We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Sealed Air Corporation | NYSE:SEE | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.24 | 0.69% | 35.17 | 35.64 | 35.01 | 35.10 | 2,460,783 | 01:00:00 |
|
|
ý
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
Delaware
|
|
65-0654331
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification Number)
|
2415 Cascade Pointe Boulevard
Charlotte, North Carolina
|
|
28208
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
|
|
ý
|
|
Accelerated filer
|
|
¨
|
|
|
|
|
|
|
|
Non-accelerated filer
|
|
¨
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
¨
|
|
|
|
|
|
|
|
|
|
|
|
Emerging growth company
|
|
¨
|
|
Page
|
PART I. FINANCIAL INFORMATION
|
|
PART II. OTHER INFORMATION
|
|
(In millions, except share and per share data)
|
|
September 30, 2018 (unaudited)
|
|
December 31, 2017
|
||||
Assets
|
|
|
|
|
|
|
||
Current assets:
|
|
|
|
|
|
|
||
Cash and cash equivalents
|
|
$
|
191.3
|
|
|
$
|
594.0
|
|
Trade receivables, net of allowance for doubtful accounts of $7.2 in 2018 and $6.5 in 2017
|
|
508.8
|
|
|
552.4
|
|
||
Income tax receivables
|
|
32.7
|
|
|
85.1
|
|
||
Other receivables
|
|
88.7
|
|
|
90.2
|
|
||
Inventories, net of inventory reserves of $19.9 in 2018 and $15.5 in 2017
|
|
605.4
|
|
|
506.8
|
|
||
Current assets held for sale
|
|
0.6
|
|
|
4.0
|
|
||
Prepaid expenses and other current assets
|
|
167.9
|
|
|
33.9
|
|
||
Total current assets
|
|
1,595.4
|
|
|
1,866.4
|
|
||
Property and equipment, net
|
|
1,022.0
|
|
|
998.4
|
|
||
Goodwill
|
|
1,951.9
|
|
|
1,939.8
|
|
||
Identifiable intangible assets, net
|
|
102.3
|
|
|
83.6
|
|
||
Deferred taxes
|
|
113.6
|
|
|
176.2
|
|
||
Other non-current assets
|
|
211.8
|
|
|
215.9
|
|
||
Total assets
|
|
$
|
4,997.0
|
|
|
$
|
5,280.3
|
|
Liabilities and Stockholders' (Deficit) Equity
|
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
|
||
Short-term borrowings
|
|
$
|
308.3
|
|
|
$
|
25.3
|
|
Current portion of long-term debt
|
|
5.1
|
|
|
2.2
|
|
||
Accounts payable
|
|
775.3
|
|
|
723.8
|
|
||
Current liabilities held for sale
|
|
—
|
|
|
2.2
|
|
||
Accrued restructuring costs
|
|
19.3
|
|
|
15.4
|
|
||
Income tax payable
|
|
58.6
|
|
|
47.3
|
|
||
Other current liabilities
|
|
400.0
|
|
|
562.0
|
|
||
Total current liabilities
|
|
1,566.6
|
|
|
1,378.2
|
|
||
Long-term debt, less current portion
|
|
3,242.5
|
|
|
3,230.5
|
|
||
Deferred taxes
|
|
18.5
|
|
|
28.5
|
|
||
Other non-current liabilities
|
|
615.1
|
|
|
490.8
|
|
||
Total liabilities
|
|
5,442.7
|
|
|
5,128.0
|
|
||
Commitments and contingencies - Note 16
|
|
|
|
|
|
|
||
Stockholders’ (deficit) equity:
|
|
|
|
|
|
|
||
Preferred stock, $0.10 par value per share, 50,000,000 shares authorized; no shares issued in 2018 and 2017
|
|
—
|
|
|
—
|
|
||
Common stock, $0.10 par value per share, 400,000,000 shares authorized; shares issued: 231,609,331 in 2018 and 230,080,944 in 2017; shares outstanding: 156,936,418 in 2018 and 168,595,521 in 2017
|
|
23.2
|
|
|
23.0
|
|
||
Additional paid-in capital
|
|
2,043.2
|
|
|
1,939.6
|
|
||
Retained earnings
|
|
1,646.7
|
|
|
1,735.2
|
|
||
Common stock in treasury, 74,672,913 shares in 2018 and 61,485,423 shares in 2017
|
|
(3,288.1
|
)
|
|
(2,700.6
|
)
|
||
Accumulated other comprehensive loss, net of taxes
|
|
(870.7
|
)
|
|
(844.9
|
)
|
||
Total stockholders’ (deficit) equity
|
|
(445.7
|
)
|
|
152.3
|
|
||
Total liabilities and stockholders’ (deficit) equity
|
|
$
|
4,997.0
|
|
|
$
|
5,280.3
|
|
|
|
Three Months Ended September 30, (unaudited)
|
|
Nine Months Ended September 30, (unaudited)
|
||||||||||||
(In millions, except per share data)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net sales
|
|
$
|
1,186.2
|
|
|
$
|
1,131.3
|
|
|
$
|
3,472.4
|
|
|
$
|
3,233.8
|
|
Cost of sales
(1)(2)
|
|
820.7
|
|
|
770.6
|
|
|
2,369.4
|
|
|
2,194.2
|
|
||||
Gross profit
|
|
365.5
|
|
|
360.7
|
|
|
1,103.0
|
|
|
1,039.6
|
|
||||
Selling, general and administrative expenses
|
|
192.1
|
|
|
207.9
|
|
|
578.9
|
|
|
608.2
|
|
||||
Amortization expense of intangible assets acquired
|
|
3.6
|
|
|
3.1
|
|
|
10.9
|
|
|
9.2
|
|
||||
Restructuring and other charges
|
|
6.6
|
|
|
6.2
|
|
|
22.3
|
|
|
9.2
|
|
||||
Operating profit
|
|
163.2
|
|
|
143.5
|
|
|
490.9
|
|
|
413.0
|
|
||||
Interest expense, net
|
|
(44.8
|
)
|
|
(49.1
|
)
|
|
(131.3
|
)
|
|
(143.4
|
)
|
||||
Other (expense) income, net
(1)(2)
|
|
(9.4
|
)
|
|
11.8
|
|
|
(20.3
|
)
|
|
4.7
|
|
||||
Earnings before income tax provision
|
|
109.0
|
|
|
106.2
|
|
|
339.3
|
|
|
274.3
|
|
||||
Income tax provision
|
|
33.4
|
|
|
43.7
|
|
|
388.4
|
|
|
236.5
|
|
||||
Net earnings (loss) from continuing operations
|
|
75.6
|
|
|
62.5
|
|
|
(49.1
|
)
|
|
37.8
|
|
||||
Gain on sale of discontinued operations, net of tax
|
|
3.4
|
|
|
699.3
|
|
|
41.9
|
|
|
699.3
|
|
||||
Net earnings from discontinued operations, net of tax
|
|
—
|
|
|
25.7
|
|
|
—
|
|
|
111.3
|
|
||||
Net earnings (loss)
|
|
$
|
79.0
|
|
|
$
|
787.5
|
|
|
$
|
(7.2
|
)
|
|
$
|
848.4
|
|
Basic:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Continuing operations
|
|
$
|
0.48
|
|
|
$
|
0.33
|
|
|
$
|
(0.31
|
)
|
|
$
|
0.20
|
|
Discontinued operations
|
|
0.02
|
|
|
3.86
|
|
|
0.26
|
|
|
4.22
|
|
||||
Net earnings (loss) per common share - basic
|
|
$
|
0.50
|
|
|
$
|
4.19
|
|
|
$
|
(0.05
|
)
|
|
$
|
4.42
|
|
Diluted:
|
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
|
$
|
0.48
|
|
|
$
|
0.33
|
|
|
$
|
(0.31
|
)
|
|
$
|
0.19
|
|
Discontinued operations
|
|
0.02
|
|
|
3.82
|
|
|
0.26
|
|
|
4.18
|
|
||||
Net earnings (loss) per common share - diluted
|
|
$
|
0.50
|
|
|
$
|
4.15
|
|
|
$
|
(0.05
|
)
|
|
$
|
4.37
|
|
Dividends per common share
|
|
$
|
0.16
|
|
|
$
|
0.16
|
|
|
$
|
0.48
|
|
|
$
|
0.48
|
|
Weighted average number of common shares outstanding:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
157.2
|
|
|
186.9
|
|
|
160.8
|
|
|
190.9
|
|
||||
Diluted
|
|
158.0
|
|
|
188.9
|
|
|
160.8
|
|
|
192.9
|
|
|
(1)
|
Due to the adoption of ASU 2017-07, certain amounts related to defined benefit and other post-employment benefit plans were reclassified from cost of sales to other (expense) income, net. Refer to Note 2, "Recently Adopted and Issued Accounting Standards," in the Notes to Condensed Consolidated Financial Statements for more information.
|
(2)
|
As part of our review of costs included in the corporate segment, amounts related to division operations were identified and reclassified out of other (expense) income, net to cost of sales.
The impact for the
three and nine
months ended
September 30, 2017
was
$2.1 million
and
$5.3 million
, respectively.
|
|
|
Three Months Ended September 30, (unaudited)
|
|
Nine Months Ended September 30, (unaudited)
|
||||||||||||||||||||||||||||||||||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||||||||||||||||||||||||||||||
(In millions)
|
|
Gross
|
|
Taxes
|
|
Net
|
|
Gross
|
|
Taxes
|
|
Net
|
|
Gross
|
|
Taxes
|
|
Net
|
|
Gross
|
|
Taxes
|
|
Net
|
||||||||||||||||||||||||
Net earnings (loss)
|
|
|
|
|
|
$
|
79.0
|
|
|
|
|
|
|
$
|
787.5
|
|
|
|
|
|
|
$
|
(7.2
|
)
|
|
|
|
|
|
$
|
848.4
|
|
||||||||||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Recognition of pension items
|
|
$
|
2.4
|
|
|
$
|
(0.2
|
)
|
|
2.2
|
|
|
$
|
219.9
|
|
|
$
|
(45.3
|
)
|
|
174.6
|
|
|
$
|
3.8
|
|
|
$
|
(0.5
|
)
|
|
3.3
|
|
|
$
|
228.2
|
|
|
$
|
(48.3
|
)
|
|
179.9
|
|
||||
Unrealized (losses) gains on derivative instruments for net investment hedge
|
|
(2.8
|
)
|
|
0.7
|
|
|
(2.1
|
)
|
|
(31.7
|
)
|
|
12.1
|
|
|
(19.6
|
)
|
|
12.1
|
|
|
(3.0
|
)
|
|
9.1
|
|
|
(103.6
|
)
|
|
39.6
|
|
|
(64.0
|
)
|
||||||||||||
Unrealized (losses) gains on derivative instruments for cash flow hedge
|
|
(0.2
|
)
|
|
0.1
|
|
|
(0.1
|
)
|
|
(2.5
|
)
|
|
0.5
|
|
|
(2.0
|
)
|
|
3.4
|
|
|
(1.0
|
)
|
|
2.4
|
|
|
(10.1
|
)
|
|
1.9
|
|
|
(8.2
|
)
|
||||||||||||
Foreign currency translation adjustments
|
|
(11.7
|
)
|
|
(0.2
|
)
|
|
(11.9
|
)
|
|
(69.4
|
)
|
|
1.1
|
|
|
(68.3
|
)
|
|
(39.8
|
)
|
|
(0.8
|
)
|
|
(40.6
|
)
|
|
—
|
|
|
5.5
|
|
|
5.5
|
|
||||||||||||
Other comprehensive (loss) income
|
|
$
|
(12.3
|
)
|
|
$
|
0.4
|
|
|
(11.9
|
)
|
|
$
|
116.3
|
|
|
$
|
(31.6
|
)
|
|
84.7
|
|
|
$
|
(20.5
|
)
|
|
$
|
(5.3
|
)
|
|
(25.8
|
)
|
|
$
|
114.5
|
|
|
$
|
(1.3
|
)
|
|
113.2
|
|
||||
Comprehensive income (loss), net of taxes
|
|
|
|
|
|
$
|
67.1
|
|
|
|
|
|
|
$
|
872.2
|
|
|
|
|
|
|
$
|
(33.0
|
)
|
|
|
|
|
|
$
|
961.6
|
|
(In millions)
|
|
Common Stock
|
|
Additional
Paid-in Capital
|
|
Retained Earnings
|
|
Common Stock
in Treasury
|
|
Accumulated Other
Comprehensive Loss, Net of Taxes |
|
Total
Stockholders’
(Deficit) Equity
|
||||||||||||
Balance at June 30, 2018 (unaudited)
|
|
$
|
23.2
|
|
|
$
|
2,035.0
|
|
|
$
|
1,593.2
|
|
|
$
|
(3,165.0
|
)
|
|
$
|
(858.8
|
)
|
|
$
|
(372.4
|
)
|
Effect of share-based incentive compensation
|
|
—
|
|
|
8.2
|
|
|
—
|
|
|
(1.6
|
)
|
|
—
|
|
|
6.6
|
|
||||||
Repurchases of common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(121.5
|
)
|
|
—
|
|
|
(121.5
|
)
|
||||||
Recognition of pension items, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
|
2.2
|
|
||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.9
|
)
|
|
(11.9
|
)
|
||||||
Unrealized loss on derivative instruments, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.2
|
)
|
|
(2.2
|
)
|
||||||
Net earnings
|
|
—
|
|
|
—
|
|
|
79.0
|
|
|
—
|
|
|
—
|
|
|
79.0
|
|
||||||
Dividends on common stock ($0.16 per share)
|
|
—
|
|
|
—
|
|
|
(25.5
|
)
|
|
—
|
|
|
—
|
|
|
(25.5
|
)
|
||||||
Balance at September 30, 2018 (unaudited)
|
|
$
|
23.2
|
|
|
$
|
2,043.2
|
|
|
$
|
1,646.7
|
|
|
$
|
(3,288.1
|
)
|
|
$
|
(870.7
|
)
|
|
$
|
(445.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at December 31, 2017
|
|
$
|
23.0
|
|
|
$
|
1,939.6
|
|
|
$
|
1,735.2
|
|
|
$
|
(2,700.6
|
)
|
|
$
|
(844.9
|
)
|
|
$
|
152.3
|
|
Effect of share-based incentive compensation
|
|
0.2
|
|
|
22.9
|
|
|
—
|
|
|
(8.0
|
)
|
|
—
|
|
|
15.1
|
|
||||||
Stock issued for profit sharing contribution paid in stock
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
23.8
|
|
|
—
|
|
|
24.5
|
|
||||||
Repurchases of common stock
|
|
—
|
|
|
80.0
|
|
|
—
|
|
|
(603.3
|
)
|
|
—
|
|
|
(523.3
|
)
|
||||||
Recognition of pension items, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|
3.3
|
|
||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(40.6
|
)
|
|
(40.6
|
)
|
||||||
Unrealized gain on derivative instruments, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11.5
|
|
|
11.5
|
|
||||||
Net loss
|
|
—
|
|
|
—
|
|
|
(7.2
|
)
|
|
—
|
|
|
—
|
|
|
(7.2
|
)
|
||||||
Dividends on common stock ($0.48 per share)
|
|
—
|
|
|
—
|
|
|
(77.9
|
)
|
|
—
|
|
|
—
|
|
|
(77.9
|
)
|
||||||
Impact of recently adopted accounting standards
(1)
|
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
||||||
Balance at September 30, 2018 (unaudited)
|
|
$
|
23.2
|
|
|
$
|
2,043.2
|
|
|
$
|
1,646.7
|
|
|
$
|
(3,288.1
|
)
|
|
$
|
(870.7
|
)
|
|
$
|
(445.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at June 30, 2017 (unaudited)
|
|
$
|
23.0
|
|
|
$
|
1,943.7
|
|
|
$
|
1,039.2
|
|
|
$
|
(1,729.4
|
)
|
|
$
|
(920.6
|
)
|
|
$
|
355.9
|
|
Effect of share-based incentive compensation
|
|
—
|
|
|
15.6
|
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
15.2
|
|
||||||
Repurchase of common stock
|
|
—
|
|
|
(26.0
|
)
|
|
—
|
|
|
(426.0
|
)
|
|
—
|
|
|
(452.0
|
)
|
||||||
Recognition of pension items, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
174.6
|
|
|
174.6
|
|
||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(68.3
|
)
|
|
(68.3
|
)
|
||||||
Unrealized loss on derivative instruments, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21.6
|
)
|
|
(21.6
|
)
|
||||||
Net earnings
|
|
—
|
|
|
—
|
|
|
787.5
|
|
|
—
|
|
|
—
|
|
|
787.5
|
|
||||||
Dividends on common stock ($0.16 per share)
|
|
—
|
|
|
—
|
|
|
(30.7
|
)
|
|
—
|
|
|
—
|
|
|
(30.7
|
)
|
||||||
Balance at September 30, 2017 (unaudited)
|
|
$
|
23.0
|
|
|
$
|
1,933.3
|
|
|
$
|
1,796.0
|
|
|
$
|
(2,155.8
|
)
|
|
$
|
(835.9
|
)
|
|
$
|
760.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at December 31, 2016
|
|
$
|
22.8
|
|
|
$
|
1,974.1
|
|
|
$
|
1,040.0
|
|
|
$
|
(1,478.1
|
)
|
|
$
|
(949.1
|
)
|
|
$
|
609.7
|
|
Effect of share-based incentive compensation
|
|
0.2
|
|
|
38.7
|
|
|
—
|
|
|
(22.2
|
)
|
|
—
|
|
|
16.7
|
|
||||||
Stock issued for profit sharing contribution paid in stock
|
|
—
|
|
|
0.5
|
|
|
—
|
|
|
21.8
|
|
|
—
|
|
|
22.3
|
|
||||||
Repurchases of common stock
|
|
—
|
|
|
(80.0
|
)
|
|
—
|
|
|
(677.3
|
)
|
|
—
|
|
|
(757.3
|
)
|
||||||
Recognition of pension items, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
179.9
|
|
|
179.9
|
|
||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
5.5
|
|
||||||
Unrealized loss on derivative instruments, net of taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(72.2
|
)
|
|
(72.2
|
)
|
||||||
Net earnings
|
|
—
|
|
|
—
|
|
|
848.4
|
|
|
—
|
|
|
—
|
|
|
848.4
|
|
||||||
Dividends on common stock ($0.48 per share)
|
|
—
|
|
|
—
|
|
|
(92.4
|
)
|
|
—
|
|
|
—
|
|
|
(92.4
|
)
|
||||||
Balance at September 30, 2017 (unaudited)
|
|
$
|
23.0
|
|
|
$
|
1,933.3
|
|
|
$
|
1,796.0
|
|
|
$
|
(2,155.8
|
)
|
|
$
|
(835.9
|
)
|
|
$
|
760.6
|
|
|
(1)
|
Due to the adoption of ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory and ASU 2014-09, Revenue from Contracts with Customers (Topic 606) the Company recorded decreases to retained earnings of
$1.0 million
and
$2.4 million
, respectively. See Note 2, "Recently Adopted and Issued Accounting Standards," in the Notes to Condensed Consolidated Financial Statements for more information.
