended | ||||||||
Feb. 10, 2021 USD ($) | Feb. 26, 2020 USD ($) | Feb. 26, 2020 EUR (€) | Nov. 12, 2019 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Feb. 26, 2020 EUR (€) | Feb. 13, 2017 EUR (€) | |
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of long-term debt | $ 12,305,000 | $ 6,042,000 | $ 1,499,725,000 | ||||||
2¼% Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Validity tender offer percentage | 90% | 90% | |||||||
Proceeds from issuance of long-term debt | € | € 494,000,000 | ||||||||
2¼% Senior Notes | Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | € | € 500,000,000 | ||||||||
Debt instrument offering price percentage at principal amount | 100% | 100% | |||||||
Stated interest rate | 1.40% | 2.25% | |||||||
2¼% Senior Notes | Debt Instrument, Redemption Period - Post March 1 2023 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, redemption price, percentage, initial plus accrued and unpaid interest | 101.125% | 101.125% | |||||||
Debt instrument, redemption price, percentage, ending, plus accrued and unpaid interest | 100% | 100% | |||||||
2¼% Senior Notes | Debt Instrument, Redemption - Pre March 1 2023 | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum redemption percent allowed and limited to proceeds from equity offering | 35% | 35% | |||||||
Debt redemption, price percent of principal amount, from the proceeds of certain equity offerings | 102.25% | 102.25% | |||||||
Debt instrument, redemption price, percentage | 100% | 100% | |||||||
Redemption price percent if change in control occurs | 101% | 101% | |||||||
4⅛% Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Redemption price percent if change in control occurs | 101% | ||||||||
Validity tender offer percentage | 90% | ||||||||
4⅛% Senior Notes | Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 200,000,000 | $ 400,000,000 | |||||||
Debt instrument offering price percentage at principal amount | 100% | ||||||||
Stated interest rate | 4.125% | ||||||||
Proceeds from issuance of long-term debt | $ 196,500,000 | $ 394,700,000 | |||||||
3¼% Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Redemption price percent if change in control occurs | 101% | ||||||||
3¼% Senior Notes | Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | € | € 650,000,000 | ||||||||
Debt instrument offering price percentage at principal amount | 100% | ||||||||
Stated interest rate | 3.25% | ||||||||
1.4% Senior Secured Notes | Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 500,000,000 | ||||||||
Debt instrument offering price percentage at principal amount | 99.945% | ||||||||
Stated interest rate | 1.40% | 1.40% | |||||||
Proceeds from issuance of long-term debt | $ 499,700,000 |
LONG-TERM DEBT - 4 1_8% Senior
LONG-TERM DEBT - 4 1/8% Senior Notes (Details) | 12 Months Ended | |||||
Feb. 26, 2020 USD ($) | Nov. 12, 2019 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Feb. 13, 2017 EUR (€) | |
Debt Instrument [Line Items] | ||||||
Proceeds from issuance of long-term debt | $ 12,305,000 | $ 6,042,000 | $ 1,499,725,000 | |||
3¼% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Redemption price percent if change in control occurs in addition to accrued and unpaid interest | 101% | |||||
4⅛% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Redemption price percent if change in control occurs in addition to accrued and unpaid interest | 101% | |||||
Validity tender offer percentage | 90% | |||||
Senior Notes | 3¼% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 3.25% | |||||
Debt instrument, face amount | € | € 650,000,000 | |||||
Debt instrument offering price percentage at principal amount | 100% | |||||
Senior Notes | 4⅛% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 4.125% | |||||
Debt instrument, face amount | $ 200,000,000 | $ 400,000,000 | ||||
Debt instrument offering price percentage at principal amount | 100% | |||||
Debt instrument offering price percentage | 99.50% | |||||
Proceeds from issuance of long-term debt | $ 196,500,000 | $ 394,700,000 | ||||
Senior Notes | 5½% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 5.50% | |||||
Debt Instrument, Redemption Period - Post October 1 2022 | 4⅛% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption price, percentage, initial plus accrued and unpaid interest | 102.063% | |||||
Debt Instrument, Redemption Period - Post October 1 2024 | 4⅛% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption price, percentage, ending, plus accrued and unpaid interest | 100% |
LONG-TERM DEBT - 4 3_4% and 3 1
LONG-TERM DEBT - 4 3/4% and 3 1/4% Senior Notes (Details) | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 28, 2022 USD ($) | Feb. 13, 2017 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Feb. 10, 2021 | Feb. 26, 2020 USD ($) | Feb. 26, 2020 EUR (€) | Nov. 12, 2019 USD ($) | Feb. 13, 2017 EUR (€) | |
Debt Instrument [Line Items] | |||||||||||
Gain (loss) on extinguishment of debt | $ 0 | $ (1,481,000) | $ (1,372,000) | ||||||||