|
|
|
Nine Months Ended September 30, (unaudited)
|
||||||
(In millions)
|
|
2018
|
|
2017
|
||||
Net (loss) earnings
|
|
$
|
(7.2
|
)
|
|
$
|
848.4
|
|
Adjustments to reconcile net (loss) earnings to net cash provided by operating activities
|
|
|
|
|
|
|
||
Depreciation and amortization
|
|
98.4
|
|
|
114.4
|
|
||
Share-based incentive compensation
|
|
22.9
|
|
|
38.7
|
|
||
Profit sharing expense
|
|
16.1
|
|
|
18.6
|
|
||
Provisions for bad debt
|
|
1.9
|
|
|
2.6
|
|
||
Provisions for inventory obsolescence
|
|
—
|
|
|
5.9
|
|
||
Deferred taxes, net
|
|
50.8
|
|
|
160.7
|
|
||
Net gain on sale of business
|
|
(41.3
|
)
|
|
(701.4
|
)
|
||
Other non-cash items
|
|
24.9
|
|
|
27.8
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
||
Trade receivables, net
|
|
(31.0
|
)
|
|
(87.5
|
)
|
||
Inventories
|
|
(113.2
|
)
|
|
(100.5
|
)
|
||
Accounts payable
|
|
45.0
|
|
|
135.2
|
|
||
Other assets and liabilities
|
|
82.7
|
|
|
(130.4
|
)
|
||
Net cash provided by operating activities
|
|
$
|
150.0
|
|
|
$
|
332.5
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
||
Capital expenditures
|
|
(114.8
|
)
|
|
(126.5
|
)
|
||
Proceeds, net from sale of business and property and equipment
|
|
6.6
|
|
|
4.4
|
|
||
Business acquired, net of cash acquired
|
|
(67.8
|
)
|
|
(25.4
|
)
|
||
Impact of sale of Diversey
(3)
|
|
(19.6
|
)
|
|
2,025.5
|
|
||
Investment in cost method investments
|
|
(7.5
|
)
|
|
—
|
|
||
Settlement of foreign currency forward contracts
|
|
(5.5
|
)
|
|
(1.1
|
)
|
||
Other investing activities
|
|
(2.6
|
)
|
|
—
|
|
||
Net cash (used in) provided by investing activities
(3)
|
|
$
|
(211.2
|
)
|
|
$
|
1,876.9
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
||
Net proceeds from borrowings
|
|
293.3
|
|
|
(21.5
|
)
|
||
Payments of borrowings
(1)
|
|
—
|
|
|
(369.5
|
)
|
||
Payments of debt modification/extinguishment costs
|
|
(6.1
|
)
|
|
—
|
|
||
Proceeds from cross currency swap
|
|
—
|
|
|
17.4
|
|
||
Dividends paid on common stock
|
|
(79.3
|
)
|
|
(92.4
|
)
|
||
Acquisition of common stock for tax withholding
|
|
(7.8
|
)
|
|
(21.9
|
)
|
||
Repurchases of common stock
(2)
|
|
(534.3
|
)
|
|
(757.3
|
)
|
||
Net cash used in financing activities
(3)
|
|
$
|
(334.2
|
)
|
|
$
|
(1,245.2
|
)
|
Effect of foreign currency exchange rate changes on cash and cash equivalents
|
|
$
|
(7.3
|
)
|
|
$
|
(18.9
|
)
|
Cash Reconciliation
(3)
:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
594.0
|
|
|
333.7
|
|
||
Restricted cash and cash equivalents
(4)
|
|
—
|
|
|
52.9
|
|
||
Balance, beginning of period
|
|
$
|
594.0
|
|
|
$
|
386.6
|
|
Net change during the period
|
|
(402.7
|
)
|
|
945.3
|
|
||
Cash and cash equivalents
|
|
191.3
|
|
|
1,304.7
|
|
||
Restricted cash and cash equivalents
(4)
|
|
—
|
|
|
27.2
|
|
||
Balance, end of period
|
|
$
|
191.3
|
|
|
$
|
1,331.9
|
|
Supplemental Cash Flow Information:
|
|
|
|
|
|
|
||
Interest payments, net of amounts capitalized
|
|
$
|
137.4
|
|
|
$
|
156.5
|
|
Income tax payments, net of cash refunds
|
|
$
|
137.5
|
|
|
$
|
126.6
|
|
Payments related to the sale of Diversey and efforts to address related stranded costs
|
|
$
|
44.9
|
|
|
$
|
61.2
|
|
Restructuring payments including associated costs
|
|
$
|
7.4
|
|
|
$
|
48.7
|
|
|
|
|
|
|
||||
Non-cash items:
|
|
|
|
|
||||
Transfers of shares of common stock from treasury for 2017 and 2016 profit-sharing contributions
|
|
$
|
23.8
|
|
|
$
|
22.3
|
|
|
(1)
|
Payments of borrowings included in financing activities excludes amounts which were paid using cash proceeds from the sale of Diversey. As a result,
$755.2 million
of payments of borrowings is included within investing activities for a total payment of borrowings of
$1.1 billion
through the nine months ended September 30, 2017.
|
(2)
|
The Company entered into an accelerated share repurchase agreement with a third-party financial institution to repurchase
$400.0 million
of the Company’s common stock. The full amount was paid as of September 30, 2017 however, only
$320.0 million
was used to repurchase shares at that point in time.
|
(3)
|
Due to the adoption of ASU 2016-18, the Company now is required to include restricted cash as part of the change in the total cash balance. As a result, amounts which were previously classified as cash flows from financing activities related to Sealed Air continuing operations and amounts which were previously classified as cash flows from investing activities related to restricted cash sold with the sale of Diversey have been reclassified as they are recognized in the total change in cash. Refer to Note 2, "Recently Adopted and Issued Accounting Standards," in the Notes to Condensed Consolidated Financial Statements for more information.
|
(4)
|
Restricted cash and cash equivalents included compensating balance deposits related to certain short-term borrowings.
|
|
Three Months Ended September 30, 2018
|
||||||||||
(In millions)
|
As Reported
|
|
Balances without Adoption of Topic 606
|
|
Effect of Change
|
||||||
Net sales
|
$
|
1,186.2
|
|
|
$
|
1,185.9
|
|
|
$
|
0.3
|
|
|
Nine Months Ended September 30, 2018
|
||||||||||
(In millions)
|
As Reported
|
|
Balances without Adoption of Topic 606
|
|
Effect of Change
|
||||||
Net sales
|
$
|
3,472.4
|
|
|
$
|
3,471.0
|
|
|
$
|
1.4
|
|
Other current liabilities
|
400.0
|
|
|
399.2
|
|
|
0.8
|
|
|||
Other non-current liabilities
|
615.1
|
|
|
611.4
|
|
|
3.7
|
|
Impact by Line Item
|
Reason for Change
|
Opening Balance Sheet Adjustment as of January 1, 2018
(In millions)
|
||
Other current liabilities
|
Certain contracts include an equipment accrual, whereby a customer is awarded a credit based on consumable purchases that can be redeemed for future equipment purchases. Long term contracts that include an equipment accrual create a timing difference between when cash is collected and the performance obligation is satisfied. Upon the adoption of Topic 606 the equipment accrual balance was increased to reflect the standalone selling price within our equipment portfolio.
|
$
|
2.4
|
|
Retained earnings
|
The modified retrospective adoption of the new revenue standard resulted in a cumulative adjustment decreasing retained earnings, which was associated with adjusting our equipment accrual contract offering to the standalone selling price value.
|
(2.4
|
)
|
|
|
Three Months Ended September 30, 2018
|
||||||||||
(In millions)
|
|
Food Care
|
|
Product Care
|
|
Total
|
||||||
North America
|
|
$
|
375.8
|
|
|
$
|
277.6
|
|
|
$
|
653.4
|
|
EMEA
(1)
|
|
156.7
|
|
|
89.3
|
|
|
246.0
|
|
|||
Latin America
|
|
89.7
|
|
|
12.0
|
|
|
101.7
|
|
|||
APAC
(2)
|
|
100.3
|
|
|
77.7
|
|
|
178.0
|
|
|||
Topic 606 Segment Revenue
|
|
722.5
|
|
|
456.6
|
|
|
1,179.1
|
|
|||
Non-Topic 606 Revenue (Leasing)
|
|
4.7
|
|
|
2.4
|
|
|
7.1
|
|
|||
Total
|
|
$
|
727.2
|
|
|
$
|
459.0
|
|
|
$
|
1,186.2
|
|
|
|
Nine Months Ended September 30, 2018
|
||||||||||
(In millions)
|
|
Food Care
|
|
Product Care
|
|
Total
|
||||||
North America
|
|
$
|
1,068.7
|
|
|
$
|
784.5
|
|
|
$
|
1,853.2
|
|
EMEA
(1)
|
|
476.1
|
|
|
287.5
|
|
|
763.6
|
|
|||
Latin America
|
|
270.9
|
|
|
36.2
|
|
|
307.1
|
|
|||
APAC
(2)
|
|
306.2
|
|
|
220.9
|
|
|
527.1
|
|
|||
Topic 606 Segment Revenue
|
|
2,121.9
|
|
|
1,329.1
|
|
|
3,451.0
|
|
|||
Non-Topic 606 Revenue (Leasing)
|
|
14.6
|
|
|
6.8
|
|
|
21.4
|
|
|||
Total
|
|
$
|
2,136.5
|
|
|
$
|
1,335.9
|
|
|
$
|
3,472.4
|
|
|
(1)
|
EMEA = Europe, Middle East and Africa
|
(2)
|
APAC = Asia, Australia and New Zealand
|
(In millions)
|
|
December 31, 2017
|
|
January 1, 2018,
as adjusted
|
|
September 30, 2018
|
||||||
Contract assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Contract liabilities
|
|
3.1
|
|
|
5.5
|
|
|
9.1
|
|
(In millions)
|
|
Short-Term
(12 months or less) |
|
Long-Term
|
|
Total
|
||||||
Total transaction price
|
|
$
|
1.6
|
|
|
$
|
7.5
|
|
|
$
|
9.1
|
|
|
|
|
|
|
||||
(In millions)
|
|
Three Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2017
|
||||
Net sales
|
|
$
|
434.6
|
|
|
$
|
1,667.5
|
|
Cost of sales
|
|
249.1
|
|
|
949.5
|
|
||
Gross profit
|
|
185.5
|
|
|
718.0
|
|
||
Selling, general and administrative expenses
|
|
131.0
|
|
|
537.8
|
|
||
Amortization expense of intangible assets acquired
|
|
7.7
|
|
|
23.9
|
|
||
Operating profit
|
|
46.8
|
|
|
156.3
|
|
||
Other expense, net
|
|
(9.0
|
)
|
|
(17.0
|
)
|
||
Earnings from discontinued operations before income tax provision
|
|
37.8
|
|
|
139.3
|
|
||
Income tax provision from discontinued operations
(1)
|
|
12.1
|
|
|
28.0
|
|
||
Net earnings from discontinued operations, net of tax
|
|
$
|
25.7
|
|
|
$
|
111.3
|
|
|
(1)
|
For the
three and nine
months ended
September 30, 2017
, net earnings from discontinued operations was impacted by
$12.1 million
and
$28.0 million
expense, respectively, related to a change in the repatriation strategy of foreign earnings offset by favorable earnings mix in jurisdictions with lower rates.
|
(In millions)
|
|
Nine Months Ended
September 30, 2017 |
||
Non-cash items included in net earnings from discontinued operations:
|
|
|
|
|
Depreciation and amortization
|
|
$
|
29.3
|
|
Share-based incentive compensation
|
|
10.2
|
|
|
Profit sharing expense
|
|
3.0
|
|
|
Provision for bad debt
|
|
2.3
|
|
|
Capital expenditures
|
|
11.9
|
|
|
|
Preliminary Allocation
|
||
(In millions)
|
|
As of August 1, 2018
|
||
Total consideration transferred
|
|
$
|
70.8
|
|
|
|
|
||
Assets:
|
|
|
||
Cash and cash equivalents
|
|
2.9
|
|
|
Trade receivables, net
|
|
30.8
|
|
|
Inventories, net
|
|
7.1
|
|
|
Prepaid expenses and other current assets
|
|
0.7
|
|
|
Property and equipment, net
|
|
3.5
|
|
|
Identifiable intangible assets, net
|
|
18.6
|
|
|
Goodwill
|
|
21.6
|
|
|
Other non-current assets
|
|
0.7
|
|
|
Total assets
|
|
$
|
85.9
|
|
Liabilities:
|
|
|
||
Accounts payable
|
|
13.8
|
|
|
Other current liabilities
|
|
1.3
|
|
|
Total liabilities
|
|
$
|
15.1
|
|
|
|
Amount
|
|
Useful life
|
||
|
|
(in millions)
|
|
(in years)
|
||
Customer relationships
|
|
$
|
16.6
|
|
|
11
|
Trademarks and tradenames
|
|
2.0
|
|
|
15
|
|
Total intangible assets with definite lives
|
|
$
|
18.6
|
|
|
|
|
|
Preliminary Allocation
|
|
Measurement Period
|
|
Revised Allocation
|
||||||
(In millions)
|
|
As of October 2, 2017
|
|
Adjustments
|
|
As of September 30, 2018
|
||||||
Total consideration transferred
|
|
$
|
106.6
|
|
|
$
|
(0.4
|
)
|
|
$
|
106.2
|
|
|
|
|
|
|
|
|
||||||
Assets:
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
|
13.3
|
|
|
—
|
|
|
13.3
|
|
|||
Trade receivables, net
|
|
22.4
|
|
|
—
|
|
|
22.4
|
|
|||
Inventories, net
|
|
10.0
|
|
|
0.1
|
|
|
10.1
|
|
|||
Prepaid expenses and other current assets
|
|
8.4
|
|
|
—
|
|
|
8.4
|
|
|||
Property and equipment, net
|
|
23.3
|
|
|
—
|
|
|
23.3
|
|
|||
Identifiable intangible assets, net
|
|
41.4
|
|
|
0.7
|
|
|
42.1
|
|
|||
Goodwill
|
|
39.3
|
|
|
(1.5
|
)
|
|
37.8
|
|
|||
Total assets
|
|
$
|
158.1
|
|
|
$
|
(0.7
|
)
|
|
$
|
157.4
|
|
Liabilities:
|
|
|
|
|
|
|
||||||
Short-term borrowings
|
|
14.0
|
|
|
—
|
|
|
14.0
|
|
|||
Accounts payable
|
|
6.9
|
|
|
—
|
|
|
6.9
|
|
|||
Other current liabilities
|
|
15.1
|
|
|
(0.1
|
)
|
|
15.0
|
|
|||
Long-term debt, less current portion
|
|
3.8
|
|
|
—
|
|
|
3.8
|
|
|||
Non-current deferred taxes
|
|
11.7
|
|
|
(0.2
|
)
|
|
11.5
|
|
|||
Total liabilities
|
|
$
|
51.5
|
|
|
$
|
(0.3
|
)
|
|
$
|
51.2
|
|
|
|
Amount
|
|
Useful life
|
||
|
|
(in millions)
|
|
(in years)
|
||
Customer relationships
|
|
$
|
25.4
|
|
|
17
|
Trademarks and tradenames
|
|
10.6
|
|
|
15
|
|
Technology
|
|
6.1
|
|
|
13
|
|
Total intangible assets with definite lives
|
|
$
|
42.1
|
|
|
|
•
|
Food Care; and
|
•
|
Product Care.
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Food Care
|
|
$
|
727.2
|
|
|
$
|
716.0
|
|
|
$
|
2,136.5
|
|
|
$
|
2,051.1
|
|
As a % of Total Company net sales
|
|
61.3
|
%
|
|
63.3
|
%
|
|
61.5
|
%
|
|
63.4
|
%
|
||||
Product Care
|
|
459.0
|
|
|
415.3
|
|
|
1,335.9
|
|
|
1,182.7
|
|
||||
As a % of Total Company net sales
|
|
38.7
|
%
|
|
36.7
|
%
|
|
38.5
|
%
|
|
36.6
|
%
|
||||
Total Company Net Sales
|
|
$
|
1,186.2
|
|
|
$
|
1,131.3
|
|
|
$
|
3,472.4
|
|
|
$
|
3,233.8
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Non-U.S. GAAP Adjusted EBITDA from continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Food Care
|
|
$
|
145.4
|
|
|
$
|
139.6
|
|
|
$
|
415.5
|
|
|
$
|
393.4
|
|
Adjusted EBITDA Margin
|
|
20.0
|
%
|
|
19.5
|
%
|
|
19.4
|
%
|
|
19.2
|
%
|
||||
Product Care
|
|
76.4
|
|
|
77.9
|
|
|
233.3
|
|
|
210.6
|
|
||||
Adjusted EBITDA Margin
|
|
16.6
|
%
|
|
18.8
|
%
|
|
17.5
|
%
|
|
17.8
|
%
|
||||
Corporate
|
|
(2.9
|
)
|
|
(0.7
|
)
|
|
(7.6
|
)
|
|
(9.0
|
)
|
||||
Non-U.S. GAAP Total Company Adjusted EBITDA from continuing operations
|
|
$
|
218.9
|
|
|
$
|
216.8
|
|
|
$
|
641.2
|
|
|
$
|
595.0
|
|
Adjusted EBITDA Margin
|
|
18.5
|
%
|
|
19.2
|
%
|
|
18.5
|
%
|
|
18.4
|
%
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net earnings (loss) from continuing operations
|
|
$
|
75.6
|
|
|
$
|
62.5
|
|
|
$
|
(49.1
|
)
|
|
$
|
37.8
|
|
Interest expense, net
|
|
(44.8
|
)
|
|
(49.1
|
)
|
|
(131.3
|
)
|
|
(143.4
|
)
|
||||
Income tax provision
|
|
33.4
|
|
|
43.7
|
|
|
388.4
|
|
|
236.5
|
|
||||
Depreciation and amortization
(1)
|
|
(41.1
|
)
|
|
(42.7
|
)
|
|
(122.3
|
)
|
|
(116.3
|
)
|
||||
Depreciation and amortization adjustments
|
|
0.1
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
||||
Special Items:
|
|
|
|
|
|
|
|
|
||||||||
Restructuring and other charges
(2)
|
|
(6.6
|
)
|
|
(6.2
|
)
|
|
(22.3
|
)
|
|
(9.2
|
)
|
||||
Other restructuring associated costs
|
|
(0.7
|
)
|
|
(2.9
|
)
|
|
(2.5
|
)
|
|
(12.7
|
)
|
||||
Debt modification/extinguishment costs
|
|
(1.5
|
)
|
|
—
|
|
|
(1.9
|
)
|
|
—
|
|
||||
Charges related to acquisition and divestiture activity
|
|
(4.8
|
)
|
|
(6.7
|
)
|
|
(10.0
|
)
|
|
(4.8
|
)
|
||||
Charges incurred due to the sale of Diversey
|
|
(8.7
|
)
|
|
(13.7
|
)
|
|
(21.3
|
)
|
|
(47.6
|
)
|
||||
Gain from class-action litigation settlement
|
|
—
|
|
|
—
|
|
|
12.6
|
|
|
—
|
|
||||
Settlement/curtailment benefits related to retained Diversey retirement plans
|
|
—
|
|
|
13.5
|
|
|
—
|
|
|
13.5
|
|
||||
Other Special Items
(3)
|
|
(1.8
|
)
|
|
(2.8
|
)
|
|
(3.3
|
)
|
|
(0.2
|
)
|
||||
Pre-tax impact of Special Items
|
|
(24.1
|
)
|
|
(18.8
|
)
|
|
(48.7
|
)
|
|
(61.0
|
)
|
||||
Non-U.S. GAAP Total Company Adjusted EBITDA from continuing operations
|
|
$
|
218.9
|
|
|
$
|
216.8
|
|
|
$
|
641.2
|
|
|
$
|
595.0
|
|
|
(1)
|
Depreciation and amortization by segment is as follows:
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Food Care
|
|
$
|
25.6
|
|
|
$
|
29.8
|
|
|
$
|
79.8
|
|
|
$
|
80.3
|
|
Product Care
|
|
15.5
|
|
|
12.9
|
|
|
42.5
|
|
|
36.0
|
|
||||
Total Company depreciation and amortization
(i)
|
|
$
|
41.1
|
|
|
$
|
42.7
|
|
|
$
|
122.3
|
|
|
$
|
116.3
|
|
|
(i)
|
Includes share-based incentive compensation of
$8.3 million
and
$23.6 million
for the
three and nine
months ended
September 30, 2018
, respectively, and
$12.3 million
and
$31.2 million
for the
three and nine
months ended
September 30, 2017
, respectively.
|
(2)
|
Restructuring and other charges by segment were as follows:
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Food Care
|
|
$
|
2.3
|
|
|
$
|
3.9
|
|
|
$
|
8.4
|
|
|
$
|
5.8
|
|
Product Care
|
|
4.3
|
|
|
2.3
|
|
|
13.9
|
|
|
3.4
|
|
||||
Total Company restructuring and other charges
|
|
$
|
6.6
|
|
|
$
|
6.2
|
|
|
$
|
22.3
|
|
|
$
|
9.2
|
|
(3)
|
Other Special Items for the three and nine months ended September 30, 2018, primarily included fees related to professional services. Other Special Items for the three and nine months ended September 30, 2017, primarily included transaction fees related to various divestitures and acquisitions.
|
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Assets allocated to segments:
|
|
|
|
|
|
|
||
Food Care
|
|
$
|
1,680.9
|
|
|
$
|
1,545.5
|
|
Product Care
|
|
2,589.0
|
|
|
2,620.2
|
|
||
Total segments
|
|
4,269.9
|
|
|
4,165.7
|
|
||
Assets not allocated:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
191.3
|
|
|
$
|
594.0
|
|
Assets held for sale
|
|
0.6
|
|
|
4.0
|
|
||
Income tax receivables
|
|
32.7
|
|
|
85.1
|
|
||
Other receivables
|
|
88.7
|
|
|
90.2
|
|
||
Deferred taxes
|
|
113.6
|
|
|
176.2
|
|
||
Other
|
|
300.2
|
|
|
165.1
|
|
||
Total
|
|
$
|
4,997.0
|
|
|
$
|
5,280.3
|
|
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Raw materials
|
|
$
|
94.6
|
|
|
$
|
82.8
|
|
Work in process
|
|
154.1
|
|
|
125.7
|
|
||
Finished goods
|
|
356.7
|
|
|
298.3
|
|
||
Total
|
|
$
|
605.4
|
|
|
$
|
506.8
|
|
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Land and improvements
|
|
$
|
41.4
|
|
|
$
|
43.5
|
|
Buildings
|
|
730.9
|
|
|
718.9
|
|
||
Machinery and equipment
|
|
2,333.7
|
|
|
2,330.5
|
|
||
Other property and equipment
|
|
134.2
|
|
|
116.3
|
|
||
Construction-in-progress
|
|
132.7
|
|
|
114.7
|
|
||
Property and equipment, gross
|
|
3,372.9
|
|
|
3,323.9
|
|
||
Accumulated depreciation and amortization
|
|
(2,350.9
|
)
|
|
(2,325.5
|
)
|
||
Property and equipment, net
|
|
$
|
1,022.0
|
|
|
$
|
998.4
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Interest cost capitalized
|
|
$
|
1.3
|
|
|
$
|
1.8
|
|
|
$
|
5.0
|
|
|
$
|
7.8
|
|
Depreciation and amortization expense for property and equipment
|
|
$
|
29.0
|
|
|
$
|
27.3
|
|
|
$
|
87.6
|
|
|
$
|
75.9
|
|
(In millions)
|
|
Food Care
|
|
Product Care
|
|
Total
|
||||||
Carrying Value at December 31, 2017
|
|
$
|
526.9
|
|
|
$
|
1,412.9
|
|
|
$
|
1,939.8
|
|
Acquisition, purchase price and other adjustments
|
|
(0.6
|
)
|
|
20.1
|
|
|
19.5
|
|
|||
Currency translation
|
|
(5.2
|
)
|
|
(2.2
|
)
|
|
(7.4
|
)
|
|||
Carrying Value at September 30, 2018
|
|
$
|
521.1
|
|
|
$
|
1,430.8
|
|
|
$
|
1,951.9
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||||||||||
(In millions)
|
Gross
Carrying Value
|
|
Accumulated Amortization
|
|
Net
(1)
|
|
Gross
Carrying Value
|
|
Accumulated Amortization
|
|
Net
|
||||||||||||
Customer relationships
|
$
|
71.1
|
|
|
$
|
(21.5
|
)
|
|
$
|
49.6
|
|
|
$
|
59.7
|
|
|
$
|
(19.7
|
)
|
|
$
|
40.0
|
|
Trademarks and tradenames
|
13.3
|
|
|
(1.1
|
)
|
|
12.2
|
|
|
11.6
|
|
|
(0.5
|
)
|
|
11.1
|
|
||||||
Capitalized software
|
60.6
|
|
|
(46.9
|
)
|
|
13.7
|
|
|
50.6
|
|
|
(40.0
|
)
|
|
10.6
|
|
||||||
Technology
|
37.4
|
|
|
(23.1
|
)
|
|
14.3
|
|
|
39.2
|
|
|
(27.5
|
)
|
|
11.7
|
|
||||||
Contracts
|
13.6
|
|
|
(10.0
|
)
|
|
3.6
|
|
|
10.9
|
|
|
(9.6
|
)
|
|
1.3
|
|
||||||
Total intangible assets with definite lives
|
196.0
|
|
|
(102.6
|
)
|
|
93.4
|
|
|
172.0
|
|
|
(97.3
|
)
|
|
74.7
|
|
||||||
Trademarks and tradenames with indefinite lives
|
8.9
|
|
|
—
|
|
|
8.9
|
|
|
8.9
|
|
|
—
|
|
|
8.9
|
|
||||||
Total identifiable intangible assets, net
|
$
|
204.9
|
|
|
$
|
(102.6
|
)
|
|
$
|
102.3
|
|
|
$
|
180.9
|
|
|
$
|
(97.3
|
)
|
|
$
|
83.6
|
|
(1)
|
As of
September 30, 2018
, amounts include intangible assets acquired as part of the AFP acquisition. See Note 4, "Discontinued Operations, Divestitures and Acquisitions" to the Notes to Consolidated Financial Statements for additional information related to the AFP acquisition.