3¼% Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Redemption price percent if change in control occurs in addition to accrued and unpaid interest | 101% | 101% | |||||||||
4⅛% Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Redemption price percent if change in control occurs in addition to accrued and unpaid interest | 101% | ||||||||||
Senior Notes | 4¾% Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 4.75% | ||||||||||
Early repayment of senior debt | $ 300,000,000 | ||||||||||
Debt instrument, redemption price, percentage | 100% | ||||||||||
Gain (loss) on extinguishment of debt | $ (1,500,000) | ||||||||||
Debt instrument, face amount | $ 300,000,000 | ||||||||||
Debt instrument offering price percentage at principal amount | 100% | 100% | |||||||||
Senior Notes | 3¼% Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 3.25% | ||||||||||
Debt instrument, face amount | € | € 650,000,000 | ||||||||||
Debt instrument offering price percentage at principal amount | 100% | 100% | |||||||||
Senior Notes | 4⅛% Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 4.125% | ||||||||||
Debt instrument, face amount | $ 200,000,000 | $ 400,000,000 | |||||||||
Debt instrument offering price percentage at principal amount | 100% | ||||||||||
Senior Notes | 2¼% Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 2.25% | 1.40% | |||||||||
Debt instrument, face amount | € | € 500,000,000 | ||||||||||
Debt instrument offering price percentage at principal amount | 100% | 100% | |||||||||
Debt Instrument, Redemption Period - Post March 15 2022 | 3¼% Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, redemption price, percentage, initial plus accrued and unpaid interest | 100% |
FINANCIAL INSTRUMENTS - Summary
FINANCIAL INSTRUMENTS - Summary of Carrying Amounts and Estimated Fair Values of Other Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Feb. 10, 2021 |
Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | $ 642,923 | $ 585,622 | |
Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | 642,923 | 585,622 | |
Bank Debt | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 1,006,243 | 1,049,673 | |
Bank Debt | Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | $ 1,006,243 | 1,049,673 | |
Senior Notes | 3¼% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Stated interest rate | 3.25% | ||
Senior Notes | 4⅛% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Stated interest rate | 4.125% | ||
Senior Notes | 2¼% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Stated interest rate | 2.25% | 1.40% | |
Senior Notes | 1.4% Senior Secured Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Stated interest rate | 1.40% | 1.40% | |
Senior Notes | Carrying Amount | 3¼% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | $ 717,990 | 693,680 | |
Senior Notes | Carrying Amount | 4⅛% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 599,438 | 599,317 | |
Senior Notes | Carrying Amount | 2¼% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 552,300 | 533,600 | |
Senior Notes | Carrying Amount | 1.4% Senior Secured Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 499,876 | 499,824 | |
Senior Notes | Fair Value | 3¼% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 713,546 | 674,534 | |
Senior Notes | Fair Value | 4⅛% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 573,024 | 555,120 | |
Senior Notes | Fair Value | 2¼% Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 509,872 | 455,748 | |
Senior Notes | Fair Value | 1.4% Senior Secured Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | $ 456,515 | $ 441,650 |
FINANCIAL INSTRUMENTS - Additio
FINANCIAL INSTRUMENTS - Additional (Details) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Mar. 31, 2023 USD ($) instrument | Dec. 31, 2018 USD ($) instrument | |
USD Interest Rate Swap Contract, Maturity Date March 2023 | |||||
Derivative [Line Items] | |||||
Derivative, number of interest rate swap agreements | instrument | 2 | ||||
Derivative, fixed interest rate | 2.878% | ||||
USD Interest Rate Swap Contract One, Maturity Date March 2023 | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ 50 | ||||
USD Interest Rate Swap Contract Two, Maturity Date March 2023 | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ 50 | ||||
USD Interest Rate Swap, Maturity Date April 3, 2026 | |||||
Derivative [Line Items] | |||||
Derivative, number of interest rate swap agreements | instrument | 4 | ||||
USD Interest Rate Swap, Maturity Date April 3, 2026 | Minimum | |||||
Derivative [Line Items] | |||||
Derivative, fixed interest rate | 3.889% | ||||
USD Interest Rate Swap, Maturity Date April 3, 2026 | Maximum | |||||
Derivative [Line Items] | |||||
Derivative, fixed interest rate | 3.905% | ||||
USD Interest Rate Swap Contract One, Maturity Date April 3, 2026 | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ 75 | ||||
USD Interest Rate Swap Contract Two, Maturity Date April 3, 2026 | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | 75 | ||||
USD Interest Rate Swap Contract Three, Maturity Date April 3, 2026 | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | 75 | ||||