|
Year
|
Amount
(in millions)
|
||
Remainder of 2018
|
$
|
5.2
|
|
2019
|
13.1
|
|
|
2020
|
10.5
|
|
|
2021
|
7.5
|
|
|
Thereafter
|
57.1
|
|
|
Total
|
$
|
93.4
|
|
|
Sealed Air Restructuring Program
|
||
Approximate positions eliminated by the program
|
1,950
|
|
|
Estimated Program Costs (in millions):
|
|
|
|
Costs of reduction in headcount as a result of reorganization
|
$275-$280
|
|
|
Other expenses associated with the Program
|
135-140
|
|
|
Total expense
|
$410-$420
|
|
|
Capital expenditures
|
240-245
|
|
|
Proceeds, foreign exchange and other cash items
|
(70)-(75)
|
|
|
Total estimated net cash cost
|
$580-$590
|
|
|
Program to Date Cumulative Expense (in millions):
|
|
||
Costs of reduction in headcount as a result of reorganization
|
$
|
259
|
|
Other expenses associated with the Program
|
126
|
|
|
Total Cumulative Expense
|
$
|
385
|
|
Cumulative capital expenditures
|
$
|
236
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Continuing Operations:
|
|
|
|
|
|
|
|
|
||||||||
Other associated costs
|
|
$
|
0.9
|
|
|
$
|
2.9
|
|
|
$
|
3.5
|
|
|
$
|
12.7
|
|
Restructuring charges
|
|
6.6
|
|
|
6.2
|
|
|
22.3
|
|
|
9.2
|
|
||||
Total charges from continuing operations
|
|
$
|
7.5
|
|
|
$
|
9.1
|
|
|
25.8
|
|
|
21.9
|
|
||
Charges included in discontinued operations
|
|
—
|
|
|
(1.4
|
)
|
|
—
|
|
|
2.3
|
|
||||
Total charges
|
|
$
|
7.5
|
|
|
$
|
7.7
|
|
|
$
|
25.8
|
|
|
$
|
24.2
|
|
Capital expenditures
|
|
$
|
0.1
|
|
|
$
|
3.4
|
|
|
$
|
0.6
|
|
|
$
|
17.3
|
|
(In millions)
|
|
||
Restructuring accrual at December 31, 2017
|
$
|
16.1
|
|
Accrual and accrual adjustments
|
22.3
|
|
|
Cash payments during 2018
|
(17.5
|
)
|
|
Effect of changes in foreign currency exchange rates
|
(1.2
|
)
|
|
Restructuring accrual at September 30, 2018
|
$
|
19.7
|
|
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Short-term borrowings
(1)
|
|
$
|
308.3
|
|
|
$
|
25.3
|
|
Current portion of long-term debt
|
|
5.1
|
|
|
2.2
|
|
||
Total current debt
|
|
313.4
|
|
|
27.5
|
|
||
Term Loan A due July 2023
|
|
223.2
|
|
|
222.7
|
|
||
6.50% Senior Notes due December 2020
|
|
423.9
|
|
|
423.6
|
|
||
4.875% Senior Notes due December 2022
|
|
420.9
|
|
|
420.4
|
|
||
5.25% Senior Notes due April 2023
|
|
421.0
|
|
|
420.4
|
|
||
4.50% Senior Notes due September 2023
|
|
462.6
|
|
|
474.3
|
|
||
5.125% Senior Notes due December 2024
|
|
421.2
|
|
|
420.7
|
|
||
5.50% Senior Notes due September 2025
|
|
397.0
|
|
|
396.7
|
|
||
6.875% Senior Notes due July 2033
|
|
445.5
|
|
|
445.4
|
|
||
Other
|
|
27.2
|
|
|
6.3
|
|
||
Total long-term debt, less current portion
(3)
|
|
3,242.5
|
|
|
3,230.5
|
|
||
Total debt
(2)
|
|
$
|
3,555.9
|
|
|
$
|
3,258.0
|
|
|
(1)
|
Short-term borrowings of
$308.3 million
at
September 30, 2018
are comprised of
$212.4 million
under our revolving credit facility,
$83.9 million
under our European securitization program and
$12.0 million
of short-term borrowings from various lines of credit. Short-term borrowings of
$25.3 million
at
December 31, 2017
were comprised
$2.1 million
of Diversey accounts payable obligations under financing arrangements which Sealed Air was fully reimbursed for as part of the sale of Diversey as well as
$23.2 million
of short-term borrowings from various lines of credit.
|
(2)
|
As of
September 30, 2018
, our weighted average interest rate on our short-term borrowings outstanding was
2.8%
and on our long-term debt outstanding was
5.4%
. As of
December 31, 2017
, our weighted average interest rate on our short-term borrowings outstanding was
5.4%
and on our long-term debt outstanding was
5.3%
.
|
(3)
|
Amounts are net of unamortized discounts and issuance costs of
$25.3 million
as
September 30, 2018
and
$29.5 million
as of
December 31, 2017
.
|
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Used lines of credit
(1)
|
|
$
|
308.3
|
|
|
$
|
23.2
|
|
Unused lines of credit
|
|
1,060.5
|
|
|
1,108.6
|
|
||
Total available lines of credit
(2)
|
|
$
|
1,368.8
|
|
|
$
|
1,131.8
|
|
|
(1)
|
Includes total borrowings under the accounts receivable securitization programs, the revolving credit facility and borrowings under lines of credit available to several subsidiaries.
|
(2)
|
Of the total available lines of credit,
$1,145.5 million
was committed as of
September 30, 2018
.
|
|
Cash Flow
|
|
Non-Designated
|
|
Total
|
||||||||||||||||||
(In millions)
|
September 30, 2018
|
|
December 31, 2017
|
|
September 30, 2018
|
|
December 31, 2017
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||
Derivative Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Foreign currency forward contracts
|
$
|
1.0
|
|
|
$
|
0.5
|
|
|
$
|
1.1
|
|
|
$
|
3.6
|
|
|
$
|
2.1
|
|
|
$
|
4.1
|
|
Total Derivative Assets
|
$
|
1.0
|
|
|
$
|
0.5
|
|
|
$
|
1.1
|
|
|
$
|
3.6
|
|
|
$
|
2.1
|
|
|
$
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Foreign currency forward contracts
|
$
|
(0.1
|
)
|
|
$
|
(2.4
|
)
|
|
$
|
(3.8
|
)
|
|
$
|
(3.3
|
)
|
|
$
|
(3.9
|
)
|
|
$
|
(5.7
|
)
|
Total Derivative Liabilities
(1)
|
$
|
(0.1
|
)
|
|
$
|
(2.4
|
)
|
|
$
|
(3.8
|
)
|
|
$
|
(3.3
|
)
|
|
$
|
(3.9
|
)
|
|
$
|
(5.7
|
)
|
Net Derivatives
(2)
|
$
|
0.9
|
|
|
$
|
(1.9
|
)
|
|
$
|
(2.7
|
)
|
|
$
|
0.3
|
|
|
$
|
(1.8
|
)
|
|
$
|
(1.6
|
)
|
|
(1)
|
Excludes
€400.0 million
of euro-denominated debt (
$462.6 million
equivalent at
September 30, 2018
and
$474.3 million
equivalent at
December 31, 2017
), designated as a net investment hedge.
|
(2)
|
The following table reconciles gross positions without the impact of master netting agreements to the balance sheet classification:
|
|
Other Current Assets
|
|
Other Current Liabilities
|
||||||||||||
(In millions)
|
September 30, 2018
|
|
December 31, 2017
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||
Gross position
|
$
|
2.1
|
|
|
$
|
4.1
|
|
|
$
|
(3.9
|
)
|
|
$
|
(5.7
|
)
|
Impact of master netting agreements
|
(0.1
|
)
|
|
(0.4
|
)
|
|
0.1
|
|
|
0.4
|
|
||||
Net amounts recognized on the Condensed Consolidated Balance Sheets
|
$
|
2.0
|
|
|
$
|
3.7
|
|
|
$
|
(3.8
|
)
|
|
$
|
(5.3
|
)
|
|
|
|
Amount of Gain (Loss) Recognized in
Earnings on Derivatives
|
||||||||||||||
|
Location of Gain (Loss) Recognized on
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
Condensed Consolidated Statements of Operations
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash Flow Hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency forward contracts
|
Cost of sales
|
|
$
|
1.1
|
|
|
$
|
(0.1
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
0.7
|
|
Treasury locks
|
Interest expense, net
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
||||
Sub-total cash flow hedges
|
|
|
1.1
|
|
|
(0.1
|
)
|
|
(0.6
|
)
|
|
0.8
|
|
||||
Fair Value Hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest rate swaps
|
Interest expense, net
|
|
0.1
|
|
|
0.2
|
|
|
0.4
|
|
|
0.4
|
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency forward contracts
|
Other (expense) income, net
|
|
(0.8
|
)
|
|
(16.3
|
)
|
|
(8.3
|
)
|
|
(12.9
|
)
|
||||
Total
|
|
|
$
|
0.4
|
|
|
$
|
(16.2
|
)
|
|
$
|
(8.5
|
)
|
|
$
|
(11.7
|
)
|
•
|
Level 1 Inputs:
Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date.
|
•
|
Level 2 Inputs:
Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability.
|
•
|
Level 3 Inputs:
Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date.
|
|
|
September 30, 2018
|
||||||||||||||
(In millions)
|
|
Total Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Cash equivalents
|
|
$
|
46.0
|
|
|
$
|
46.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivative financial and hedging instruments net liability:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency forward contracts and options
|
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
|
December 31, 2017
|
||||||||||||||
(In millions)
|
|
Total Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Cash equivalents
|
|
$
|
297.5
|
|
|
$
|
297.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivative financial and hedging instruments net liability:
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency forward contracts
|
|
$
|
(1.6
|
)
|
|
$
|
—
|
|
|
$
|
(1.6
|
)
|
|
$
|
—
|
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||
(In millions)
|
|
Carrying Amount
|
|
Fair Value
|
|
Carrying Amount
|
|
Fair Value
|
||||||||
Term Loan A Facility due July 2023
(1)
|
|
$
|
223.2
|
|
|
$
|
223.2
|
|
|
$
|
222.7
|
|
|
$
|
222.7
|
|
6.50% Senior Notes due December 2020
|
|
423.9
|
|
|
447.1
|
|
|
423.6
|
|
|
465.1
|
|
||||
4.875% Senior Notes due December 2022
|
|
420.9
|
|
|
429.1
|
|
|
420.4
|
|
|
451.0
|
|
||||
5.25% Senior Notes due April 2023
|
|
421.0
|
|
|
431.9
|
|
|
420.4
|
|
|
455.6
|
|
||||
4.50% Senior Notes due September 2023
(1)
|
|
462.6
|
|
|
523.2
|
|
|
474.3
|
|
|
544.4
|
|
||||
5.125% Senior Notes due December 2024
|
|
421.2
|
|
|
427.7
|
|
|
420.7
|
|
|
456.2
|
|
||||
5.50% Senior Notes due September 2025
|
|
397.0
|
|
|
407.3
|
|
|
396.7
|
|
|
439.9
|
|
||||
6.875% Senior Notes due July 2033
|
|
445.5
|
|
|
485.7
|
|
|
445.4
|
|
|
527.3
|
|
||||
Other foreign borrowings
(1)
|
|
154.2
|
|
|
153.0
|
|
|
30.2
|
|
|
30.4
|
|
||||
Other domestic borrowings
|
|
186.4
|
|
|
186.6
|
|
|
3.6
|
|
|
3.6
|
|
||||
Total debt
|
|
$
|
3,555.9
|
|
|
$
|
3,714.8
|
|
|
$
|
3,258.0
|
|
|
$
|
3,596.2
|
|
|
(1)
|
Includes borrowings denominated in currencies other than U.S. dollars.
|
|
|
Three Months Ended
September 30, 2018 |
|
Three Months Ended
September 30, 2017 |
||||||||||||||||||||
(In millions)
|
|
U.S.
|
|
International
|
|
Total
|
|
U.S.
|
|
International
|
|
Total
|
||||||||||||
Components of net periodic benefit cost (income):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
|
$
|
—
|
|
|
$
|
1.0
|
|
|
$
|
1.0
|
|
|
$
|
—
|
|
|
$
|
1.7
|
|
|
$
|
1.7
|
|
Interest cost
|
|
1.6
|
|
|
3.9
|
|
|
5.5
|
|
|
1.6
|
|
|
4.0
|
|
|
5.6
|
|
||||||
Expected return on plan assets
|
|
(2.2
|
)
|
|
(7.4
|
)
|
|
(9.6
|
)
|
|
(2.4
|
)
|
|
(7.6
|
)
|
|
(10.0
|
)
|
||||||
Amortization of net actuarial loss
|
|
0.3
|
|
|
0.6
|
|
|
0.9
|
|
|
0.2
|
|
|
1.4
|
|
|
1.6
|
|
||||||
Net periodic income
|
|
(0.3
|
)
|
|
(1.9
|
)
|
|
(2.2
|
)
|
|
(0.6
|
)
|
|
(0.5
|
)
|
|
(1.1
|
)
|
||||||
Cost of settlement/curtailment
|
|
1.4
|
|
|
0.2
|
|
|
1.6
|
|
|
0.4
|
|
|
0.9
|
|
|
1.3
|
|
||||||
Total benefit cost (income)
|
|
$
|
1.1
|
|
|
$
|
(1.7
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
0.4
|
|
|
$
|
0.2
|
|
|
|
Nine Months Ended
September 30, 2018 |
|
Nine Months Ended
September 30, 2017 |
||||||||||||||||||||
(In millions)
|
|
U.S.
|
|
International
|
|
Total
|
|
U.S.
|
|
International
|
|
Total
|
||||||||||||
Components of net periodic benefit cost (income):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
|
$
|
0.1
|
|
|
$
|
3.1
|
|
|
$
|
3.2
|
|
|
$
|
0.1
|
|
|
$
|
5.1
|
|
|
$
|
5.2
|
|
Interest cost
|
|
4.8
|
|
|
11.7
|
|
|
16.5
|
|
|
5.1
|
|
|
12.0
|
|
|
17.1
|
|
||||||
Expected return on plan assets
|
|
(6.6
|
)
|
|
(22.3
|
)
|
|
(28.9
|
)
|
|
(7.3
|
)
|
|
(22.8
|
)
|
|
(30.1
|
)
|
||||||
Amortization of net actuarial loss
|
|
0.7
|
|
|
1.9
|
|
|
2.6
|
|
|
0.6
|
|
|
4.2
|
|
|
4.8
|
|
||||||
Net periodic income
|
|
(1.0
|
)
|
|
(5.6
|
)
|
|
(6.6
|
)
|
|
(1.5
|
)
|
|
(1.5
|
)
|
|
(3.0
|
)
|
||||||
Cost of settlement/curtailment
|
|
1.4
|
|
|
0.3
|
|
|
1.7
|
|
|
1.2
|
|
|
1.4
|
|
|
2.6
|
|
||||||
Total benefit cost (income)
|
|
$
|
0.4
|
|
|
$
|
(5.3
|
)
|
|
$
|
(4.9
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
(0.4
|
)
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Components of net periodic benefit cost (income):
|
|
|
|
|
|
|
|
|
||||||||
Service costs
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Interest cost
|
|
0.4
|
|
|
0.4
|
|
|
1.1
|
|
|
1.3
|
|
||||
Amortization of net prior service cost
|
|
—
|
|
|
(0.3
|
)
|
|
(0.2
|
)
|
|
(1.1
|
)
|
||||
Amortization of net actuarial loss
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Net periodic benefit cost
|
|
0.4
|
|
|
0.1
|
|
|
0.8
|
|
|
0.2
|
|
||||
Income of settlement/curtailment
|
|
—
|
|
|
(13.5
|
)
|
|
—
|
|
|
(13.5
|
)
|
||||
Total benefit cost (income)
|
|
$
|
0.4
|
|
|
$
|
(13.4
|
)
|
|
$
|
0.8
|
|
|
$
|
(13.3
|
)
|
(In millions)
|
|
Three Months Ended September 30, 2017
|
|
Nine Months Ended September 30, 2017
|
||||
Defined benefit pension plans
|
|
$
|
(0.1
|
)
|
|
$
|
(0.5
|
)
|
Other employee benefit plans
|
|
0.1
|
|
|
0.1
|
|
||
Total income included in discontinued operations
|
|
$
|
—
|
|
|
$
|
(0.4
|
)
|
•
|
establishes a flat corporate income tax rate of
21.0%
on U.S. earnings;
|
•
|
imposes a one-time tax on unremitted cumulative non-U.S. earnings of foreign subsidiaries (“Transition Tax”);
|
•
|
generally allows for the repatriation of future earnings of foreign subsidiaries without incurring additional U.S. taxes by transitioning to a territorial system of taxation;
|
•
|
imposes a new minimum tax on certain non-U.S. earnings, irrespective of the territorial system of taxation, global intangible low-taxed income (GILTI);
|
•
|
subjects certain payments made by a U.S. company to a related foreign company to certain minimum taxes (Base Erosion Anti-Abuse Tax);
|
•
|
eliminates certain prior tax incentives for manufacturing in the United States and creates an incentive for U.S. companies to sell, lease or license goods and services abroad by allowing for a reduction in taxes owed on earnings related to such sales;
|
•
|
allows the cost of investments in certain depreciable assets acquired and placed in service after September 27, 2017 to be immediately expensed;
|
•
|
reduces deductions with respect to certain compensation paid to specified executive officers; and
|
•
|
allows for installment payments to be paid over a period of eight years and the first installment was paid in 2018.
|
•
|
indemnities in connection with the sale of businesses, primarily related to the sale of Diversey. Our indemnity obligations under the relevant agreements may be limited in terms of time, amount or scope. As it relates to certain income tax related liabilities, the relevant agreements may not provide any cap for such liabilities, and the period in which we would be liable would lapse upon expiration of the statute of limitation for assessment of the underlying taxes. Due to the conditional nature of these obligations and the unique facts and circumstances involved in each particular agreement, we are unable to reasonably estimate the potential maximum exposure under these items;
|
•
|
product warranties with respect to certain products sold to customers in the ordinary course of business. These warranties typically provide that products will conform to specifications. We accrue a warranty liability on a transaction-specific basis depending on the individual facts and circumstances related to each sale. Both the liability and annual expense related to product warranties are immaterial to our Condensed Consolidated Balance Sheets or Statements of Operations; and
|
•
|
intellectual property warranties in which we have agreed to indemnify customers against third party infringement claims based on certain products sold to those customers.
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Total share-based incentive compensation expense
(1)
|
|
$
|
8.3
|
|
|
$
|
12.3
|
|
|
$
|
22.9
|
|
|
$
|
31.4
|
|
|
(1)
|
The amounts included above do not include the expense related to our U.S. profit sharing contributions made in the form of our common stock or the expense or income related to certain cash-based awards, however, the amounts include the expense related to share based awards that are settled in cash.
|
|
|
TSR
|
|
Net Sales CAGR
|
|
Adjusted EBITDA
|
||||||
Number of units granted
|
|
56,829
|
|
|
57,378
|
|
|
57,378
|
|
|||
Fair value on grant date
|
|
$
|
43.40
|
|
|
$
|
41.72
|
|
|
$
|
41.72
|
|
|
TSR portion of the 2018 PSU Award
|
|
Expected price volatility
|
22.0
|
%
|
Risk-free interest rate
|
2.0
|
%
|
(In millions)
|
|
Unrecognized
Pension Items
|
|
Cumulative
Translation
Adjustment
|
|
Unrecognized Gains
(Losses) on
Derivative
Instruments
for net
investment
hedge
|
|
Unrecognized Gains
(Losses) on
Derivative
Instruments
for cash flow hedge
|
|
Accumulated Other
Comprehensive
Income
(Loss), Net of Taxes
|
||||||||||
Balance at December 31, 2016
|
|
$
|
(276.7
|
)
|
|
$
|
(701.9
|
)
|
|
$
|
21.0
|
|
|
$
|
8.5
|
|
|
$
|
(949.1
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
175.0
|
|
|
5.5
|
|
|
(64.0
|
)
|
|
(9.1
|
)
|
|
107.4
|
|
|||||
Less: amounts reclassified from accumulated other comprehensive income
|
|
4.9
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|
5.8
|
|
|||||
Net current period other comprehensive income (loss)
|
|
179.9
|
|
|
5.5
|
|
|
(64.0
|
)
|
|
(8.2
|
)
|
|
113.2
|
|
|||||
Balance at September 30, 2017
(1)
|
|
$
|
(96.8
|
)
|
|
$
|
(696.4
|
)
|
|
$
|
(43.0
|
)
|
|
$
|
0.3
|
|
|
$
|
(835.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at December 31, 2017
|
|
$
|
(103.4
|
)
|
|
$
|
(694.4
|
)
|
|
$
|
(46.8
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
(844.9
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
1.7
|
|
|
(40.6
|
)
|
|
9.1
|
|
|
1.9
|
|
|
(27.9
|
)
|
|||||
Less: amounts reclassified from accumulated other comprehensive income
|
|
1.6
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
2.1
|
|
|||||
Net current period other comprehensive income (loss)
|
|
3.3
|
|
|
(40.6
|
)
|
|
9.1
|
|
|
2.4
|
|
|
(25.8
|
)
|
|||||
Balance at September 30, 2018
(1)
|
|
$
|
(100.1
|
)
|
|
$
|
(735.0
|
)
|
|
$
|
(37.7
|
)
|
|
$
|
2.1
|
|
|
$
|
(870.7
|
)
|
|
(1)
|
The ending balance in AOCI includes gains and losses on intra-entity foreign currency transactions. The intra-entity currency translation adjustment was
$63.6 million
and
$(52.2) million
as of
September 30, 2018
and
2017
, respectively.
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
|
||||||||||||
(In millions)
|
|
2018
(1)
|
|
2017
(1)
|
|
2018
(1)
|
|
2017
(1)
|
|
Location of Amount
Reclassified from AOCI
|
||||||||
Defined benefit pension plans and other post-employment benefits:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Prior service costs
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
$
|
0.2
|
|
|
$
|
1.3
|
|
|
|
Actuarial losses
|
|
(0.9
|
)
|
|
(2.8
|
)
|
|
(2.5
|
)
|
|
(8.3
|
)
|
|
|
||||
Total pre-tax amount
|
|
(0.9
|
)
|
|
(2.4
|
)
|
|
(2.3
|
)
|
|
(7.0
|
)
|
|
Other (expense) income, net
|
||||
Tax benefit
|
|
0.3
|
|
|
1.0
|
|
|
0.7
|
|
|
2.1
|
|
|
|
||||
Net of tax
|
|
(0.6
|
)
|
|
(1.4
|
)
|
|
(1.6
|
)
|
|
(4.9
|
)
|
|
|
||||
Net gains (losses) on cash flow hedging derivatives:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency forward contracts
|
|
1.1
|
|
|
(0.1
|
)
|
|
(0.7
|
)
|
|
1.8
|
|
|
(2)
Other (expense) income, net
|
||||
Interest rate and currency swaps
|
|
—
|
|
|
(2.3
|
)
|
|
—
|
|
|
(3.4
|
)
|
|
Interest expense, net and Other (expense) income, net
|
||||
Treasury locks
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|
(2)
Interest expense, net
|
||||
Total pre-tax amount
|
|
1.1
|
|
|
(2.4
|
)
|
|
(0.6
|
)
|
|
(1.5
|
)
|
|
|
||||
Tax benefit (expense)
|
|
(0.3
|
)
|
|
0.8
|
|
|
0.1
|
|
|
0.6
|
|
|
|
||||
Net of tax
|
|
0.8
|
|
|
(1.6
|
)
|
|
(0.5
|
)
|
|
(0.9
|
)
|
|
|
||||
Total reclassifications for the period
|
|
$
|
0.2
|
|
|
$
|
(3.0
|
)
|
|
$
|
(2.1
|
)
|
|
$
|
(5.8
|
)
|
|
|
|
(1)
|
Amounts in parenthesis indicate changes to earnings (loss).
|
(2)
|
These accumulated other comprehensive components are included in our derivative and hedging activities. See Note 12, “Derivatives and Hedging Activities,” of the Notes to Consolidated Financial Statements for additional details.
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net foreign exchange transaction loss
|
|
$
|
(4.2
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
(17.9
|
)
|
|
$
|
(7.8
|
)
|
Bank fee expense
|
|
(1.6
|
)
|
|
(1.4
|
)
|
|
(4.0
|
)
|
|
(4.6
|
)
|
||||
Net gain (loss) on disposals of business and property and equipment
|
|
(1.6
|
)
|
|
(0.9
|
)
|
|
(1.0
|
)
|
|
1.3
|
|
||||
Pension income other than service costs
|
|
0.5
|
|
|
14.5
|
|
|
5.7
|
|
|
15.9
|
|
||||
Other, net
|
|
(2.5
|
)
|
|
(0.1
|
)
|
|
(3.1
|
)
|
|
(0.1
|
)
|
||||
Other (expense) income, net
|
|
$
|
(9.4
|
)
|
|
$
|
11.8
|
|
|
$
|
(20.3
|
)
|
|
$
|
4.7
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions, except per share amounts)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Basic Net Earnings (Loss) Per Common Share:
|
|
|
|
|
|
|
|
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
|
||||||||
Net earnings (loss)
|
|
$
|
79.0
|
|
|
$
|
787.5
|
|
|
$
|
(7.2
|
)
|
|
$
|
848.4
|
|
Distributed and allocated undistributed net earnings to unvested restricted stockholders
|
|
(0.4
|
)
|
|
(5.0
|
)
|
|
(0.4
|
)
|
|
(5.3
|
)
|
||||
Distributed and allocated undistributed net earnings (loss)
|
|
78.6
|
|
|
782.5
|
|
|
(7.6
|
)
|
|
843.1
|
|
||||
Distributed net earnings - dividends paid to common stockholders
|
|
(25.0
|
)
|
|
(30.1
|
)
|
|
(76.9
|
)
|
|
(91.5
|
)
|
||||
Allocation of undistributed net earnings (loss) to common stockholders
|
|
$
|
53.6
|
|
|
$
|
752.4
|
|
|
$
|
(84.5
|
)
|
|
$
|
751.6
|
|
Denominator:
|
|
|
|
|
|
|
|
|
||||||||
Weighted average number of common shares outstanding - basic
|
|
157.2
|
|
|
186.9
|
|
|
160.8
|
|
|
190.9
|
|
||||
Basic net earnings per common share:
|
|
|
|
|
|
|
|
|
||||||||
Distributed net earnings
|
|
$
|
0.16
|
|
|
$
|
0.16
|
|
|
$
|
0.48
|
|
|
$
|
0.48
|
|
Allocated undistributed net earnings (loss) to common stockholders
|
|
0.34
|
|
|
4.03
|
|
|
(0.53
|
)
|
|
3.94
|
|
||||
Basic net earnings (loss) per common share
|
|
$
|
0.50
|
|
|
$
|
4.19
|
|
|
$
|
(0.05
|
)
|
|
$
|
4.42
|
|
Diluted Net Earnings (Loss) Per Common Share:
|
|
|
|
|
|
|
|
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
|
||||||||
Distributed and allocated undistributed net earnings (loss)
|
|
$
|
78.6
|
|
|
$
|
782.5
|
|
|
$
|
(7.6
|
)
|
|
$
|
843.1
|
|
Add: Allocated undistributed net earnings to unvested restricted stockholders
|
|
0.3
|
|
|
4.8
|
|
|
—
|
|
|
4.8
|
|
||||
Less: Undistributed net earnings reallocated to unvested restricted stockholders
|
|
(0.3
|
)
|
|
(4.8
|
)
|
|
—
|
|
|
(4.8
|
)
|
||||
Net earnings (loss) available to common stockholders - diluted
|
|
$
|
78.6
|
|
|
$
|
782.5
|
|
|
$
|
(7.6
|
)
|
|
$
|
843.1
|
|
Denominator:
|
|
|
|
|
|
|
|
|
||||||||
Weighted average number of common shares outstanding - basic
|
|
157.2
|
|
|
186.9
|
|
|
160.8
|
|
|
190.9
|
|
||||
Effect of contingently issuable shares
|
|
0.1
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
||||
Effect of unvested restricted stock units
|
|
0.3
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
||||
Weighted average number of common shares outstanding - diluted under two-class
|
|
157.6
|
|
|
188.3
|
|
|
160.8
|
|
|
192.3
|
|
||||
Effect of unvested restricted stock - participating security
|
|
0.4
|
|
|
0.6
|
|
|
—
|
|
|
0.6
|
|
||||
Weighted average number of common shares outstanding - diluted under treasury stock
|
|
158.0
|
|
|
188.9
|
|
|
160.8
|
|
|
192.9
|
|
||||
Diluted net earnings (loss) per common share
|
|
$
|
0.50
|
|
|
$
|
4.15
|
|
|
$
|
(0.05
|
)
|
|
$
|
4.37
|
|
|
|
Three Months Ended
September 30, |
|
%
|
|
Nine Months Ended
September 30, |
|
%
|
||||||||||||||
(In millions, except per share amounts)
|
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||
Net sales
|
|
$
|
1,186.2
|
|
|
$
|
1,131.3
|
|
|
4.9
|
%
|
|
$
|
3,472.4
|
|
|
$
|
3,233.8
|
|
|
7.4
|
%
|
Gross profit
|
|
$
|
365.5
|
|
|
$
|
360.7
|
|
|
1.3
|
%
|
|
1,103.0
|
|
|
$
|
1,039.6
|
|
|
6.1
|
%
|
|
As a % of net sales
|
|
30.8
|
%
|
|
31.9
|
%
|
|
|
|
31.8
|
%
|
|
32.1
|
%
|
|
|
||||||
Operating profit
|
|
$
|
163.2
|
|
|
$
|
143.5
|
|
|
13.7
|
%
|
|
$
|
490.9
|
|
|
$
|
413.0
|
|
|
18.9
|
%
|
As a % of net sales
|
|
13.8
|
%
|
|
12.7
|
%
|
|
|
|
14.1
|
%
|
|
12.8
|
%
|
|
|
||||||
Net earnings (loss) from continuing operations
|
|
$
|
75.6
|
|
|
$
|
62.5
|
|
|
21.0
|
%
|
|
$
|
(49.1
|
)
|
|
$
|
37.8
|
|
|
#
|
|
Gain on sale of discontinued operations, net of tax
|
|
3.4
|
|
|
699.3
|
|
|
(99.5
|
)%
|
|
41.9
|
|
|
699.3
|
|
|
(94.0
|
)%
|
||||
Net earnings from discontinued operations, net of tax
|
|
—
|
|
|
25.7
|
|
|
#
|
|
|
—
|
|
|
111.3
|
|
|
#
|
|
||||
Net earnings (loss)
|
|
$
|
79.0
|
|
|
$
|
787.5
|
|
|
(90.0
|
)%
|
|
$
|
(7.2
|
)
|
|
$
|
848.4
|
|
|
#
|
|
Basic:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
|
$
|
0.48
|
|
|
$
|
0.33
|
|
|
45.5
|
%
|
|
$
|
(0.31
|
)
|
|
$
|
0.20
|
|
|
#
|
|
Discontinued operations
|
|
0.02
|
|
|
3.86
|
|
|
(99.5
|
)%
|
|
0.26
|
|
|
4.22
|
|
|
(93.8
|
)%
|
||||
Net earnings (loss) per common share - basic
|
|
$
|
0.50
|
|
|
$
|
4.19
|
|
|
(88.1
|
)%
|
|
$
|
(0.05
|
)
|
|
$
|
4.42
|
|
|
#
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Continuing operations
|
|
$
|
0.48
|
|
|
$
|
0.33
|
|
|
45.5
|
%
|
|
$
|
(0.31
|
)
|
|
$
|
0.19
|
|
|
#
|
|
Discontinued operations
|
|
0.02
|
|
|
3.82
|
|
|
(99.5
|
)%
|
|
0.26
|
|
|
4.18
|
|
|
(93.8
|
)%
|
||||
Net earnings (loss) per common share - diluted
|
|
$
|
0.50
|
|
|
$
|
4.15
|
|
|
(88.0
|
)%
|
|
$
|
(0.05
|
)
|
|
$
|
4.37
|
|
|
#
|
|
Weighted average numbers of common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
157.2
|
|
|
186.9
|
|
|
|
|
|
160.8
|
|
|
190.9
|
|
|
|
|
||||
Diluted
|
|
158.0
|
|
|
188.9
|
|
|
|
|
|
160.8
|
|
|
192.9
|
|
|
|
|
||||
Non-U.S. GAAP Adjusted EBITDA from continuing operations
(1)
|
|
$
|
218.9
|
|
|
$
|
216.8
|
|
|
1.0
|
%
|
|
$
|
641.2
|
|
|
$
|
595.0
|
|
|
7.8
|
%
|
Non-U.S. GAAP Adjusted EPS from continuing operations
(2)
|
|
$
|
0.61
|
|
|
$
|
0.46
|
|
|
32.6
|
%
|
|
$
|
1.76
|
|
|
$
|
1.24
|
|
|
41.9
|
%
|
|
#
|
Denotes a variance greater than or equal to 100%, or not meaningful.