USD Interest Rate Swap Contract Four, Maturity Date April 3, 2026 | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ 75 | ||||
Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Nestlé S.A. | |||||
Derivative [Line Items] | |||||
Concentration risk, percentage | 22.70% | 23.70% | 21.60% | ||
Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Campbell Soup Company | |||||
Derivative [Line Items] | |||||
Concentration risk, percentage | 22.70% | 23.70% | 21.60% | ||
Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Del Monte Corporation | |||||
Derivative [Line Items] | |||||
Concentration risk, percentage | 22.70% | 23.70% | 21.60% | ||
Accounts Receivable | Customer Concentration Risk | Three Largest Customers | |||||
Derivative [Line Items] | |||||
Concentration risk, percentage | 4.90% | 7.10% | |||
Accumulated Translation Adjustment | |||||
Derivative [Line Items] | |||||
Foreign currency (losses) gains of net investment hedges included in accumulated other comprehensive loss | $ (17.3) | $ 32.1 | $ 40.9 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Additional Information (Details) $ in Thousands, € in Millions | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2022 EUR (€) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating lease, expense | $ 98,400 | $ 91,000 | $ 86,700 | |
Right-of-use asset obtained in exchange for operating lease liability | $ 67,300 | $ 20,700 | $ 73,600 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other assets, net | Other assets, net | ||
Operating lease, right-of-use asset | $ 223,900 | $ 205,800 | ||
Operating lease, liability | $ 233,773 | $ 214,700 | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued liabilities | Accrued liabilities | ||
Operating lease, liability, current | $ 45,900 | $ 41,800 | ||
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other liabilities | Other liabilities | ||
Operating lease, liability, noncurrent | $ 187,900 | $ 172,900 | ||
Operating lease, weighted average discount rate | 5.20% | |||
Operating lease, weighted average remaining lease term | 7 years | |||
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | ||
Finance lease, right-of-use asset | $ 64,500 | $ 67,600 | ||
Finance lease, liability | $ 63,302 | $ 65,700 | ||
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Less current portion | Less current portion | ||
Finance lease, liability, current | $ 27,600 | $ 2,800 | ||
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term debt | Long-term debt | ||
Finance lease, liability, noncurrent | $ 35,700 | $ 62,900 | ||
Finance lease, weighted average discount rate | 4.50% | |||
Finance lease, weighted average remaining lease term | 9 years | |||
Purchase commitment, remaining minimum amount committed | $ 35,900 | |||
Payments for legal settlements | € | € 23.9 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Aggregate Maturities of Operating and Finance Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2024 | $ 55,969 | |
2025 | 52,029 | |
2026 | 38,240 | |
2027 | 27,136 | |
2028 | 19,250 | |
Thereafter | 88,943 | |
Total lease payments | 281,567 | |
Less imputed interest | (47,794) | |
Total | 233,773 | $ 214,700 |
Finance Leases | ||
2024 | 29,829 | |
2025 | 3,047 | |
2026 | 3,064 | |
2027 | 3,113 | |
2028 | 3,139 | |
Thereafter | 36,544 | |
Total lease payments | 78,736 | |
Less imputed interest | (15,434) | |
Total | $ 63,302 | $ 65,700 |
SUPPLY CHAIN FINANCE PROGRAM (D
SUPPLY CHAIN FINANCE PROGRAM (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Payables and Accruals [Abstract] | ||
Termination notice period (at least) | 30 days | |
Termination notice period by financial institution (at least) | 10 days | |
Supply chain finance program, payment period (up to) | 210 days | |
Supplier chain finance program obligation, current | $ 330.2 | $ 346.8 |
Supplier Finance Program, Obligation, Current, Statement of Financial Position [Extensible Enumeration] | Trade accounts payable | Trade accounts payable |
RETIREMENT BENEFITS - Changes i
RETIREMENT BENEFITS - Changes in Benefit Obligations and Plan Assets as Well as Funded Status of Retirement Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Change in plan assets | |||
Fair value of plan assets at beginning of year | $ 764,405 | ||
Fair value of plan assets at end of year | 807,016 | $ 764,405 | |
Pension Benefits | |||
Change in benefit obligation | |||
Obligation at beginning of year | 674,104 | 925,129 | |
Service cost | 8,573 | 12,603 | $ 14,265 |
Interest cost | 34,725 | 20,579 | 17,697 |
Actuarial losses (gains) | 22,938 | (231,923) | |
Special termination benefits | 577 | 0 | |
Plan amendments | (76) | 0 | |
Curtailment gain | 0 | 0 | |
Benefits paid | (45,006) | (44,443) | |
Participants’ contributions | 0 | 0 | |
Foreign currency exchange rate changes | 2,891 | (7,841) | |
Obligation at end of year | 698,726 | 674,104 | 925,129 |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 764,405 | 1,024,454 | |
Actual return on plan assets | 84,849 | (218,002) | |
Employer contributions | 2,768 | 2,396 | |