|
(1)
|
See Note 5, “Segments,” of the Notes to Condensed Consolidated Financial Statements for a reconciliation of net earnings (loss) from continuing operations to non-U.S. GAAP Adjusted EBITDA from continuing operations.
|
(2)
|
See “Diluted Net Earnings (Loss) per Common Share” for a reconciliation of our EPS from continuing operations to our non-U.S. GAAP adjusted EPS from continuing operations.
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||||||||||||||
(In millions, except per share data)
|
|
Net Earnings
|
|
Diluted EPS
|
|
Net Earnings
|
|
Diluted EPS
|
|
Net Earnings
|
|
Diluted EPS
|
|
Net Earnings
|
|
Diluted EPS
|
||||||||||||||||
U.S. GAAP net earnings (loss) and diluted EPS from continuing operations
(1)
|
|
$
|
75.6
|
|
|
$
|
0.48
|
|
|
$
|
62.5
|
|
|
$
|
0.33
|
|
|
$
|
(49.1
|
)
|
|
$
|
(0.31
|
)
|
|
$
|
37.8
|
|
|
$
|
0.19
|
|
Special Items
(2)
|
|
20.5
|
|
|
0.13
|
|
|
24.1
|
|
|
0.13
|
|
|
333.0
|
|
|
2.07
|
|
|
201.7
|
|
|
1.05
|
|
||||||||
Non-U.S. GAAP adjusted net earnings and adjusted diluted EPS from continuing operations
|
|
$
|
96.1
|
|
|
$
|
0.61
|
|
|
$
|
86.6
|
|
|
$
|
0.46
|
|
|
$
|
283.9
|
|
|
$
|
1.76
|
|
|
$
|
239.5
|
|
|
$
|
1.24
|
|
Weighted average number of common shares outstanding - Diluted
|
|
|
|
|
158.0
|
|
|
|
|
|
188.9
|
|
|
|
|
|
160.8
|
|
|
|
|
|
192.9
|
|
|
(1)
|
Net earnings per common share are calculated under the two-class method.
|
(2)
|
Special Items include the following:
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions, except per share data)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Special Items:
|
|
|
|
|
|
|
|
|
||||||||
Restructuring and other charges
|
|
$
|
(6.6
|
)
|
|
$
|
(6.2
|
)
|
|
$
|
(22.3
|
)
|
|
$
|
(9.2
|
)
|
Other restructuring associated costs
|
|
(0.7
|
)
|
|
(2.9
|
)
|
|
(2.5
|
)
|
|
(12.7
|
)
|
||||
Debt modification/extinguishment costs
|
|
(1.5
|
)
|
|
—
|
|
|
(1.9
|
)
|
|
—
|
|
||||
Charges related to acquisition and divestiture activity
|
|
(4.8
|
)
|
|
(6.7
|
)
|
|
(10.0
|
)
|
|
(4.8
|
)
|
||||
Charges incurred due to the sale of Diversey
|
|
(8.7
|
)
|
|
(13.7
|
)
|
|
(21.3
|
)
|
|
(47.6
|
)
|
||||
Gain from class-action litigation settlement
|
|
—
|
|
|
—
|
|
|
12.6
|
|
|
—
|
|
||||
Settlement/curtailment benefits related to retained Diversey retirement plans
|
|
—
|
|
|
13.5
|
|
|
—
|
|
|
13.5
|
|
||||
Other Special Items
(i)
|
|
(1.8
|
)
|
|
(2.8
|
)
|
|
(3.3
|
)
|
|
(0.2
|
)
|
||||
Pre-tax impact of Special Items
|
|
(24.1
|
)
|
|
(18.8
|
)
|
|
(48.7
|
)
|
|
(61.0
|
)
|
||||
Tax impact of Special Items and Tax Special Items
(ii)
|
|
3.6
|
|
|
(5.3
|
)
|
|
(284.3
|
)
|
|
(140.7
|
)
|
||||
Net impact of Special Items
|
|
$
|
(20.5
|
)
|
|
$
|
(24.1
|
)
|
|
$
|
(333.0
|
)
|
|
$
|
(201.7
|
)
|
Weighted average number of common shares outstanding - Diluted
|
|
158.0
|
|
|
188.9
|
|
|
160.8
|
|
|
192.9
|
|
||||
Loss per share impact from Special Items
|
|
$
|
(0.13
|
)
|
|
$
|
(0.13
|
)
|
|
$
|
(2.07
|
)
|
|
$
|
(1.05
|
)
|
|
(i)
|
Other Special Items for the three and nine months ended September 30, 2018, primarily included fees related to professional services. Other Special Items for the three and nine months ended September 30, 2017, primarily included transaction fees related to various divestitures and acquisitions.
|
(ii)
|
Refer to Note 1 to the table below for a description of Special Items related to tax.
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
U.S. GAAP Earnings before income tax provision from continuing operations
|
|
$
|
109.0
|
|
|
$
|
106.2
|
|
|
$
|
339.3
|
|
|
$
|
274.3
|
|
Pre-tax impact of Special Items
|
|
24.1
|
|
|
18.8
|
|
|
48.7
|
|
|
61.0
|
|
||||
Non-U.S. GAAP Adjusted Earnings before income tax provision from continuing operations
|
|
$
|
133.1
|
|
|
$
|
125.0
|
|
|
$
|
388.0
|
|
|
$
|
335.3
|
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. GAAP Income tax provision from continuing operations
|
|
$
|
33.4
|
|
|
$
|
43.7
|
|
|
$
|
388.4
|
|
|
$
|
236.5
|
|
Tax Special Items
(1)
|
|
(1.1
|
)
|
|
(0.4
|
)
|
|
(295.0
|
)
|
|
(150.3
|
)
|
||||
Tax impact of Special Items
|
|
4.7
|
|
|
(4.9
|
)
|
|
10.7
|
|
|
9.6
|
|
||||
Non-U.S. GAAP Adjusted Income tax provision from continuing operations
|
|
$
|
37.0
|
|
|
$
|
38.4
|
|
|
$
|
104.1
|
|
|
$
|
95.8
|
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. GAAP Effective income tax rate
|
|
30.6
|
%
|
|
41.1
|
%
|
|
114.5
|
%
|
|
86.2
|
%
|
||||
Non-U.S. GAAP Adjusted income tax rate
|
|
27.8
|
%
|
|
30.7
|
%
|
|
26.8
|
%
|
|
28.6
|
%
|
|
(1)
|
For the nine months ended
September 30, 2018
, the Tax Special Items included $290 million of provisional tax expense for one-time tax on unrepatriated foreign earnings pursuant to the TCJA. For the nine months ended
September 30, 2017
, the Tax Special Items included $145 million of tax expense recorded in accordance with the sale of Diversey. Refer to Note 15, “Income Taxes,” of the Notes to Condensed Consolidated Financial Statements for additional information.
|
(In millions)
|
|
Three Months Ended September 30, 2018
|
|
Nine Months Ended September 30, 2018
|
||||
Net sales
|
|
$
|
(38.8
|
)
|
|
$
|
4.4
|
|
Cost of sales
|
|
27.4
|
|
|
(2.5
|
)
|
||
Selling, general and administrative expenses
|
|
4.1
|
|
|
(3.7
|
)
|
||
Net earnings
|
|
(1.6
|
)
|
|
1.7
|
|
||
Adjusted EBITDA
|
|
(7.1
|
)
|
|
0.6
|
|
|
|
Three Months Ended September 30,
|
|||||||||||||||||||||||||||||||||
(In millions)
|
|
North America
|
|
EMEA
|
|
Latin America
|
|
APAC
|
|
Total
|
|||||||||||||||||||||||||
2017 Net Sales
|
|
$
|
623.2
|
|
|
55.1
|
%
|
|
$
|
247.9
|
|
|
21.9
|
%
|
|
$
|
101.4
|
|
|
9.0
|
%
|
|
$
|
158.8
|
|
|
14.0
|
%
|
|
$
|
1,131.3
|
|
|
|
|
Volume - Units
|
|
(4.4
|
)
|
|
(0.7
|
)%
|
|
4.0
|
|
|
1.6
|
%
|
|
7.5
|
|
|
7.4
|
%
|
|
3.8
|
|
|
2.4
|
%
|
|
10.9
|
|
|
1.0
|
%
|
|||||
Price/mix
(1)
|
|
23.1
|
|
|
3.7
|
%
|
|
1.5
|
|
|
0.6
|
%
|
|
16.1
|
|
|
15.9
|
%
|
|
(0.3
|
)
|
|
(0.2
|
)%
|
|
40.4
|
|
|
3.6
|
%
|
|||||
Total organic change (non-U.S. GAAP)
|
|
18.7
|
|
|
3.0
|
%
|
|
5.5
|
|
|
2.2
|
%
|
|
23.6
|
|
|
23.3
|
%
|
|
3.5
|
|
|
2.2
|
%
|
|
51.3
|
|
|
4.6
|
%
|
|||||
Acquisition
|
|
17.0
|
|
|
2.7
|
%
|
|
—
|
|
|
—
|
%
|
|
0.5
|
|
|
0.5
|
%
|
|
24.9
|
|
|
15.7
|
%
|
|
42.4
|
|
|
3.7
|
%
|
|||||
Total constant dollar change (non-U.S. GAAP)
|
|
35.7
|
|
|
5.7
|
%
|
|
5.5
|
|
|
2.2
|
%
|
|
24.1
|
|
|
23.8
|
%
|
|
28.4
|
|
|
17.9
|
%
|
|
93.7
|
|
|
8.3
|
%
|
|||||
Foreign currency translation
|
|
(1.4
|
)
|
|
(0.2
|
)%
|
|
(6.2
|
)
|
|
(2.5
|
)%
|
|
(23.6
|
)
|
|
(23.3
|
)%
|
|
(7.6
|
)
|
|
(4.8
|
)%
|
|
(38.8
|
)
|
|
(3.4
|
)%
|
|||||
Total change (U.S. GAAP)
|
|
34.3
|
|
|
5.5
|
%
|
|
(0.7
|
)
|
|
(0.3
|
)%
|
|
0.5
|
|
|
0.5
|
%
|
|
20.8
|
|
|
13.1
|
%
|
|
54.9
|
|
|
4.9
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
2018 Net Sales
|
|
$
|
657.5
|
|
|
55.4
|
%
|
|
$
|
247.2
|
|
|
20.8
|
%
|
|
$
|
101.9
|
|
|
8.6
|
%
|
|
$
|
179.6
|
|
|
15.1
|
%
|
|
$
|
1,186.2
|
|
|
|
|
|
Nine Months Ended September 30,
|
|||||||||||||||||||||||||||||||||
(In millions)
|
|
North America
|
|
EMEA
|
|
Latin America
|
|
APAC
|
|
Total
|
|||||||||||||||||||||||||
2017 Net Sales
|
|
$
|
1,777.9
|
|
|
55.0
|
%
|
|
$
|
706.7
|
|
|
21.9
|
%
|
|
$
|
294.2
|
|
|
9.1
|
%
|
|
$
|
455.0
|
|
|
14.1
|
%
|
|
$
|
3,233.8
|
|
|
|
|
Volume - Units
|
|
(0.7
|
)
|
|
—
|
%
|
|
14.8
|
|
|
2.1
|
%
|
|
25.2
|
|
|
8.6
|
%
|
|
9.9
|
|
|
2.2
|
%
|
|
49.2
|
|
|
1.5
|
%
|
|||||
Price/mix
(1)
|
|
66.8
|
|
|
3.8
|
%
|
|
8.4
|
|
|
1.2
|
%
|
|
23.7
|
|
|
8.1
|
%
|
|
(1.1
|
)
|
|
(0.2
|
)%
|
|
97.8
|
|
|
3.0
|
%
|
|||||
Total organic change (non-U.S. GAAP)
|
|
66.1
|
|
|
3.8
|
%
|
|
23.2
|
|
|
3.3
|
%
|
|
48.9
|
|
|
16.7
|
%
|
|
8.8
|
|
|
2.0
|
%
|
|
147.0
|
|
|
4.5
|
%
|
|||||
Acquisitions
|
|
20.8
|
|
|
1.2
|
%
|
|
—
|
|
|
—
|
%
|
|
1.4
|
|
|
0.5
|
%
|
|
65.0
|
|
|
14.3
|
%
|
|
87.2
|
|
|
2.7
|
%
|
|||||
Total constant dollar change (non-U.S. GAAP)
|
|
86.9
|
|
|
5.0
|
%
|
|
23.2
|
|
|
3.3
|
%
|
|
50.3
|
|
|
17.2
|
%
|
|
73.8
|
|
|
16.3
|
%
|
|
234.2
|
|
|
7.2
|
%
|
|||||
Foreign currency translation
|
|
1.7
|
|
|
0.1
|
%
|
|
37.0
|
|
|
5.2
|
%
|
|
(36.8
|
)
|
|
(12.5
|
)%
|
|
2.5
|
|
|
0.5
|
%
|
|
4.4
|
|
|
0.1
|
%
|
|||||
Total change (U.S. GAAP)
|
|
88.6
|
|
|
5.1
|
%
|
|
60.2
|
|
|
8.5
|
%
|
|
13.5
|
|
|
4.7
|
%
|
|
76.3
|
|
|
16.8
|
%
|
|
238.6
|
|
|
7.3
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
2018 Net Sales
|
|
$
|
1,866.5
|
|
|
53.8
|
%
|
|
$
|
766.9
|
|
|
22.1
|
%
|
|
$
|
307.7
|
|
|
8.9
|
%
|
|
$
|
531.3
|
|
|
15.3
|
%
|
|
$
|
3,472.4
|
|
|
|
|
(1)
|
Our price/mix reported above includes the net impact of our pricing actions and rebates as well as the period-to-period change in the mix of products sold. Also included in our reported price/mix is the net effect of some of our customers purchasing our products in non-U.S. dollar or euro-denominated countries at selling prices denominated in U.S. dollars or euros. This primarily arises when we export products from the U.S. and euro-zone countries. The impact to our reported price/mix of these purchases in other countries at selling prices denominated in U.S. dollars or euros was not material in the periods included in the table above.
|
|
|
Three Months Ended September 30,
|
|||||||||||||||||||
(In millions)
|
|
Food Care
|
|
Product Care
|
|
Total Company
|
|||||||||||||||
2017 Net Sales
|
|
$
|
716.0
|
|
|
63.3
|
%
|
|
$
|
415.3
|
|
|
36.7
|
%
|
|
$
|
1,131.3
|
|
|
|
|
Volume - Units
|
|
19.2
|
|
|
2.7
|
%
|
|
(8.3
|
)
|
|
(2.0
|
)%
|
|
10.9
|
|
|
1.0
|
%
|
|||
Price/mix
(1)
|
|
25.1
|
|
|
3.5
|
%
|
|
15.3
|
|
|
3.7
|
%
|
|
40.4
|
|
|
3.6
|
%
|
|||
Total organic change (non-U.S. GAAP)
|
|
44.3
|
|
|
6.2
|
%
|
|
7.0
|
|
|
1.7
|
%
|
|
51.3
|
|
|
4.6
|
%
|
|||
Acquisition
|
|
—
|
|
|
—
|
%
|
|
42.4
|
|
|
10.2
|
%
|
|
42.4
|
|
|
3.7
|
%
|
|||
Total constant dollar change (non-U.S. GAAP)
|
|
44.3
|
|
|
6.2
|
%
|
|
49.4
|
|
|
11.9
|
%
|
|
93.7
|
|
|
8.3
|
%
|
|||
Foreign currency translation
|
|
(33.1
|
)
|
|
(4.6
|
)%
|
|
(5.7
|
)
|
|
(1.4
|
)%
|
|
(38.8
|
)
|
|
(3.4
|
)%
|
|||
Total change (U.S. GAAP)
|
|
11.2
|
|
|
1.6
|
%
|
|
43.7
|
|
|
10.5
|
%
|
|
54.9
|
|
|
4.9
|
%
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
2018 Net Sales
|
|
$
|
727.2
|
|
|
61.3
|
%
|
|
$
|
459.0
|
|
|
38.7
|
%
|
|
$
|
1,186.2
|
|
|
|
|
|
Nine Months Ended September 30,
|
|||||||||||||||||||
(In millions)
|
|
Food Care
|
|
Product Care
|
|
Total Company
|
|||||||||||||||
2017 Net Sales
|
|
$
|
2,051.1
|
|
|
63.4
|
%
|
|
$
|
1,182.7
|
|
|
36.5
|
%
|
|
$
|
3,233.8
|
|
|
|
|
Volume - Units
|
|
45.2
|
|
|
2.2
|
%
|
|
4.0
|
|
|
0.3
|
%
|
|
49.2
|
|
|
1.5
|
%
|
|||
Price/mix
(1)
|
|
53.0
|
|
|
2.6
|
%
|
|
44.8
|
|
|
3.8
|
%
|
|
97.8
|
|
|
3.0
|
%
|
|||
Total organic change (non-U.S. GAAP)
|
|
98.2
|
|
|
4.8
|
%
|
|
48.8
|
|
|
4.1
|
%
|
|
147.0
|
|
|
4.5
|
%
|
|||
Acquisitions
|
|
—
|
|
|
—
|
%
|
|
87.2
|
|
|
7.4
|
%
|
|
87.2
|
|
|
2.7
|
%
|
|||
Total constant dollar change (non-U.S.GAAP)
|
|
98.2
|
|
|
4.8
|
%
|
|
136.0
|
|
|
11.5
|
%
|
|
234.2
|
|
|
7.2
|
%
|
|||
Foreign currency translation
|
|
(12.8
|
)
|
|
(0.6
|
)%
|
|
17.2
|
|
|
1.5
|
%
|
|
4.4
|
|
|
0.1
|
%
|
|||
Total change (U.S. GAAP)
|
|
85.4
|
|
|
4.2
|
%
|
|
153.2
|
|
|
13.0
|
%
|
|
238.6
|
|
|
7.3
|
%
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
2018 Net Sales
|
|
$
|
2,136.5
|
|
|
61.5
|
%
|
|
$
|
1,335.9
|
|
|
38.5
|
%
|
|
$
|
3,472.4
|
|
|
|
|
(1)
|
Our price/mix reported above includes the net impact of our pricing actions and rebates as well as the period-to-period change in the mix of products sold. Also included in our reported price/mix is the net effect of some of our customers purchasing our products in non-U.S. dollar or euro-denominated countries at selling prices denominated in U.S. dollars or euros. This primarily arises when we export products from the U.S. and euro-zone countries. The impact to our reported price/mix of these purchases in other countries at selling prices denominated in U.S. dollars or euros was not material in the periods included in the table above.
|
•
|
favorable price/mix of $25 million, primarily in Latin America and North America; and
|
•
|
higher unit volumes of $19 million across all regions.
|
•
|
favorable price/mix of $53 million, primarily in North America and Latin America; and
|
•
|
higher unit volumes of $45 million across all regions.
|
•
|
$42 million related to an increase in sales due to the acquisitions of Fagerdala and AFP; and
|
•
|
favorable price/mix of $15 million, primarily in North America.
|
•
|
lower unit volumes of $8 million.
|
•
|
$87 million related to an increase in sales due to the acquisitions of Fagerdala and AFP;
|
•
|
favorable price/mix of $45 million, primarily in North America; and
|
•
|
higher unit volumes of $10 million across EMEA, Latin America and APAC.
|
•
|
lower unit volumes of $6 million in North America.
|
|
|
Three Months Ended
September 30, |
|
%
|
|
Nine Months Ended
September 30, |
|
%
|
||||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||
Net sales
|
|
$
|
1,186.2
|
|
|
$
|
1,131.3
|
|
|
4.9
|
%
|
|
$
|
3,472.4
|
|
|
$
|
3,233.8
|
|
|
7.4
|
%
|
Cost of sales
|
|
820.7
|
|
|
770.6
|
|
|
6.5
|
%
|
|
2,369.4
|
|
|
2,194.2
|
|
|
8.0
|
%
|
||||
As a % of net sales
|
|
69.2
|
%
|
|
68.1
|
%
|
|
|
|
68.2
|
%
|
|
67.9
|
%
|
|
|
|
|
Three Months Ended September 30,
|
|
%
|
|
Nine Months Ended
September 30, |
|
%
|
||||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||
Selling, general and administrative expenses
|
|
$
|
192.1
|
|
|
$
|
207.9
|
|
|
(7.6
|
)%
|
|
$
|
578.9
|
|
|
$
|
608.2
|
|
|
(4.8
|
)%
|
As a % of net sales
|
|
16.2
|
%
|
|
18.4
|
%
|
|
|
|
16.7
|
%
|
|
18.8
|
%
|
|
|
|
|
Three Months Ended September 30,
|
|
%
|
|
Nine Months Ended September 30,
|
|
%
|
||||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||
Amortization expense of intangible assets acquired
|
|
$
|
3.6
|
|
|
$
|
3.1
|
|
|
16.1
|
%
|
|
$
|
10.9
|
|
|
$
|
9.2
|
|
|
18.5
|
%
|
As a % of net sales
|
|
0.3
|
%
|
|
0.3
|
%
|
|
|
|
0.3
|
%
|
|
0.3
|
%
|
|
|
|
|
Three Months Ended
September 30, |
|
|
|
Nine Months Ended
September 30, |
|
|
||||||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||||
Interest expense on our various debt instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Term Loan A due July 2017
|
|
$
|
—
|
|
|
$
|
0.5
|
|
|
$
|
(0.5
|
)
|
|
$
|
—
|
|
|
$
|
3.6
|
|
|
$
|
(3.6
|
)
|
Term Loan A due July 2023
(1)
|
|
2.1
|
|
|
5.8
|
|
|
(3.7
|
)
|
|
6.8
|
|
|
16.7
|
|
|
(9.9
|
)
|
||||||
Revolving credit facility due July 2023
(1)
|
|
0.4
|
|
|
0.6
|
|
|
(0.2
|
)
|
|
1.6
|
|
|
1.8
|
|
|
(0.2
|
)
|
||||||
6.50% Senior Notes due December 2020
|
|
7.1
|
|
|
7.1
|
|
|
—
|
|
|
21.1
|
|
|
21.0
|
|
|
0.1
|
|
||||||
4.875% Senior Notes due December 2022
|
|
5.4
|
|
|
5.4
|
|
|
—
|
|
|
16.1
|
|
|
16.1
|
|
|
—
|
|
||||||
5.25% Senior Notes due April 2023
|
|
5.8
|
|
|
5.8
|
|
|
—
|
|
|
17.3
|
|
|
17.3
|
|
|
—
|
|
||||||
4.50% Senior Notes due September 2023
|
|
5.4
|
|
|
5.5
|
|
|
(0.1
|
)
|
|
16.5
|
|
|
15.5
|
|
|
1.0
|
|
||||||
5.125% Senior Notes due December 2024
|
|
5.6
|
|
|
5.6
|
|
|
—
|
|
|
16.8
|
|
|
16.7
|
|
|
0.1
|
|
||||||
5.50% Senior Notes due September 2025
|
|
5.6
|
|
|
5.6
|
|
|
—
|
|
|
16.8
|
|
|
16.7
|
|
|
0.1
|
|
||||||
6.875% Senior Notes due July 2033
|
|
7.8
|
|
|
7.8
|
|
|
—
|
|
|
23.3
|
|
|
23.3
|
|
|
—
|
|
||||||
Other interest expense
|
|
3.9
|
|
|
4.3
|
|
|
(0.4
|
)
|
|
12.6
|
|
|
8.0
|
|
|
4.6
|
|
||||||
Less: capitalized interest
|
|
(1.3
|
)
|
|
—
|
|
|
(1.3
|
)
|
|
(5.0
|
)
|
|
(3.0
|
)
|
|
(2.0
|
)
|
||||||
Less: interest income
|
|
(3.0
|
)
|
|
(4.9
|
)
|
|
1.9
|
|
|
(12.6
|
)
|
|
(10.3
|
)
|
|
(2.3
|
)
|
||||||
Total
|
|
$
|
44.8
|
|
|
$
|
49.1
|
|
|
$
|
(4.3
|
)
|
|
$
|
131.3
|
|
|
$
|
143.4
|
|
|
$
|
(12.1
|
)
|
|
(1)
|
On July 12, 2018, the Company and certain of its subsidiaries entered into the Third Amended and Restated Credit Agreement, see Note 11, "Debt and Credit Facilities," for further details.
|
•
|
The actual mix of earnings by jurisdiction could fluctuate from the Company’s projection;
|
•
|
The tax effects of other discrete items, including accruals related to tax contingencies, the resolution of worldwide tax matters, tax audit settlements, statute of limitations expirations and changes in tax regulations, which are reflected in the period in which they occur; and
|
•
|
Any future legislative changes or potential tax reform, the impact of future regulations and guidance implementing the TCJA and any related additional tax planning efforts to address these changes.
|
|
|
Three Months Ended
September 30, |
|
%
|
|
Nine Months Ended
September 30, |
|
%
|
||||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||
Net earnings (loss) from continuing operations
|
|
$
|
75.6
|
|
|
$
|
62.5
|
|
|
21.0
|
%
|
|
$
|
(49.1
|
)
|
|
$
|
37.8
|
|
|
(229.9
|
)%
|
|
|
Three Months Ended
September 30, |
|
%
|
|
Nine Months Ended
September 30, |
|
%
|
||||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||
Food Care
|
|
$
|
145.4
|
|
|
$
|
139.6
|
|
|
4.2
|
%
|
|
$
|
415.5
|
|
|
$
|
393.4
|
|
|
5.6
|
%
|
Adjusted EBITDA Margin
|
|
20.0
|
%
|
|
19.5
|
%
|
|
|
|
|
19.4
|
%
|
|
19.2
|
%
|
|
|
|
||||
Product Care
|
|
76.4
|
|
|
77.9
|
|
|
(1.9
|
)%
|
|
233.3
|
|
|
210.6
|
|
|
10.8
|
%
|
||||
Adjusted EBITDA Margin
|
|
16.6
|
%
|
|
18.8
|
%
|
|
|
|
|
17.5
|
%
|
|
17.8
|
%
|
|
|
|
||||
Corporate
|
|
(2.9
|
)
|
|
(0.7
|
)
|
|
314.3
|
%
|
|
(7.6
|
)
|
|
(9.0
|
)
|
|
(15.6
|
)%
|
||||
Non-U.S. GAAP Total Company Adjusted EBITDA from continuing operations
|
|
$
|
218.9
|
|
|
$
|
216.8
|
|
|
1.0
|
%
|
|
$
|
641.2
|
|
|
$
|
595.0
|
|
|
7.8
|
%
|
Adjusted EBITDA Margin
|
|
18.5
|
%
|
|
19.2
|
%
|
|
|
|
|
18.5
|
%
|
|
18.4
|
%
|
|
|
|
•
|
favorable mix and price/cost spread of $11 million;
|
•
|
restructuring savings of $7 million; and
|
•
|
positive volume trends of $7 million.
|
•
|
higher non-material manufacturing costs and direct costs of $12 million, including inflation and investments to support business growth.
|
•
|
$21 million of restructuring savings;
|
•
|
favorable mix and price/cost spread of $17 million; and
|
•
|
positive volume trends of $16 million.
|
•
|
higher non-material manufacturing costs and direct costs of $27 million, including inflation and investments to support business growth.
|
•
|
higher costs of $7 million primarily driven by higher non-material manufacturing costs and direct costs including inflation and investments to support business growth offset by income from the acquisition of Fagerdala and AFP; and
|
•
|
lower volume of $3 million.
|
•
|
favorable mix and price/cost spread of $6 million; and
|
•
|
restructuring savings of $3 million.
|
•
|
favorable price/cost spread of $15 million;
|
•
|
$10 million of restructuring savings; and
|
•
|
positive volume trends of $2 million.
|
•
|
higher costs of $8 million primarily driven by higher non-material manufacturing costs and direct costs including inflation and investments to support business growth offset by income from the acquisition of Fagerdala and AFP.