Participants’ contributions | 0 | 0 | |
Benefits paid | (45,006) | (44,443) | |
Fair value of plan assets at end of year | 807,016 | 764,405 | 1,024,454 |
Funded status | 108,290 | 90,301 | |
Amounts recognized in the consolidated balance sheets | |||
Non-current assets | 203,494 | 169,940 | |
Current liabilities | (3,055) | (2,766) | |
Non-current liabilities | (92,149) | (76,873) | |
Net amount recognized | 108,290 | 90,301 | |
Amounts recognized in accumulated other comprehensive loss | |||
Net actuarial loss (gain) | 176,877 | 209,874 | |
Prior service cost (credit) | 391 | 505 | |
Net amount recognized | 177,268 | 210,379 | |
Other Postretirement Benefits | |||
Change in benefit obligation | |||
Obligation at beginning of year | 14,447 | 19,525 | |
Service cost | 50 | 78 | 107 |
Interest cost | 745 | 413 | 363 |
Actuarial losses (gains) | 645 | (3,609) | |
Special termination benefits | 0 | 0 | |
Plan amendments | 0 | 0 | |
Curtailment gain | (1,103) | 0 | |
Benefits paid | (1,430) | (1,984) | |
Participants’ contributions | 19 | 24 | |
Foreign currency exchange rate changes | 0 | 0 | |
Obligation at end of year | 13,373 | 14,447 | 19,525 |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contributions | 1,411 | 1,960 | |
Participants’ contributions | 19 | 24 | |
Benefits paid | (1,430) | (1,984) | |
Fair value of plan assets at end of year | 0 | 0 | $ 0 |
Funded status | (13,373) | (14,447) | |
Amounts recognized in the consolidated balance sheets | |||
Non-current assets | 0 | 0 | |
Current liabilities | (1,389) | (1,421) | |
Non-current liabilities | (11,984) | (13,026) | |
Net amount recognized | (13,373) | (14,447) | |
Amounts recognized in accumulated other comprehensive loss | |||
Net actuarial loss (gain) | (4,740) | (6,002) | |
Prior service cost (credit) | (21) | (969) | |
Net amount recognized | $ (4,761) | $ (6,971) |
RETIREMENT BENEFITS - Additiona
RETIREMENT BENEFITS - Additional Information (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 USD ($) plan | Dec. 31, 2022 USD ($) Investment | Dec. 31, 2021 USD ($) | Sep. 30, 2022 USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Domestic pension plans, funded percentage | 134% | 129% | ||
Number of plans | plan | 2 | |||
Contributions | $ 3,634 | $ 3,558 | $ 3,918 | |
Defined contribution plans contributions charged to expense | $ 16,400 | $ 15,400 | 15,100 | |
Actual allocation (in percentage) | 100% | 100% | ||
Target allocation (in percentage) | 100% | |||
Fair value of plan assets | $ 807,016 | $ 764,405 | ||
Number of commingled debt and equity index funds | Investment | 6 | |||
Number of asset funds individually in excess of ten percent of total plan assets | Investment | 3 | |||
Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 267,800 | |||
Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 539,200 | |||
UFCW Pension | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Multiemployer plans, withdrawal obligation | $ 2,800 | |||
Western Conference of Teamsters Pension Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | $ 1,008 | $ 906 | 869 | |
Employer contribution to total employer contribution, percentage (more than for UFCW Pension Fund and less than for IAM National Fund and Western Conference of Teamsters Pension Plan) | 5% | |||
United Food and Commercial Workers Local One Pension Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | $ 0 | 141 | 282 | |
Employer contribution to total employer contribution, percentage (more than for UFCW Pension Fund and less than for IAM National Fund and Western Conference of Teamsters Pension Plan) | 5% | |||
IAM National Pension Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | $ 2,626 | $ 2,511 | $ 2,767 | |
Employer contribution to total employer contribution, percentage (more than for UFCW Pension Fund and less than for IAM National Fund and Western Conference of Teamsters Pension Plan) | 5% | |||
Supplier Concentration Risk | Defined Benefit Plan, Plan Asset | A Single Investment Management Company | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Plan assets held under management by investment company, percentage | 98% | |||
Foreign Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Accumulated benefit obligations in excess of plan assets, projected benefit obligation | $ 95,200 | $ 79,600 | ||
Accumulated benefit obligations in excess of plan assets, accumulated benefit obligation | $ 91,800 | $ 77,100 | ||
Benefit obligation discount rate (in percentage) | 3.60% | 4.20% | ||
Rate of compensation increase (in percentage) | 3.90% | 3.80% | ||
Net periodic benefit cost discount rate | 4.20% | 1.40% | 1.10% | |
Net periodic benefit cost rate of compensation increase | 3.90% | 3.80% | 3.20% | |
Pension Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Accumulated benefit obligation, pension benefit plans | $ 685,500 | $ 658,500 | ||
Fair value of plan assets | $ 807,016 | $ 764,405 | $ 1,024,454 | |
Equity Securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Mutual funds and exchange trade funds, target allocation percentage | 60% | |||
Target allocation (in percentage) | 40% | |||
Equity securities—US | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Actual allocation (in percentage) | 6% | 32% | ||
Target allocation (in percentage) | 6% | |||
Equity securities, target allocation as percentage of total equity securities | 85% | |||
Fair value of plan assets | $ 48,237 | $ 248,858 | ||
Liability-hedging Oriented Portfolio | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Actual allocation (in percentage) | 83% | |||
Growth Oriented Portfolio | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Actual allocation (in percentage) | 17% | |||
Fixed income securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Actual allocation (in percentage) | 88% | 59% | ||
Mutual funds and exchange trade funds, target allocation percentage | 40% | |||
Target allocation (in percentage) | 89% | 60% | ||
Fair value of plan assets | $ 708,088 | $ 448,908 |
RETIREMENT BENEFITS - Benefits
RETIREMENT BENEFITS - Benefits Expected to Be Paid from Pension and Other Postretirement Benefit Plans, Which Reflect Future Years of Services (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
2024 | $ 48,661 |
2025 | 49,636 |
2026 | 50,686 |
2027 | 51,838 |
2028 | 51,818 |
2029-2033 | 259,581 |
Defined benefit plan expected future benefit payments | 512,220 |
Other Postretirement Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
2024 | 1,391 |
2025 | 1,317 |
2026 | 1,217 |
2027 | 1,159 |
2028 | 1,120 |
2029-2033 | 4,937 |
Defined benefit plan expected future benefit payments | $ 11,141 |
RETIREMENT BENEFITS - Weighted
RETIREMENT BENEFITS - Weighted Average Actuarial Assumptions to Determine Benefit Obligations (Details) - Domestic Plan | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate (in percentage) | 5.30% | 5.60% |
Expected return on plan assets (in percentage) | 5.50% | 6.90% |
Rate of compensation increase (in percentage) | 2.40% | 2.40% |
Assumed for next year (in percentage) | 5% | 4.70% |
Ultimate rate (in percentage) | 4% | 3.90% |
Year that the ultimate rate is reached | 2043 | 2043 |
RETIREMENT BENEFITS - Component
RETIREMENT BENEFITS - Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 8,573 | $ 12,603 | $ 14,265 |
Interest cost | 34,725 | 20,579 | 17,697 |
Expected return on plan assets | (40,781) | (69,132) | (79,453) |
Amortization of prior service cost (credit) | 97 | 222 | 243 |
Amortization of actuarial losses (gains) | 11,638 | 4,635 | 12,479 |
Special termination benefits | 577 | 0 | 0 |
Curtailment gain | 0 | 0 | 0 |
Net periodic benefit cost (credit) | 14,829 | (31,093) | (34,769) |
Other Postretirement Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 50 | 78 | 107 |
Interest cost | 745 | 413 | 363 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of prior service cost (credit) | (948) | (1,668) | (1,830) |
Amortization of actuarial losses (gains) | (617) | (298) | (311) |
Special termination benefits | 0 | 0 | 0 |
Curtailment gain | (1,103) | 0 | 0 |
Net periodic benefit cost (credit) | $ (1,873) | $ (1,475) | $ (1,671) |
RETIREMENT BENEFITS - Weighte_2
RETIREMENT BENEFITS - Weighted Average Actuarial Assumptions to Determine Net Period Cost (Details) - Domestic Plan | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 5.60% | 2.90% | 2.50% |
Expected return on plan assets (in percentage) | 5.50% | 6.90% | 8.50% |
Rate of compensation increase | 2.40% | 2.40% | 2.50% |
Health care cost trend rate | 5% | 4.70% | 6.20% |
RETIREMENT BENEFITS - Multiempl
RETIREMENT BENEFITS - Multiemployer Pension Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | 12001 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Aug. 31, 2023 | Dec. 31, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | |||||
Contributions | $ 3,634 | $ 3,558 | $ 3,918 | ||
Proceeds from taxpayer assistance, American Rescue Plan Act | $ 788,000 | ||||
United Food and Commercial Workers Local One Pension Fund | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
EIN/Pension Plan Number | 16-6144007/001 | ||||
Pension Protection Act Zone Status | Red | Red | |||
FIP / RP Status Pending / Implemented | Implemented | ||||
Contributions | $ 0 | $ 141 | 282 | ||
Surcharge Imposed | No | ||||
IAM National Pension Fund | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
EIN/Pension Plan Number | 51-6031295/002 | ||||
Pension Protection Act Zone Status | Red | Red | |||
FIP / RP Status Pending / Implemented | Implemented | ||||
Contributions | $ 2,626 | $ 2,511 | $ 2,767 | ||
Surcharge Imposed | No | ||||
Multiemployer funded status | 87% | 84% | 85% | ||
Western Conference of Teamsters Pension Plan | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
EIN/Pension Plan Number | 91-6145047/001 | ||||
Pension Protection Act Zone Status | Green | Green | |||
FIP / RP Status Pending / Implemented | NA | ||||
Contributions | $ 1,008 | $ 906 | $ 869 | ||
Surcharge Imposed | No |
RETIREMENT BENEFITS - Weighte_3
RETIREMENT BENEFITS - Weighted Average Asset Allocation for Pension Plans and Target Allocation (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation (in percentage) | 100% | |
Actual allocation (in percentage) | 100% | 100% |
Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation (in percentage) | 89% | 60% |
Actual allocation (in percentage) | 88% | 59% |
Equity securities—US | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation (in percentage) | 6% | |
Actual allocation (in percentage) | 6% | 32% |
Equity securities—International | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation (in percentage) | 3% | |
Actual allocation (in percentage) | 3% | 7% |
Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation (in percentage) | 2% | |
Actual allocation (in percentage) | 3% | 2% |
RETIREMENT BENEFITS - Fair Valu
RETIREMENT BENEFITS - Fair Value of Plan Assets by Asset Category (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | $ 807,016 | $ 764,405 |
Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | 708,088 | 448,908 |
Equity securities—US | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | 48,237 | 248,858 |
Equity securities—International | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | 24,512 | 52,394 |
Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | $ 26,179 | $ 14,245 |
INCOME TAXES - Income Before In
INCOME TAXES - Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 253,916 | $ 400,889 | $ 338,304 |
Foreign | 168,205 | 73,250 | 128,009 |
Income before income taxes | $ 422,121 | $ 474,139 | $ 466,313 |
INCOME TAXES - Components of Pr
INCOME TAXES - Components of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current: | |||
Federal | $ 10,847 | $ 99,760 | $ 963 |
State | (529) | 23,915 | 3,412 |
Foreign | 52,730 | 41,797 | 43,280 |
Current income tax provision | 63,048 | 165,472 | 47,655 |
Deferred: | |||
Federal | 29,337 | (27,681) | 59,979 |
State | 7,957 | (8,916) | 4,984 |
Foreign | (4,186) | 4,416 | (5,386) |
Deferred income tax provision (benefit) | 33,108 | (32,181) | 59,577 |
Provision (benefit) for income taxes | $ 96,156 | $ 133,291 | $ 107,232 |
INCOME TAXES - Variation of Pro
INCOME TAXES - Variation of Provision for Income Taxes from Statutory U.S. Federal Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Income taxes computed at the statutory U.S. federal income tax rate | $ 88,646 | $ 99,569 | $ 97,926 |
State income taxes, net of federal tax benefit | 5,551 | 12,815 | 10,496 |
Tax liabilities no longer required | (4,071) | (2,142) | (3,784) |
Valuation allowance | 2,287 | 16,635 | 6,745 |
Tax credit refunds, net | (2,684) | (5,081) | (3,593) |
Foreign earnings taxed at other than 21% | 9,993 | 5,126 | 5,907 |
Deferred tax rate changes | (3,133) | (1,276) | (3,409) |
European Commission settlement | 0 | 5,313 | 0 |
Other | (433) | 2,332 | (3,056) |
Provision (benefit) for income taxes | $ 96,156 | $ 133,291 | $ 107,232 |
Effective tax rate | 22.80% | 28.10% | 23% |
INCOME TAXES - Significant Comp
INCOME TAXES - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Pension and other postretirement liabilities | $ 17,093 | $ 11,072 |
Rationalization and other accrued liabilities | 33,196 | 42,219 |
AMT and other credit carryforwards | 3,584 | 3,094 |
Net operating loss carryforwards | 54,067 | 45,606 |
Other intangible assets | 268 | 1,091 |
Foreign currency translation | 0 | 223 |
Property, plant and equipment | 1,559 | 734 |
Inventory and related reserves | 3,098 | 28,409 |
Long term operating lease liabilities | 58,430 | 53,198 |
Other | 29,233 | 19,494 |
Total deferred tax assets | 200,528 | 205,140 |
Deferred tax liabilities: | ||
Property, plant and equipment | (259,083) | (253,753) |
Pension and other postretirement liabilities | (44,782) | (36,150) |
Other intangible assets | (178,062) | (175,358) |
Operating lease right of use assets | (55,993) | (50,747) |
Inventory and related reserves | (13,527) | 0 |
Foreign currency translation | (13,496) | (17,285) |
Other | (11,210) | (8,600) |
Total deferred tax liabilities | (576,153) | (541,893) |
Valuation allowance | (45,525) | (41,823) |
Net deferred tax liabilities | $ (421,150) | $ (378,576) |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Taxes [Line Items] | ||
Deferred tax liability, long-term | $ 433,666 | $ 388,677 |
Valuation allowance, foreign operating loss carryforwards | 45,525 | 41,823 |
Unrecognized tax benefits, income tax penalties and interest accrued | 1,800 | 5,200 |
Unrecognized tax benefits, net of associated tax assets and excluding federal tax benefit of state taxes, interest and penalties recorded in other liabilities | 13,500 | 30,000 |
Asset associated with uncertain tax position recorded in other assets, net | 7,200 | 18,500 |
Unrecognized tax benefits would impact effective tax rate | 16,700 | 14,100 |
Expected decrease in unrecognized tax benefits | 1,000 | |
Undistributed earnings from foreign earnings | 99,400 | |
Unrecognized deferred tax liabilities on indefinitely reinvested earnings | 5,600 | |
Other Assets | ||
Income Taxes [Line Items] | ||
Deferred tax assets, long-term | 12,500 | $ 10,100 |
Foreign Tax Authority | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards | 51,500 | |
Net operating loss carryforward subject to expiration | 8,800 | |
State and Local Jurisdiction | ||
Income Taxes [Line Items] | ||
Net operating loss carryforward subject to expiration | 7,500 | |
Deferred Tax Asset Operating Loss Carryforwards Foreign | ||
Income Taxes [Line Items] | ||
Valuation allowance, deferred tax asset, increase | $ 3,700 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at January 1, | $ 26,721 | $ 28,981 |
Increase based upon tax positions of current year | 8,807 | 0 |
Increase based upon tax positions of a prior year | 625 | 1,652 |
Decrease based upon settlements with taxing authorities | (15,681) | (131) |
Decrease based upon a lapse in the statute of limitations | (3,071) | (3,781) |
Balance at December 31, | $ 17,401 | $ 26,721 |
STOCK-BASED COMPENSATION - Addi
STOCK-BASED COMPENSATION - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Reduction in number of shares available for grant, for every one restricted share or restricted stock unit awarded (in shares) | 2 | ||
Shares available to be awarded under the plan (in shares) | 3,190,836 | ||
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average grant date fair value of restricted stock units granted (in dollars per share) | $ 46.12 | $ 41.61 | $ 38.56 |
Fair value of restricted stock units released | $ 25.7 | $ 32.2 | $ 22.2 |
Unrecognized compensation expense related to restricted stock units | $ 25.3 | ||
Cost expected to be recognized over a period | 1 year 10 months 24 days | ||
Selling, General and Administrative Expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation expense | $ 15.6 | $ 16.8 | $ 20.9 |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum aggregate number of shares of common stock that may be issued in connection with stock options, stock appreciation rights, restricted stock, restricted stock units and performance award (in shares) | 3,410,184 | ||
Maximum | Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum vesting period for restricted stock units outstanding | 5 years |
STOCK-BASED COMPENSATION - Summ
STOCK-BASED COMPENSATION - Summary of Restricted Stock Unit Activity (Details) - Restricted stock units - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted stock units outstanding at December 31, 2022 (in shares) | 1,285,937 | ||
Granted (in shares) | 298,190 | ||
Released (in shares) | (490,242) | ||
Forfeited (in shares) | (12,320) | ||
Restricted stock units outstanding at December 31, 2023 (in shares) | 1,081,565 | 1,285,937 | |
Weighted average grant date fair value | |||
Restricted stock units outstanding at December 31, 2022 (in dollars per share) | $ 35.60 | ||
Granted (in dollars per share) | 46.12 | $ 41.61 | $ 38.56 |
Released (in dollars per share) | 33.25 | ||
Forfeited (in dollars per share) | 35.52 | ||
Restricted stock units outstanding at December 31, 2023 (in dollars per share) | $ 39.57 | $ 35.60 |
CAPITAL STOCK (Details)
CAPITAL STOCK (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 04, 2022 | |
Stockholders Equity Note [Line Items] | ||||
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized (in shares) | 10,000,000 | |||
Preferred stock, par value (in dollars per share) | $ 0.01 | |||
Common stock repurchased, total purchase price | $ 183,993 | $ 45,124 | $ 8,573 | |
Treasury stock, shares (in shares) | 68,612,541 | 65,033,489 | ||
Activity related to restricted stock units vested | ||||
Stockholders Equity Note [Line Items] | ||||
Treasury shares issued (in shares) | 490,242 | 765,917 | 576,232 | |
Average cost for restricted stock units (in dollars per share) | $ 3.19 | $ 3.19 | $ 3.19 | |
Shares repurchased to satisfy employee withholding tax requirements resulting from certain restricted stock units becoming vested (in shares) | 176,196 | 310,904 | 223,030 | |
Common stock repurchased, average cost (in dollars per share) | $ 52.62 | $ 41.92 | $ 38.44 | |
BOD Authorized Common Stock Repurchase | ||||
Stockholders Equity Note [Line Items] | ||||
Stock repurchase program, authorized amount | $ 300,000 | |||
Common stock repurchase, remaining authorized amount | $ 93,300 | |||
BOD Authorized Common Stock Repurchase | Non-tender offer repurchase | ||||
Stockholders Equity Note [Line Items] | ||||
Repurchases of common stock (in shares) | 3,893,098 | 786,235 | ||
Treasury stock acquired, average cost (in dollars per share) | $ 44.86 | $ 40.80 | ||
Common stock repurchased, total purchase price | $ 174,600 | $ 32,100 |
EARNINGS PER SHARE - Components
EARNINGS PER SHARE - Components of Calculation of Earnings Per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net income | $ 325,965 | $ 340,848 | $ 359,081 |
Weighted average number of shares used in: | |||
Basic earnings per share (in shares) | 108,821 | 110,465 | 110,396 |
Dilutive common stock equivalents: | |||
Restricted stock units (in shares) | 416 | 566 | 770 |
Diluted earnings per share (in shares) | 109,237 | 111,031 | 111,166 |
BUSINESS SEGMENT INFORMATION -
BUSINESS SEGMENT INFORMATION - Reportable Business Segment Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 5,988,205 | $ 6,411,499 | $ 5,677,105 |
Income before interest and income taxes | 595,436 | 601,962 | 576,113 |
Adjusted EBIT | 660,553 | 706,306 | 589,802 |
Depreciation | 210,142 | 210,235 | 205,787 |
Segment assets | 7,561,101 | 7,299,233 | 7,672,373 |
Capital expenditures | 226,810 | 215,761 | 232,264 |
Dispensing and Specialty Closures | |||
Segment Reporting Information [Line Items] | |||
Net sales | 2,221,430 | 2,316,690 | 2,160,484 |
Income before interest and income taxes | 281,030 | 323,001 | 262,148 |
Adjusted EBIT | 340,644 | 359,753 | 295,194 |
Depreciation | 101,664 | 98,214 | 87,375 |
Segment assets | 4,437,833 | 4,391,599 | 4,429,186 |
Capital expenditures | 110,073 | 105,759 | 113,601 |
Metal Containers | |||
Segment Reporting Information [Line Items] | |||
Net sales | 3,140,830 | 3,371,776 | 2,808,065 |
Income before interest and income taxes | 287,380 | 234,156 | 253,736 |
Adjusted EBIT | 282,402 | 282,214 | 235,317 |
Depreciation | 73,558 | 76,537 | 83,756 |
Segment assets | 2,178,416 | 1,965,415 | 2,319,982 |
Capital expenditures | 95,260 | 81,533 | 78,462 |
Custom Containers | |||
Segment Reporting Information [Line Items] | |||
Net sales | 625,945 | 723,033 | 708,556 |
Income before interest and income taxes | 52,836 | 92,478 | 92,359 |
Adjusted EBIT | 63,317 | 86,809 | 86,462 |
Depreciation | 34,846 | 35,325 | 34,499 |
Segment assets | 898,582 | 898,308 | 888,715 |
Capital expenditures | 20,474 | 28,462 | 40,196 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | 0 |
Income before interest and income taxes | (25,810) | (47,673) | (32,130) |
Adjusted EBIT | (25,810) | (22,470) | (27,171) |
Depreciation | 74 | 159 | 157 |
Segment assets | 46,270 | 43,911 | 34,490 |
Capital expenditures | $ 1,003 | $ 7 | $ 5 |
BUSINESS SEGMENT INFORMATION _2
BUSINESS SEGMENT INFORMATION - Reconciliation of Adjusted EBIT to Income before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Total adjusted EBIT | $ 660,553 | $ 706,306 | $ 589,802 |
Less: | |||
Other pension expense (income) for U.S. pension plans | 4,333 | (45,249) | (50,812) |
Rationalization charges | 8,412 | 74,081 | 15,010 |
Income before interest and income taxes | 595,436 | 601,962 | 576,113 |
Interest and other debt expense | 173,315 | 127,823 | 109,800 |
Income before income taxes | 422,121 | 474,139 | 466,313 |
Segment Reconciling Items | |||
Less: | |||
Acquired intangible asset amortization expense | 53,091 | 52,553 | 44,573 |
Other pension expense (income) for U.S. pension plans | 3,614 | (47,494) | (53,469) |
Rationalization charges | 8,412 | 74,082 | 15,010 |
Purchase accounting write-up of inventory | 0 | 0 | 2,617 |
European Commission settlement | 0 | 25,203 | 0 |
Costs attributed to announced acquisitions | $ 0 | $ 0 | $ 4,958 |
BUSINESS SEGMENT INFORMATION _3
BUSINESS SEGMENT INFORMATION - Reconciliation of Total Segment Assets to Total Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Segment Reporting [Abstract] | |||
Total segment assets | $ 7,561,101 | $ 7,299,233 | $ 7,672,373 |
Other assets | 50,135 | 46,524 | |
Total assets | $ 7,611,236 | $ 7,345,757 |
BUSINESS SEGMENT INFORMATION _4
BUSINESS SEGMENT INFORMATION - Financial Information Relating to Operations by Geographic Area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 5,988,205 | $ 6,411,499 | $ 5,677,105 |
Long-lived assets: | |||
Long-lived assets | 1,961,585 | 1,931,497 | |
United States | |||
Segment Reporting Information [Line Items] | |||
Net sales | 4,377,928 | 4,805,266 | 4,131,375 |
Long-lived assets: | |||
Long-lived assets | 1,258,531 | 1,286,034 | |
Europe | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,201,534 | 1,299,616 | 1,166,557 |
Long-lived assets: | |||
Long-lived assets | 540,254 | 481,648 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 408,743 | 306,617 | 379,173 |
Long-lived assets: | |||
Long-lived assets | 162,800 | 163,815 | |
Total net sales from foreign operations | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,610,277 | 1,606,233 | $ 1,545,730 |
Long-lived assets: | |||
Long-lived assets | $ 703,054 | $ 645,463 |
BUSINESS SEGMENT INFORMATION _5
BUSINESS SEGMENT INFORMATION - Additional Information (Details) - segment | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting [Abstract] | |||
Number of segments | 3 | ||
Nestlé S.A. | Metal Containers | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Percentage of net sales | 11.20% | 11.40% | 10.70% |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - Allowance for doubtful accounts receivable - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | $ 9,072 | $ 6,700 | $ 6,803 |
Charged to costs and expenses | 59 | 2,904 | 946 |
Charged to other accounts | 0 | 0 | 0 |
Other | (572) | (250) | (776) |
Balance at end of period | 8,827 | 9,072 | 6,700 |
Foreign Currency Translation | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Cumulative translation adjustment | $ 268 | $ (282) | $ (273) |