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net earnings (loss) from continuing operations
|
|
$
|
75.6
|
|
|
$
|
62.5
|
|
|
$
|
(49.1
|
)
|
|
$
|
37.8
|
|
Interest expense, net
|
|
(44.8
|
)
|
|
(49.1
|
)
|
|
(131.3
|
)
|
|
(143.4
|
)
|
||||
Income tax provision
|
|
33.4
|
|
|
43.7
|
|
|
388.4
|
|
|
236.5
|
|
||||
Depreciation and amortization
(1)
|
|
(41.1
|
)
|
|
(42.7
|
)
|
|
(122.3
|
)
|
|
(116.3
|
)
|
||||
Depreciation and amortization adjustments
|
|
0.1
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
||||
Special Items:
|
|
|
|
|
|
|
|
|
||||||||
Restructuring and other charges
(2)
|
|
(6.6
|
)
|
|
(6.2
|
)
|
|
(22.3
|
)
|
|
(9.2
|
)
|
||||
Other restructuring associated costs
|
|
(0.7
|
)
|
|
(2.9
|
)
|
|
(2.5
|
)
|
|
(12.7
|
)
|
||||
Debt modification/extinguishment costs
|
|
(1.5
|
)
|
|
—
|
|
|
(1.9
|
)
|
|
—
|
|
||||
Charges related to acquisition and divestiture activity
|
|
(4.8
|
)
|
|
(6.7
|
)
|
|
(10.0
|
)
|
|
(4.8
|
)
|
||||
Charges incurred due to the sale of Diversey
|
|
(8.7
|
)
|
|
(13.7
|
)
|
|
(21.3
|
)
|
|
(47.6
|
)
|
||||
Gain from class-action litigation settlement
|
|
—
|
|
|
—
|
|
|
12.6
|
|
|
—
|
|
||||
Settlement/curtailment benefits related to retained Diversey retirement plans
|
|
—
|
|
|
13.5
|
|
|
—
|
|
|
13.5
|
|
||||
Other Special Items
(3)
|
|
(1.8
|
)
|
|
(2.8
|
)
|
|
(3.3
|
)
|
|
(0.2
|
)
|
||||
Pre-tax impact of Special Items
|
|
(24.1
|
)
|
|
(18.8
|
)
|
|
(48.7
|
)
|
|
(61.0
|
)
|
||||
Non-U.S. GAAP Total Company Adjusted EBITDA from continuing operations
|
|
$
|
218.9
|
|
|
$
|
216.8
|
|
|
$
|
641.2
|
|
|
$
|
595.0
|
|
|
(1)
|
Depreciation and amortization by segment is as follows:
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Food Care
|
|
$
|
25.6
|
|
|
$
|
29.8
|
|
|
$
|
79.8
|
|
|
$
|
80.3
|
|
Product Care
|
|
15.5
|
|
|
12.9
|
|
|
42.5
|
|
|
36.0
|
|
||||
Total Company depreciation and amortization
(i)
|
|
$
|
41.1
|
|
|
$
|
42.7
|
|
|
$
|
122.3
|
|
|
$
|
116.3
|
|
|
(i)
|
Includes share-based incentive compensation of
$8 million
and
$24 million
for the
three and nine
months ended
September 30, 2018
, respectively, and
$12 million
and
$31 million
for
three and nine
months ended
September 30, 2017
, respectively.
|
(2)
|
Restructuring and other charges by segment were as follows:
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Food Care
|
|
$
|
2.3
|
|
|
$
|
3.9
|
|
|
$
|
8.4
|
|
|
$
|
5.8
|
|
Product Care
|
|
4.3
|
|
|
2.3
|
|
|
13.9
|
|
|
3.4
|
|
||||
Total Company restructuring and other charges
|
|
$
|
6.6
|
|
|
$
|
6.2
|
|
|
$
|
22.3
|
|
|
$
|
9.2
|
|
(3)
|
Other Special Items for the three and nine months ended September 30, 2018, primarily included fees related to professional services. Other Special Items for the three and nine months ended September 30, 2017, primarily included transaction fees related to various divestitures and acquisitions.
|
|
|
|
|
|
||||
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Cash and cash equivalents
|
|
$
|
191.3
|
|
|
$
|
594.0
|
|
|
|
Moody’s Investor
Services
|
|
Standard
& Poor’s
|
Corporate Rating
|
|
Ba2
|
|
BB+
|
Senior Unsecured Rating
|
|
Ba3
|
|
BB+
|
Senior Secured Credit Facility Rating
|
|
Baa3
|
|
BBB-
|
Outlook
|
|
Stable
|
|
Stable
|
|
|
|
|
|
||||
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Short-term borrowings
|
|
$
|
308.3
|
|
|
$
|
25.3
|
|
Current portion of long-term debt
|
|
5.1
|
|
|
2.2
|
|
||
Total current debt
|
|
313.4
|
|
|
27.5
|
|
||
Total long-term debt, less current portion
(1)
|
|
3,242.5
|
|
|
3,230.5
|
|
||
Total debt
|
|
3,555.9
|
|
|
3,258.0
|
|
||
Less: Cash and cash equivalents
|
|
(191.3
|
)
|
|
(594.0
|
)
|
||
Net Debt
|
|
$
|
3,364.6
|
|
|
$
|
2,664.0
|
|
|
(1)
|
Amounts are net of unamortized discounts and debt issuance costs of
$25 million
as
September 30, 2018
and
$30 million
as of
December 31, 2017
.
|
|
|
Nine Months Ended
September 30, |
||||||
(In millions)
|
|
2018
|
|
2017
|
||||
Net cash provided by operating activities
|
|
$
|
150.0
|
|
|
$
|
332.5
|
|
Net cash (used in) provided by investing activities
|
|
(211.2
|
)
|
|
1,876.9
|
|
||
Net cash used in financing activities
|
|
(334.2
|
)
|
|
(1,245.2
|
)
|
||
Effect of foreign currency exchange rate changes on cash and cash equivalents
|
|
(7.3
|
)
|
|
(18.9
|
)
|
|
|
Nine Months Ended
September 30, |
|
|
||||||||
(In millions)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Cash flow provided by operating activities
|
|
$
|
150.0
|
|
|
$
|
332.5
|
|
|
$
|
(182.5
|
)
|
Capital expenditures
|
|
(114.8
|
)
|
|
(126.5
|
)
|
|
11.7
|
|
|||
Free cash flow
(1)
|
|
$
|
35.2
|
|
|
$
|
206.0
|
|
|
$
|
(170.8
|
)
|
|
(1)
|
Free cash flow was $80 million in 2018 excluding the payment of charges related to the sale of Diversey and efforts to address related stranded costs of $45 million and $267 million in 2017 excluding the payment of charges related to the sale of Diversey of $61 million.
|
•
|
$7 million
of net loss, which included an increase of
$174 million
of non-cash adjustments to reconcile net loss to net cash provided by operating activities, primarily attributable to an increase in deferred taxes, depreciation and amortization, share-based incentive compensation expenses and profit sharing expenses; and
|
•
|
$83 million
of changes in other liabilities and assets. This activity reflects an increase of provisional tax expense for one-time tax on unrepatriated foreign earnings pursuant to the TCJA partially offset by a one-time payment in lieu of certain future royalty payments and the timing of incentive compensation payments.
|
•
|
$99 million
of changes in working capital, as a result of an increase in inventory and accounts receivable partially offset by increases in accounts payable. This activity reflects the timing of inventory purchases and an increase in inventory stock due to an increase in sales year over year.
|
•
|
$848 million
of net earnings, which included a reduction of
$333 million
of non-cash adjustments to reconcile net earnings to net cash provided by operating activities, including adjustments for deferred taxes, depreciation and amortization, share-based incentive compensation expenses and profit sharing expenses.
|
•
|
$130 million
of changes in other liabilities and assets. This activity primarily reflects the timing of certain annual incentive compensation payments as well as an increase in leased assets; and
|
•
|
$53 million
of changes in operating assets and liabilities, as a result of an increase in trade receivables and inventory partially offset by an increase in accounts payable. This activity reflects the timing of inventory purchases as well as an increase in outstanding balances in our accounts receivable securitization programs offset by the related payments of cash and the seasonality of sales and collections.
|
•
|
capital expenditures of
$115 million
;
|
•
|
$68 million related to the acquisition of AFP;
|
•
|
$20 million of working capital settlements paid related to the sale of Diversey;
|
•
|
an increase in cost method investments of $8 million; and
|
•
|
$6 million related to settlements of foreign currency forward contracts.
|
•
|
$7 million related to proceeds from the sale of businesses and working capital adjustments for acquisitions.
|
•
|
impact from the sale of Diversey of $2.0 billion, net of repurchases of debt of $777 million; and
|
•
|
$4 million related to the sale of businesses and property and equipment.
|
•
|
capital expenditures of
$127 million
;
|
•
|
$25 million
related to business acquisitions; and
|
•
|
$1 million
related to settlements of foreign currency forward contracts.
|
•
|
repurchases of common stock of
$534 million
;
|
•
|
payments of quarterly dividends of
$79 million
;
|
•
|
acquisition of common stock for tax withholding obligations relating to stock-based compensation of
$8 million
;
|
•
|
$6 million
payment of debt issuance costs.
|
•
|
an increase in net proceeds from borrowings of
$293 million
primarily due to an increase in borrowings under our accounts receivable securitization programs and draws on our local lines of credit for use of working capital and share repurchases.
|
•
|
repurchases of common stock of
$757 million
;
|
•
|
payments of Term Loan A due in July 2017 of $250 million and $98 million for the Brazilian tranche of Term Loan A;
|
•
|
payments of quarterly dividends of
$92 million
; and
|
•
|
acquisition of common stock for tax withholding obligations relating to stock-based compensation of
$22 million
.
|
•
|
proceeds from the termination of our cross-currency swap of $17 million.
|
(In millions)
|
|
September 30, 2018
|
|
December 31, 2017
|
|
Change
|
||||||
Working capital (current assets less current liabilities)
|
|
$
|
28.8
|
|
|
$
|
488.2
|
|
|
$
|
(459.4
|
)
|
Current ratio (current assets divided by current liabilities)
|
|
1.0x
|
|
|
1.4x
|
|
|
|
||||
Quick ratio (current assets, less inventories divided by current liabilities)
|
|
0.6x
|
|
|
1.0x
|
|
|
|
•
|
a decrease in cash and cash equivalents of
$403 million
related primarily to the repurchase of common shares; and
|
•
|
an increase in short term borrowings primarily due to an increase in borrowings under our revolving credit facility and accounts receivables securitization programs.
|
•
|
a decrease in other current liabilities primarily reflecting the payment of performance-based compensation and profit sharing previously accrued as well as final working capital adjustments related to the sale of Diversey; and
|
•
|
an increase in prepaid expenses and other current assets due to a payment in lieu of certain future royalty payments.
|
•
|
a net increase in shares held in treasury of
$603 million
and decrease in additional paid-in capital of
$80 million
due to the repurchase of common stock;
|
•
|
a net loss of
$7 million
;
|
•
|
dividends paid and accrued on our common stock of
$78 million
; and
|
•
|
cumulative translation adjustment of
$41 million
.
|
•
|
stock issued for profit sharing contribution paid in stock of
$25 million
; and
|
•
|
unrealized gains on derivative instruments of
$12 million
.
|
Period
|
|
Total Number of Shares Purchased
(1)
|
|
Average Price Paid Per Share
|
|
Total Number of
Shares Purchased as
Part of Announced Plans or Programs
|
|
Maximum Approximate Dollar
Value of Shares that May
Yet be Purchased Under the Plans or Programs
|
||||||
|
|
(a)
|
|
(b)
|
|
(c)
|
|
(d)
|
||||||
Balance as of June 30, 2018
|
|
|
|
|
|
|
|
$
|
944,665,947
|
|
||||
July 1, 2018 through July 31, 2018
|
|
1,178,053
|
|
|
$
|
42.75
|
|
|
1,131,015
|
|
|
896,312,050
|
|
|
August 1, 2018 through August 31, 2018
|
|
1,195,318
|
|
|
$
|
39.68
|
|
|
1,193,021
|
|
|
848,969,085
|
|
|
September 1, 2018 through September 30, 2018
|
|
657,229
|
|
|
$
|
40.54
|
|
|
635,602
|
|
|
823,202,482
|
|
|
Total
|
|
3,030,600
|
|
|
|
|
2,959,638
|
|
|
$
|
823,202,482
|
|
|
(1)
|
We acquired shares by means of (i) a share trading plan we entered into with our brokers and pursuant to our publicly announced program (described below), (ii) accelerated share repurchase programs, (iii) shares withheld from awards under our Omnibus Incentive Plan (the successor plan to our 2005 Contingent Stock Plan) pursuant to the provision thereof that permits minimum tax withholding obligations or other legally required charges to be satisfied by having us withhold shares from an award under that plan and (iv) shares reacquired pursuant to the forfeiture provision of our Omnibus Incentive Plan. We report price calculations in column (b) in the table above only for shares purchased as part of our publicly announced program, when applicable. For shares withheld for minimum tax withholding obligations or other legally required charges, we withhold shares at a price equal to their fair market value. We do not make payments for shares reacquired by the Company pursuant to the forfeiture provision of the Omnibus Incentive Plan as those shares are simply forfeited.
|
Period
|
|
Shares withheld
for tax obligations and charges
|
|
Average withholding
price for shares in column “a”
|
|
Forfeitures under
Omnibus Incentive Plan
|
|
Total
|
|||||
|
|
(a)
|
|
(b)
|
|
(c)
|
|
(d)
|
|||||
July 2018
|
|
38,503
|
|
|
$
|
42.39
|
|
|
8,535
|
|
|
47,038
|
|
August 2018
|
|
—
|
|
|
$
|
—
|
|
|
2,297
|
|
|
2,297
|
|
September 2018
|
|
799
|
|
|
$
|
41.60
|
|
|
20,828
|
|
|
21,627
|
|
Total
|
|
39,302
|
|
|
|
|
31,660
|
|
|
70,962
|
|
Exhibit
Number
|
|
Description
|
3.1
|
|
|
3.2
|
|
|
10.1
|
|
|
31.1
|
|
|
31.2
|
|
|
32
|
|
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
|
Sealed Air Corporation
|
||
|
|
|
|
Date: November 2, 2018
|
By:
|
|
/s/ William G. Stiehl
|
|
|
|
William G. Stiehl
|
|
|
|
Senior Vice President and Chief Financial Officer
|
1 Year Sealed Air Chart |
1 Month Sealed Air Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions