Document and Entity Information
Document and Entity Information - USD ($) shares in Millions, $ in Billions | 12 Months Ended | ||
Sep. 28, 2019 | Nov. 22, 2019 | Mar. 29, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 28, 2019 | ||
Current Fiscal Year End Date | --09-28 | ||
Document Transition Report | false | ||
Entity Registrant Name | BERRY GLOBAL GROUP, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity File Number | 001-35672 | ||
Entity Tax Identification Number | 20-5234618 | ||
Entity Address, Address Line One | 101 Oakley Street | ||
Entity Address, Address Line Two | PO BOX 959 | ||
Entity Address, City or Town | Evansville | ||
Entity Address, State or Province | IN | ||
Entity Address, Postal Zip Code | 47710 | ||
City Area Code | 812 | ||
Local Phone Number | 424-2904 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Public Float | $ 7.1 | ||
Entity Common Stock, Shares Outstanding | 132.3 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001378992 | ||
Document Annual Report | true | ||
Title of 12(b) Security | Common Stock, $0.01 par value per share | ||
Trading Symbol | BERY | ||
Security Exchange Name | NYSE |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 30, 2017 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Consolidated Statements of Income [Abstract] | |||||||||||
Net sales | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 2,054 | $ 2,072 | $ 1,967 | $ 1,776 | $ 8,878 | $ 7,869 | $ 7,095 |
Costs and expenses: | |||||||||||
Cost of goods sold | 2,511 | 1,551 | 1,578 | 1,619 | 1,705 | 1,690 | 1,596 | 1,447 | 7,259 | 6,438 | 5,691 |
Selling, general and administrative | 583 | 480 | 494 | ||||||||
Amortization of intangibles | 194 | 154 | 154 | ||||||||
Restructuring and transaction activities | (132) | 36 | 24 | ||||||||
Operating income | 974 | 761 | 732 | ||||||||
Other expense, net | 155 | 25 | 14 | ||||||||
Interest expense, net | 329 | 259 | 269 | ||||||||
Income before income taxes | 490 | 477 | 449 | ||||||||
Income tax expense (benefit) | 86 | (19) | 109 | ||||||||
Net income | $ 229 | $ 13 | $ 74 | $ 88 | $ 133 | $ 110 | $ 90 | $ 163 | $ 404 | $ 496 | $ 340 |
Net income per share: | |||||||||||
Basic (see Note 13) (in dollars per share) | $ 1.74 | $ 0.10 | $ 0.57 | $ 0.67 | $ 1.01 | $ 0.83 | $ 0.69 | $ 1.24 | $ 3.08 | $ 3.77 | $ 2.66 |
Diluted (see Note 13) (in dollars per share) | $ 1.69 | $ 0.10 | $ 0.55 | $ 0.66 | $ 0.99 | $ 0.81 | $ 0.66 | $ 1.20 | $ 3 | $ 3.67 | $ 2.56 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Net income | $ 404 | $ 496 | $ 340 |
Currency translation | (71) | (127) | 34 |
Pension and postretirement benefits | (55) | 3 | 38 |
Derivative instruments | (111) | 49 | 28 |
Provision for income taxes | 7 | (13) | (20) |
Other comprehensive (loss) income, net of tax | (230) | (88) | 80 |
Comprehensive income | $ 174 | $ 408 | $ 420 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 750 | $ 381 |
Accounts receivable | 1,526 | 941 |
Inventories | 1,324 | 887 |
Prepaid expenses and other current assets | 157 | 76 |
Total current assets | 3,757 | 2,285 |
Property, plant and equipment | 4,714 | 2,488 |
Goodwill and intangible assets | 7,831 | 4,284 |
Other assets | 167 | 74 |
Total assets | 16,469 | 9,131 |
Current liabilities: | ||
Accounts payable | 1,159 | 783 |
Accrued employee costs | 214 | 113 |
Other current liabilities | 562 | 303 |
Current portion of long-term debt | 104 | 38 |
Total current liabilities | 2,039 | 1,237 |
Long-term debt | 11,261 | 5,806 |
Deferred income taxes | 803 | 365 |
Employee benefit obligations | 327 | 45 |
Other long-term liabilities | 421 | 244 |
Total liabilities | 14,851 | 7,697 |
Stockholders' equity: | ||
Common stock (132.3 and 131.4 shares issued, respectively) | 1 | 1 |
Additional paid-in capital | 949 | 870 |
Retained earnings | 1,054 | 719 |
Accumulated other comprehensive loss | (386) | (156) |
Total stockholders' equity | 1,618 | 1,434 |
Total liabilities and stockholders' equity | $ 16,469 | $ 9,131 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares shares in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Stockholders' equity: | ||
Common stock, shares issued (in shares) | 132.3 | 131.4 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Millions | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earnings (Deficit) [Member] | Total |
Balance at Oct. 01, 2016 | $ 1 | $ 452 | $ (148) | $ (84) | $ 221 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 0 | 20 | 0 | 0 | 20 |
Proceeds from issuance of common stock | 0 | 31 | 0 | 0 | 31 |
Derivatives, net of tax | 0 | 0 | 18 | 0 | 18 |
Net income attributable to the Company | 0 | 0 | 0 | 340 | 340 |
Currency translation | 0 | 0 | 34 | 0 | 34 |
Defined benefit pension and retiree health benefit plans, net of tax | 0 | 0 | 28 | 0 | 28 |
Equity issuance, net | 0 | 323 | 0 | 0 | 323 |
Balance at Sep. 30, 2017 | 1 | 826 | (68) | 256 | 1,015 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 0 | 23 | 0 | 0 | 23 |
Proceeds from issuance of common stock | 0 | 23 | 0 | 0 | 23 |
Common stock repurchased and retired | 0 | (2) | 0 | (33) | (35) |
Derivatives, net of tax | 0 | 0 | 36 | 0 | 36 |
Net income attributable to the Company | 0 | 0 | 0 | 496 | 496 |
Currency translation | 0 | 0 | (127) | 0 | (127) |
Defined benefit pension and retiree health benefit plans, net of tax | 0 | 0 | 3 | 0 | 3 |
Balance at Sep. 29, 2018 | 1 | 870 | (156) | 719 | 1,434 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 0 | 27 | 0 | 0 | 27 |
Proceeds from issuance of common stock | 0 | 55 | 0 | 0 | 55 |
Common stock repurchased and retired | 0 | (3) | 0 | (69) | (72) |
Derivatives, net of tax | 0 | 0 | (83) | 0 | (83) |
Net income attributable to the Company | 0 | 0 | 0 | 404 | 404 |
Currency translation | 0 | 0 | (104) | 0 | (104) |
Defined benefit pension and retiree health benefit plans, net of tax | 0 | 0 | (43) | 0 | (43) |
Balance at Sep. 28, 2019 | $ 1 | $ 949 | $ (386) | $ 1,054 | $ 1,618 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Cash Flows from Operating Activities: | |||
Net income | $ 404 | $ 496 | $ 340 |
Adjustments to reconcile net cash from operating activities: | |||
Depreciation | 419 | 384 | 367 |
Amortization of intangibles | 194 | 154 | 154 |
Non-cash interest expense | 1 | 4 | 9 |
Share-based compensation expense | 27 | 23 | 20 |
Deferred income tax | (52) | (86) | 5 |
Settlement of derivatives | 19 | 30 | 0 |
Transaction activity | (38) | 0 | 0 |
Other non-cash operating activities, net | (1) | 16 | 25 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 150 | (53) | (41) |
Inventories | 99 | (79) | 10 |
Prepaid expenses and other assets | 14 | 18 | 27 |
Accounts payable and other liabilities | (35) | 97 | 59 |
Net cash from operating activities | 1,201 | 1,004 | 975 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (399) | (336) | (269) |
Proceeds from sale of assets | 0 | 3 | 6 |
Divestiture of business | 326 | 0 | 0 |
Acquisition of business | (6,079) | (702) | (515) |
Acquisition purchase price derivatives and other | (99) | 0 | 4 |
Net cash from investing activities | (6,251) | (1,035) | (774) |
Cash Flows from Financing Activities: | |||
Proceeds from long-term borrowings | 6,784 | 498 | 495 |
Repayment of long-term borrowings | (1,214) | (335) | (636) |
Proceeds from issuance of common stock | 55 | 23 | 31 |
Repurchase of common stock | (74) | (33) | 0 |
Payment of tax receivable agreement | (38) | (37) | (111) |
Debt financing costs | (87) | (3) | (5) |
Net cash from financing activities | 5,426 | 113 | (226) |
Effect of currency translation on cash | (7) | (7) | 8 |
Net change in cash and cash equivalents | 369 | 75 | (17) |
Cash and cash equivalents at beginning of period | 381 | 306 | 323 |
Cash and cash equivalents at end of period | $ 750 | $ 381 | $ 306 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 28, 2019 | |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 1. Basis of Presentation and Summary of Significant Accounting Policies Background Berry Global Group, Inc. (“Berry,” “we,” or the “Company”) is a leading global supplier of a broad range of innovative non-woven, flexible, and rigid products used every day within consumer and industrial end markets. Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commissions. Periods presented in these financial statements include fiscal periods ending September 28, 2019 (“fiscal 2019 ”), September 29, 2018 (“fiscal 2018 ”), and September 30 , 2017 (“fiscal 2017 ”). The Company has recast certain prior period amounts to conform to current reporting. Fiscal 2019 , fiscal 2018 , and fiscal 2017 were fifty-two week periods. The Company has evaluated subsequent events through the date the financial statements were issued. The consolidated financial statements include the accounts of Berry and its subsidiaries, all of which includes our wholly owned and majority owned subsidiaries. The Company has certain foreign subsidiaries that report on a calendar period basis which we consolidate into our respective fiscal period. Intercompany accounts and transactions have been eliminated in consolidation. Revenue Recognition Our revenues are primarily derived from the sale of plastic packaging products to customers. Revenue is recognized when performance obligations are satisfied, in an amount reflecting the consideration to which the Company expects to be entitled. We consider the promise to transfer products to be our sole performance obligation. If the consideration agreed to in a contract includes a variable amount, we estimate the amount of consideration we expect to be entitled to in exchange for transferring the promised goods to the customer using the most likely amount method. Our main sources of variable consideration are customer rebates and cash discounts. There are no material instances where variable consideration is constrained and not recorded at the initial time of sale. Generally our revenue is recognized at a point in time for standard promised goods at the time of shipment, when title and risk of loss pass to the customer. A small number of our contracts are for sales of products which are customer specific and cannot be repurposed. Sales for these products qualify for over time recognition and are immaterial to the Company. Our rebate programs are individually negotiated with customers and contain a variety of different terms and conditions. Certain rebates are calculated as flat percentages of purchases, while others include tiered volume incentives. These rebates may be payable monthly, quarterly, or annually. The calculation of the accrued rebate balance involves management estimates, especially where the terms of the rebate involve tiered volume levels that require estimates of expected annual sales. These provisions are based on estimates derived from current program requirements and historical experience. The accrual for customer rebates was $114 million and $58 million at September 28, 2019 and September 29, 2018, respectively, and is included in Accrued expenses and other current liabilities. Due to the nature of our sales transactions, we have elected the following practical expedients: (i) Shipping and handling costs are treated as fulfillment costs. Accordingly, shipping and handling costs are classified as a component of Cost of goods sold while amounts billed to customers are classified as a component of Net Sales; (ii) We exclude sales and similar taxes that are imposed on our sales and collected from customers; (iii) As our standard payment terms are less than one year, we do not assess whether a contract has a significant financing component. The Company disaggregates revenue based on reportable business segment, geography, and significant product line. Refer to Note 12. Segment and Geographic Data for further information. Purchases of Raw Materials and Concentration of Risk The Company’s most significant raw material used in the production of its products is plastic resin. The largest supplier of the Company’s total resin material requirements represented approximately 13 % of purchases in fiscal 2019 . The Company uses a variety of suppliers to meet its resin requirements. Research and Development Research and development costs are expensed when incurred. The Company incurred research and development expenditures of $50 million, $45 million, and $45 million in fiscal 2019 , 2018 , and 2017 , respectively. Share-Based Compensation The Company utilizes the Black-Scholes option valuation model for estimating the fair value of stock options and amortizes the estimated fair value on a straight-line basis over the requisite service period. The share-based compensation plan is more fully described in Note 11. Stockholders’ Equity. Foreign Currency For the non-U.S. subsidiaries that account in a functional currency other than U.S. Dollars, assets and liabilities are translated into U.S. Dollars using period-end exchange rates. Sales and expenses are translated at the average exchange rates in effect during the period. Foreign currency translation gains and losses are included as a component of Accumulated other comprehensive income (loss) within Stockholders’ equity. Gains and losses resulting from foreign currency transactions are included in the Consolidated Statements of Income. Cash and Cash Equivalents All highly liquid investments purchased with a maturity of three months or less from the time of purchase are considered to be cash equivalents. Allowance for Doubtful Accounts The Company’s customers are located principally throughout the U.S. and Europe, without significant concentration with any one customer. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. The Company’s accounts receivable and related allowance for doubtful accounts are analyzed in detail on a quarterly basis and all significant customers with delinquent balances are reviewed to determine future collectability. The determinations are based on legal issues (such as bankruptcy status), past history, current financial and credit agency reports, and the experience of the credit representatives. Reserves are established in the quarter in which the Company makes the determination that the account is deemed uncollectible. The Company maintains additional reserves based on its historical bad debt experience. The following table summarizes the activity for fiscal years ended for the allowance for doubtful accounts: 2019 2018 2017 Allowance for doubtful accounts, beginning $ 13 $ 13 $ 8 Acquisition allowance for doubtful accounts 13 2 5 Bad debt expense 2 1 1 Write-offs against allowance — (3 ) (1 ) Allowance for doubtful accounts, ending $ 28 $ 13 $ 13 Accounts Receivable Factoring Agreements The Company has entered into various factoring agreements, both in the U.S. and at a number of foreign subsidiaries, to sell certain receivables to unrelated third-party financial institutions. The Company accounts for these transactions in accordance with ASC 860, "Transfers and Servicing" ("ASC 860"). ASC 860 allows for the ownership transfer of accounts receivable to qualify for sale treatment when the appropriate criteria is met, which permits the Company to present the balances sold under the program to be excluded from Accounts receivable on the Consolidated Balance Sheets. Receivables are considered sold when (i) they are transferred beyond the reach of the Company and its creditors, (ii) the purchaser has the right to pledge or exchange the receivables, and (iii) the Company has surrendered control over the transferred receivables. In addition, the Company provides no other forms of continued financial support to the purchaser of the receivables once the receivables are sold. There were no amounts outstanding from financial institutions related to U.S. based programs at September 28, 2019 or September 29, 2018 . Gross amounts factored under these U.S. based programs at September 28, 2019 and September 29, 2018 were $284 million and $162 million, respectively. The fees associated with transfer of receivables for all programs were not material for any of the periods presented. Inventories Inventories are stated at the lower of cost or net realizable value and are valued using the first-in, first-out method. Management periodically reviews inventory balances, using recent and future expected sales to identify slow-moving and/or obsolete items. The cost of spare parts is charged to cost of goods sold when purchased. We evaluate our reserve for inventory obsolescence on a quarterly basis and review inventory on-hand to determine future salability. We base our determinations on the age of the inventory and the experience of our personnel. We reserve inventory that we deem to be not salable in the quarter in which we make the determination. We believe, based on past history and our policies and procedures, that our net inventory is salable. Inventory as of fiscal 2019 and 2018 was: Inventories: 2019 2018 Finished goods $ 743 $ 503 Raw materials 581 384 $ 1,324 $ 887 Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from 15 to 40 years for buildings and improvements, 2 to 20 years for machinery, equipment, and tooling, and over the term of the agreement for capital leases. Leasehold improvements are depreciated over the shorter of the useful life of the improvement or the lease term. Repairs and maintenance costs are charged to expense as incurred. The Company capitalized interest of $10 million, $9 million, and $7 million in fiscal 2019, 2018, and 2017, respectively. Property, plant and equipment as of fiscal 2019 and 2018 was: Property, plant and equipment: 2019 2018 Land, buildings and improvements $ 1,549 $ 875 Equipment and construction in progress 6,090 4,242 7,639 5,117 Less accumulated depreciation (2,925 ) (2,629 ) $ 4,714 $ 2,488 Long-lived Assets Long-lived assets, including property, plant and equipment and definite lived intangible assets are reviewed for impairment in accordance with ASC 360, "Property, Plant and Equipment," whenever facts and circumstances indicate that the carrying amount may not be recoverable. Specifically, this process involves comparing an asset’s carrying value to the estimated undiscounted future cash flows the asset is expected to generate over its remaining life. If this process were to result in the conclusion that the carrying value of a long-lived asset would not be recoverable, a write-down of the asset to fair value would be recorded through a charge to operations. Fair value is determined based upon discounted cash flows or appraisals as appropriate. Long-lived assets that are held for sale are reported at the lower of the assets’ carrying amount or fair value less costs related to the assets’ disposition. The Company recorded impairment charges totaling $8 million to property, plant and equipment assets in fiscal 2019. The company recorded no impairment charges in fiscal 2018. The Company recorded impairment charges totaling $2 million to property, plant and equipment assets in fiscal 2017 . Impairment charges are recorded in Restructuring and transaction activities on the Consolidated Statements of Income. Goodwill The Company follows the principles provided by ASC 350, "Intangibles - Goodwill and Other." Goodwill is not amortized but rather reviewed annually for impairment. The Company performed its annual impairment evaluation on the first day of the fourth fiscal quarter. For purposes of conducting our annual goodwill impairment test, the Company determined that we have seven reporting units, Health, Hygiene & Specialties (“HHS”) – North America ("NA"), HHS – South America ("SA"), HHS – Europe ("EU"), HHS – Asia ("AS"), Consumer Packaging, Tapes, and Engineered Materials. We determined that each of the components within our respective reporting units have similar economic characteristics and therefore should be aggregated. We reached this conclusion because within each of our reporting units, we have similar products, management oversight, production processes, markets served, and/or common geographic region which allow us to share resources across the manufacturing facilities. We regularly re-align our production equipment and manufacturing facilities in order to take advantage of cost savings and manufacturing efficiency opportunities, and to realize cost synergies. In addition, we utilize our research and development centers, design center, tool shops, and graphics center which all provide benefits to each of the reporting units and work on new products that can benefit multiple product lines. We also believe that the goodwill is recoverable from the overall operations of the unit given our synergies from leveraging the combined resources, common raw materials, common research and development, similar margins and similar distribution methodologies. In our HHS segment, we operate in four geographical regions where distinct management teams oversee operations and allocate resources across the entire region. In fiscal year 2019, the Company applied the qualitative assessment and concluded that it was more likely than not that the fair value of each reporting unit exceeded the carrying amount except for the HHS-SA reporting unit due to prior year step-one results. The HHS-SA reporting unit's fair value is estimated based on a market approach and a discounted cash flow analysis and is reconciled back to the current market capitalization for Berry to ensure that the implied control premium is reasonable. Our forecasts included overall revenue growth of 2% increasing to 4% in the terminal year, margins consistent with historical results, a discount rate of 13.5% applied to the forecasted cash flows, and capital expenditure levels consistent with historical spend. The fair value of the HHS-SA reporting unit exceeded its carrying value by 25% and thus no impairment was recorded. Additionally, based on prior year annual impairment evaluations the Company concluded that no impairment existed in fiscal 2018 and fiscal 2017. However, future declines in valuation market multiples, sustained lower earnings, or macroeconomic challenges could impact future impairment tests. In July 2019, after the completion of the RPC acquisition, the Company reorganized into four reporting segments in an effort to better align with our customers, provide improved service, drive future growth, and facilitate cost saving synergies. Post realignment, the Company completed a qualitative assessment and determined it is more likely than not that the fair value of each reporting unit exceeded its carrying amount. The Company has recognized cumulative goodwill impairment charges of $165 million, which occurred in fiscal 2011. The changes in the carrying amount of goodwill by reportable segment are as follows: Consumer Packaging International Consumer Packaging North America Engineered Materials Health, Hygiene & Specialties Total Balance as of fiscal 2017 $ 48 $ 1,411 $ 542 $ 774 $ 2,775 Foreign currency translation adjustment (2 ) (2 ) — (23 ) (27 ) Acquisitions — — 87 109 196 Balance as of fiscal 2018 $ 46 $ 1,409 $ 629 $ 860 $ 2,944 Foreign currency translation adjustment (73 ) (1 ) — 7 (67 ) Acquisitions 1,705 500 9 2 2,216 Dispositions — — — (42 ) (42 ) Balance as of fiscal 2019 $ 1,678 $ 1,908 $ 638 $ 827 $ 5,051 Deferred Financing Fees Deferred financing fees are amortized to interest expense using the effective interest method over the lives of the respective debt agreements. Pursuant to ASC 835-30 the Company presents $112 million and $43 million as of fiscal 2019 and fiscal 2018, respectively, of debt issuance and deferred financing costs on the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. Intangible Assets Customer relationships are being amortized using an accelerated amortization method which corresponds with the customer attrition rates used in the initial valuation of the intangibles over the estimated life of the relationships which range from 5 to 15 years. Definite lived trademarks are being amortized using the straight-line method over the estimated life of the asset which is not more than 15 years. Other intangibles, which include technology and licenses, are being amortized using the straight-line method over the estimated life of the assets which range from 5 to 14 years. The Company evaluates the remaining useful life of intangible assets on a periodic basis to determine whether events and circumstances warrant a revision to the remaining useful life. Certain trademarks that are expected to remain in use, which are indefinite lived intangible assets, are required to be reviewed for impairment annually. The Company has trademarks that total approximately $248 million that are indefinite lived and we test annually for impairment on the first day of the fourth quarter. We completed the annual impairment test of our indefinite lived trade names utilizing the relief from royalty method and noted no impairment in fiscal 2019, 2018 and 2017. Customer Relationships Trademarks Other Intangibles Accumulated Amortization Total Balance as of fiscal 2017 $ 1,922 $ 335 $ 184 $ (1,155 ) $ 1,286 Foreign currency translation adjustment (17 ) (1 ) (2 ) 8 (12 ) Amortization expense — — — (154 ) (154 ) Acquisition intangibles 177 9 34 — 220 Netting of fully amortized intangibles (200 ) (50 ) (31 ) 281 — Balance as of fiscal 2018 $ 1,882 $ 293 $ 185 $ (1,020 ) $ 1,340 Foreign currency translation adjustment (56 ) (4 ) (2 ) 4 (58 ) Amortization expense — — — (194 ) (194 ) Acquisition/disposition intangibles 1,590 108 (22 ) 16 1,692 Netting of fully amortized intangibles (9 ) — — 9 — Balance as of fiscal 2019 $ 3,407 $ 397 $ 161 $ (1,185 ) $ 2,780 Insurable Liabilities The Company records liabilities for the self-insured portion of workers’ compensation, health, product, general and auto liabilities. The determination of these liabilities and related expenses is dependent on claims experience. For most of these liabilities, claims incurred but not yet reported are estimated based upon historical claims experience. Income Taxes The Company accounts for income taxes under the asset and liability approach, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequence of events that have been recognized in the Company’s financial statements or income tax returns. Income taxes are recognized during the period in which the underlying transactions are recorded. Deferred taxes, with the exception of non-deductible goodwill, are provided for temporary differences between amounts of assets and liabilities as recorded for financial reporting purposes and such amounts as measured by tax laws. If the Company determines that a deferred tax asset arising from temporary differences is not likely to be utilized, the Company will establish a valuation allowance against that asset to record it at its expected realizable value. The Company recognizes uncertain tax positions when it is more likely than not that the tax position will be sustained upon examination by relevant taxing authorities, based on the technical merits of the position. The amount recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company’s effective tax rate is dependent on many factors including: the impact of enacted tax laws in jurisdictions in which the Company operates; the amount of earnings by jurisdiction, due to varying tax rates in each country; and the Company’s ability to utilize foreign tax credits related to foreign taxes paid on foreign earnings that will be remitted to the U.S. Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income and other comprehensive income (loss). Other comprehensive losses include net unrealized gains or losses resulting from currency translations of foreign subsidiaries, changes in the value of our derivative instruments and adjustments to the pension liability. The accumulated balances related to each component of other comprehensive income (loss) were as follows: Currency Translation Defined Benefit Pension and Retiree Health Benefit Plans Derivative Instruments Accumulated Other Comprehensive Loss Balance as of fiscal 2016 $ (82 ) $ (44 ) $ (22 ) $ (148 ) Other comprehensive loss 34 25 7 66 Net amount reclassified from accumulated other comprehensive income (loss) — 13 21 34 Provision for income taxes — (10 ) (10 ) (20 ) Balance as of fiscal 2017 $ (48 ) $ (16 ) $ (4 ) $ (68 ) Other comprehensive income (127 ) 9 46 (72 ) Net amount reclassified from accumulated other comprehensive income (loss) — (6 ) 3 (3 ) Provision for income taxes — — (13 ) (13 ) Balance as of fiscal 2018 $ (175 ) $ (13 ) $ 32 $ (156 ) Other comprehensive income (71 ) (3 ) (135 ) (209 ) Net amount reclassified from accumulated other comprehensive income (loss) (a) — (52 ) 24 (28 ) Provision for income taxes (33 ) 12 28 7 Balance as of fiscal 2019 $ (279 ) $ (56 ) $ (51 ) $ (386 ) (a) See Note 4 for further discussion on amounts reclassified out of accumulated other comprehensive income (loss) related to interest rate swaps and Note 8 for amounts reclassified related to pensions. Pension Pension benefit costs include assumptions for the discount rate, retirement age, and expected return on plan assets. Retiree medical plan costs include assumptions for the discount rate, retirement age, and health-care-cost trend rates. Periodically, the Company evaluates the discount rate and the expected return on plan assets in its defined benefit pension and retiree health benefit plans. In evaluating these assumptions, the Company considers many factors, including an evaluation of the discount rates, expected return on plan assets and the health-care-cost trend rates of other companies; historical assumptions compared with actual results; an analysis of current market conditions and asset allocations; and the views of advisers. Net Income Per Share The Company calculates basic net income per share based on the weighted-average number of outstanding common shares. The Company calculates diluted net income per share based on the weighted-average number of outstanding common shares plus the effect of dilutive securities. Use of Estimates The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make extensive use of estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of sales and expenses. Actual results could differ materially from these estimates. Changes in estimates are recorded in results of operations in the period that the event or circumstances giving rise to such changes occur. Recently Issued Accounting Pronouncements Revenue Recognition In May 2014, the FASB issued a final standard on revenue recognition. Under the new standard, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted the new standard effective for fiscal 2019 using the modified retrospective approach. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Under the new standard, the lessee of an operating lease will be required to do the following: 1) recognize a right-of-use asset and a lease liability in the statement of financial position, 2) recognize a single lease cost allocated over the lease term generally on a straight-line basis, and 3) classify all cash payments within operating activities on the statement of cash flows. Companies are required to adopt this standard using a modified retrospective transition method. The Company will adopt the standard beginning in fiscal 2020 and will recognize the cumulative effect of applying the new standard to retained earnings, which the Company does not expect to be material. The standard provides a number of optional practical expedients in transition. We expect to elect the “package of practical expedients”, which permits us not to reassess under the standard our prior conclusions about lease identification, lease classification and initial direct costs. The standard also provides practical expedients for the Company’s ongoing accounting. We currently expect to elect the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, we will not recognize right-of-use (“ROU”) assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. We anticipate recognizing ROU assets and related lease liabilities of approximately $600 million upon adoption of the standard. Credit Losses In June 2016, the FASB issued 2016-13, Financial Instruments - Credit Losses (Topic 326) and issued subsequent amendments to the initial guidance. The new standard requires entities to measure all expected credit losses for most financial assets held at the reporting date based on an expected loss model, which includes historical experience, current conditions, and reasonable and supportable forecasts. The new standard also requires enhanced disclosure. The new standard is effective for interim and annual periods beginning after December 15, 2019. The Company is in the process of evaluating this new standard, however, the Company does not expect the impact to be material. Retirement Benefits In March 2017, the FASB issued ASU 2017-07, Compensation – Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires employers to report the service cost component in the same line item as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations. If a separate line item is not used to present the other components of net benefit cost, then the line item used in the income statement to present the other components of net benefit cost must be disclosed. The new standard is effective for interim and annual periods beginning after December 15, 2017 and should be applied on a retrospective basis. Early adoption is permitted. The Company adopted the new standard in fiscal 2019, the result of which did not have a material impact on our disclosures. Stranded Tax Effects In February 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The current standard, ASC Topic 740 - Income Taxes, requires deferred tax liabilities and assets to be adjusted for the effect of a change in tax laws or rates with the effect included in income from continuing operations in the reporting period that includes the enactment date. This includes the tax effects of items in accumulated other comprehensive income (“AOCI”) that were originally recognized in other comprehensive income, subsequently creating stranded tax effects. ASU 2018-02 allows a reclassification from AOCI to retained earnings for stranded tax effects specifically resulting from the U.S. federal government’s recently enacted tax bill, the Tax Cuts and Jobs Act. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those periods. Early adoption is permitted. The Company adopted ASU 2018-02 in fiscal 2018, the results of which did not have a material impact on the consolidated financial statements. Fair Value In August 2018, the FASB issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement. The new standard modifies disclosure requirements including removing requirements to disclose the valuation process for Level 3 measurements and adding requirements to disclose the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements and the range and weighted average of significant unobservable inputs used to develop Level 3 measurements. The new standard is effective for interim and annual periods beginning after December 15, 2019. The Company is currently evaluating the impact of the adoption of this standard to our disclosures. Defined Benefit Plans In August 2018, the FASB issued ASU 2018-14, Changes to the Disclosure Requirements for Defined Benefit Plans. The new standard removes requirements to disclose the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year and the effects of a one-percentage-point changes in assumed health care cost trend rates. The standard also adds requirements to disclose the reasons for significant gains and losses related to changes in the benefit obligations for the period and the accumulated benefit obligation (ABO) for plans with ABOs in excess of plan assets. The new standard will be effective for fiscal years ending after December 15, 2020. The Company is currently evaluating the impact of the adoption of this standard to our disclosures. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 12 Months Ended |
Sep. 28, 2019 | |
Acquisitions and Dispositions [Abstract] | |
Acquisitions and Dispositions | 2. Acquisitions and Dispositions RPC Group Plc In July 2019, the Company completed the acquisition of the entire outstanding share capital of RPC Group Plc (“RPC”), for aggregate consideration of $ billion. RPC is a leading plastic product design and engineering company for packaging and select non-packaging markets, with sites in countries. RPC develops and manufactures a diverse range of products for a wide variety of customers, including many household names, and enjoys strong market positions in many of the end markets it serves and the geographical areas in which it operates. It uses a wide range of polymer conversion techniques in both rigid and flexible plastics manufacture, and is one of the largest plastic converters in Europe. The international based facilities are operated within the Consumer Packaging International segment with the remaining U.S. based facilities operated within the Consumer Packaging North America segment. The acquisition has been accounted for under the purchase method of accounting. Under this method, the assets acquired and liabilities assumed have been recorded based on preliminary estimates of fair value. Specifically, we estimated the fair values of these assets to be consistent with the percentage of the purchase price that was assigned to similar assets in our historical purchase accounting of previous acquisitions. In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The final purchase accounting allocations for the RPC acquisition will be determined within one year from the acquisition date and depend on a number of factors, including the final valuation of our long-lived tangible and identified intangible assets acquired and liabilities assumed, and finalization of income tax effects of the opening balance sheet. The actual fair values of RPC’s assets acquired, liabilities assumed and resulting goodwill may differ materially from the adjustments set forth in this Form 10-K. To finance the all-cash purchase, the Company issued $1,250 million aggregate principal amount of 4.875% first priority senior secured notes due 2026, $500 million aggregate principal amount of 5.625% second priority senior secured notes due 2027, and entered into incremental term loans due July 2026, to fund the remainder of the purchase price. In connection with the closing of the RPC acquisition, the Company incurred $99 million related to foreign exchange forward contracts and $41 million related to cross-currency swaps recorded in Other expense, net on the Consolidated Statements of Income. Additionally, the Company incurred $70 million of costs associated with the closing of the transaction. Seal For Life In July 2019, the Company completed the sale of its Seal For Life ("SFL") business which was operated in our Health, Hygiene & Specialties reporting segment for net proceeds of $326 million. A pretax gain on sale of $214 million was recorded in fiscal 2019, within Restructuring and transaction activities on the Consolidated Statements of Income. Laddawn, Inc. In August 2018, the Company acquired Laddawn, Inc. ("Laddawn") for a purchase price of $241 million. Laddawn is a custom bag and film manufacturer with a unique-to-industry e-commerce sales platform. The acquired business is operated in our Engineered Materials segment. To finance the purchase, the Company used existing liquidity. The acquisition has been accounted for under the purchase method of accounting and accordingly, the purchase price has been allocated to the identifiable assets and liabilities based on the fair value at the acquisition date. The results of Laddawn have been included in the consolidated results of the Company since the date of the acquisition. The assets acquired and liabilities assumed consisted of working capital of $27 million, property and equipment of $39 million, intangible assets of $84 million, and goodwill of $91 million. The working capital includes a $3 million step up of inventory to fair value. The Company has recognized goodwill on this transaction primarily as a result of expected cost synergies, and expects goodwill to be deductible for tax purposes. Clopay Plastic Products Company, Inc. In February 2018, the Company acquired Clopay Plastic Products Company, Inc. ("Clopay") for a purchase price of $475 million. Clopay is an innovator in the development of printed breathable films, elastic films, and laminates with product offerings uniquely designed for applications used in a number of markets including: hygiene, healthcare, construction and industrial protective apparel. The acquired business is operated within our Health, Hygiene & Specialties segment. To finance the purchase, the Company issued $500 million aggregate principal amount of 4.5% second priority notes through a private placement offering. The acquisition has been accounted for under the purchase method of accounting, and accordingly, the purchase price has been allocated to the identifiable assets and liabilities based on fair values at the acquisition date. The results of Clopay have been included in the consolidated results of the Company since the date of the acquisition. The assets acquired and liabilities assumed consist of working capital of $70 million, property and equipment of $164 million, intangible assets of $125 million, goodwill of $111 million, and other assets and long-term liabilities of $5 million. The working capital includes a $3 million step up of inventory to fair value. The Company has recognized goodwill on this transaction primarily as a result of expected cost synergies, and expects goodwill to be deductible for tax purposes. When including RPC results for periods prior to the acquisition date, unaudited pro forma net sales were $12.6 billion for fiscal 2019 and fiscal 2018. Unaudited pro forma net income was $344 million and $501 million, for fiscal 2019 and fiscal 2018, respectively. The unaudited pro forma net sales and net income assume that the acquisition had occurred as of the beginning of the period. The unaudited pro forma information presented above is for informational purposes only and is not necessarily indicative of the operating results that would have occurred had the RPC acquisition been consummated at the beginning of the period, nor is it necessarily indicative of future operating results. Further, the information reflects only pro forma adjustments for additional interest expense, depreciation, and amortization, net of the applicable income tax effects. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Sep. 28, 2019 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 3. Long-Term Debt Long-term debt consists of the following: Facility Maturity Date September 28, 2019 September 29, 2018 Term loan October 2022 $ 1,545 $ 1,545 Term loan January 2024 489 493 Term loan July 2026 4,250 — Term loan - euro denominated July 2026 1,176 — Revolving line of credit May 2024 — — 5.50% Second Priority Senior Secured Notes May 2022 500 500 6.00% Second Priority Senior Secured Notes October 2022 400 400 5.125% Second Priority Senior Secured Notes July 2023 700 700 4.50% Second Priority Senior Secured Notes February 2026 500 500 4.875% First Priority Senior Secured Notes July 2026 1,250 — 5.625% Second Priority Senior Secured Notes July 2027 500 — Debt discounts and deferred fees (112 ) (43 ) Capital leases and other Various 167 135 Retired debt Various — 1,614 Total long-term debt 11,365 5,844 Current portion of long-term debt (104 ) (38 ) Long-term debt, less current portion $ 11,261 $ 5,806 Fiscal 2019 Activity In July 2019, the Company entered into an incremental assumption agreement to provide incremental $4,250 million and €1,075 million term loans, due July 2026. The Company issued $1,250 million aggregate principal amount of 4.875% first priority senior secured notes due 2026 and $500 million aggregate principal amount of 5.625% second priority senior secured notes due 2027. Proceeds were used to fund the RPC acquisition as well as refinancing the Company's existing term loan due February 2020. Revolving Line of Credit In May 2019, the Company amended and extended its existing revolving line of credit total capacity to $850 million maturing in May 2024. Berry Global, Inc. Senior Secured Credit Facility Our wholly owned subsidiary Berry Global, Inc.’s senior secured credit facilities consist of $7.5 billion of term loans and a $850 million asset-based revolving line of credit. The availability under the revolving line of credit is the lesser of $850 million or based on a defined borrowing base which is calculated based on available accounts receivable and inventory. Based on market conditions, from time to time, the Company may reprice existing term loans in order to lower interest rates. Related to these repricings, the Company recorded a loss on debt extinguishment of $2 million and $10 million in fiscal 2018, and 2017, respectively, in Other expense, net on the Consolidated Statements of Income. The Company had no repricing in fiscal 2019. The term loan facility requires minimum quarterly principal payments, with the remaining amount payable upon maturity. The Company may voluntarily repay outstanding loans under the senior secured credit facilities at any time without premium or penalty, other than customary “breakage” costs with respect to eurodollar loans. All obligations under the senior secured credit facilities are unconditionally guaranteed by the Company and, subject to certain exceptions, each of the Company’s existing and future direct and indirect domestic subsidiaries. The guarantees of those obligations are secured by substantially all of the Company’s assets as well as those of each domestic subsidiary guarantor. Despite not having financial maintenance covenants, our debt agreements contain certain negative covenants. We are in compliance with all covenants as of September 28, 2019. The failure to comply with these negative covenants could restrict our ability to incur additional indebtedness, effect acquisitions, enter into certain significant business combinations, make distributions or redeem indebtedness. Future maturities of long-term debt as of fiscal year end 2019 are as follows: Fiscal Year Maturities 2020 $ 104 2021 94 2022 90 2023 2,522 2024 1,234 Thereafter 7,433 $ 11,477 Interest paid was Debt discounts and deferred financing fees are presented net of Long-term debt, less the current portion in the Consolidated Balance Sheet and are amortized to Interest expense through maturity. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 12 Months Ended |
Sep. 28, 2019 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Financial Instruments and Fair Value Measurements | 4. Financial Instruments and Fair Value Measurements In the normal course of business, the Company is exposed to certain risks arising from business operations and economic factors. The Company may use derivative financial instruments to help manage market risk and reduce the exposure to fluctuations in interest rates and foreign currencies. These financial instruments are not used for trading or other speculative purposes. For those derivative instruments that are designated and qualify as hedging instruments, the Company must designate the hedging instrument, based upon the exposure being hedged, as a fair value hedge, cash flow hedge, or a hedge of a net investment in a foreign operation. To the extent hedging relationships are found to be effective, changes in the fair value of the derivatives are offset by changes in the fair value of the related hedged item and recorded to Accumulated other comprehensive loss. Any identified ineffectiveness, or changes in the fair value of a derivative not designated as a hedge, are recorded to the Consolidated Statements of Income. Cross-Currency Swaps The Company is party to certain cross-currency swaps to hedge a portion of our foreign currency risk. The swap agreements mature May 2022 (€250 million) and June 2024 (€1,625 million and £700 million). In addition to the cross-currency swaps, we hedge a portion of our foreign currency risk by designating foreign currency denominated long-term debt as net investment hedges of certain foreign operations. As of September 28, 2019, we had outstanding long-term debt of €1,075 million that was designated as a hedge of our net investment in certain euro-denominated foreign subsidiaries. In the future, we may attempt to manage our foreign currency risk on our anticipated cash movements by entering into foreign currency forward contracts to offset potential foreign exchange gains or losses. When valuing cross-currency swaps the Company utilizes Level 2 inputs (substantially observable). Interest Rate Swaps The primary purpose of the Company’s interest rate swap activities is to manage interest expense variability associated with our outstanding variable rate term loan debt. When valuing interest rate swaps the Company utilizes Level 2 inputs (substantially observable). During fiscal 2018, the Company elected to settle two of its derivative instruments with expiration dates in June 2019 and September 2021, and received $9 million and $21 million, respectively. The offset is included in Accumulated other comprehensive loss and is being amortized to Interest expense through the original expiration dates for of each of the swap agreements. The Company also entered into a $1 billion interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.808% with an effective date of June 2018 and expiration in September 2021. During fiscal 2019, the Company entered into (i) a $400 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.533% with an effective date of February 2019 and expiration in July 2023; (ii) a $884 million interest rate swap transaction that swaps a one-month variable LIBOR contract plus 250 basis point spread for a fixed annual rate of 4.357%, with an effective date in July 2019 and expiration in June 2024, and (iii) a $473 million interest rate swap transaction that swaps a one-month variable LIBOR contract plus 250 basis point spread for a fixed annual rate of 4.550%, with an effective date in July 2019 and expiration in June 2024. As of September 29, 2019, the Company effectively had (i) a $450 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.000%, with an effective date in May 2017 and expiration in May 2022, (ii) a $1 billion interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.808% with an effective date in June 2018 and expiration in September 2021, (iii) a $400 million interest rate swap transaction that swaps a one-month variable LIBOR contract for a fixed annual rate of 2.533% with an effective date in February 2019 and expiration in July 2023, (iv) a $884 million interest rate swap transaction that swaps a one-month variable LIBOR contract plus 250 basis point spread for a fixed annual rate of 4.357%, with an effective date in July 2019 and expiration in June 2024, and (v) a $473 million interest rate swap transaction that swaps a one-month variable LIBOR contract plus 250 basis point spread for a fixed annual rate of 4.550%, with an effective date in July 2019 and expiration in June 2024. The Company records the fair value positions of all derivative financial instruments on a net basis by counterparty for which a master netting arrangement is utilized. Balances on a gross basis are as follows: Derivatives Instruments Hedge Designation Balance Sheet Location 2019 2018 Cross-currency swaps Designated Other assets $ 88 $ — Cross-currency swaps Designated Other long-term liabilities — 11 Interest rate swaps Designated Other assets — 16 Interest rate swaps Designated Other long-term liabilities 81 — Interest rate swaps Not designated Other long-term liabilities — 1 The effect of the Company’s derivative instruments on the Consolidated Statements of Income is as follows: Fiscal years ended Derivatives instruments Statements of Income Location September 28, 2019 September 29, 2018 September 30, 2017 Cross-currency swaps (a) Interest expense, net $ (19 ) $ (5 ) $ — Cross-currency swaps (b) Other expense, net 41 — (2 ) Foreign exchange forward contracts Other expense, net 99 — — Interest rate swaps Interest expense, net 2 (1 ) 24 (a) Designated (b) Not designated The amortization related to unrealized losses in Accumulated other comprehensive loss is expected to be $5 million in the next 12 months. The Company’s financial instruments consist primarily of cash and cash equivalents, long-term debt, interest rate swap agreements, cross-currency swap agreements and capital lease obligations. The fair value of our long-term indebtedness exceeded book value by $77 million as of fiscal 2019, and $5 million as of fiscal 2018. The Company’s long-term debt fair values were determined using Level 2 inputs as other significant observable inputs were not available. Non-recurring Fair Value Measurements The Company has certain assets that are measured at fair value on a non-recurring basis when impairment indicators are present or when the Company completes an acquisition. See Note 2. Acquisitions and Dispositions for discussion of our acquisitions and the non-recurring fair value measurement considerations that were utilized in the purchase price allocation. The Company adjusts certain long-lived assets to fair value only when the carrying values exceed the fair values. The categorization of the framework used to value the assets is considered Level 3, due to the subjective nature of the unobservable inputs used to determine the fair value. These assets that are subject to our annual impairment analysis primarily include our definite lived and indefinite lived intangible assets, including Goodwill and our property, plant and equipment. The Company reviews Goodwill and other indefinite lived assets for impairment as of the first day of the fourth fiscal quarter each year, and more frequently if impairment indicators exist. The Company determined Goodwill and other indefinite lived assets were not impaired in our annual fiscal 2019, 2018, and 2017 assessments. Included in the following tables are the major categories of assets and their current carrying values that were measured at fair value on a non-recurring basis in the current year, along with the impairment loss recognized on the fair value measurement for the fiscal years then ended: As of the end of fiscal 2019 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 5,051 5,051 — Definite lived intangible assets — — 2,532 2,532 — Property, plant and equipment — — 4,714 4,714 8 Total $ — $ — $ 12,545 $ 12,545 $ 8 As of the end of fiscal 2018 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 2,944 2,944 — Definite lived intangible assets — — 1,092 1,092 — Property, plant and equipment — — 2,488 2,488 — Total $ — $ — $ 6,772 $ 6,772 $ — As of the end of fiscal 2017 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 2,775 2,775 — Definite lived intangible assets — — 1,038 1,038 — Property, plant and equipment — — 2,366 2,366 2 Total $ — $ — $ 6,427 $ 6,427 $ 2 Valuation of Goodwill and Indefinite Lived Intangible Assets ASC Topic 350 requires the Company to test goodwill for impairment at least annually. The Company conducted the impairment test on the first day of the fourth fiscal quarter, unless indications of impairment exist during an interim period. When assessing its goodwill for impairment using the quantitative test, the Company utilizes a comparable company market approach weighted equally with a discounted cash flow analysis to determine the fair value of their reporting units and corroborate the fair values. The Company utilizes a relief from royalty method to value their indefinite lived trademarks and uses the forecasts that are consistent with those used in the reporting unit analysis (Note 1. Basis of Presentation and Summary of Significant Accounting Policies for further information). Valuation of Property, Plant and Equipment and Definite Lived Intangible Assets The Company periodically realigns their manufacturing operations which results in facilities being closed and shut down and equipment transferred to other facilities or equipment being scrapped or sold. The Company utilizes appraised values to corroborate the fair value of the facilities and has utilized a scrap value based on prior facility shut downs to estimate the fair value of the equipment, which has approximated the actual value that was received. When impairment indicators exist, the Company will also perform an undiscounted cash flow analysis to determine the recoverability of the Company’s long-lived assets. The Company incurred impairment charges of $8 million and $2 million related to property, plant and equipment in fiscal year 2019 and fiscal 2017, respectively. No impairment charges were incurred in fiscal 2018 related to property, plant and equipment. The Company did not incur an impairment charge on definite lived intangible assets in fiscal 2019, 2018, or 2017. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Sep. 28, 2019 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets The following table sets forth the gross carrying amount and accumulated amortization of the Company’s goodwill and intangible assets as of the fiscal years ended: 2019 2018 Amortization Period Goodwill $ 5,051 $ 2,944 Indefinite lived Customer relationships 3,406 1,882 5 – 15 years Trademarks (indefinite lived) 248 248 Indefinite lived Trademarks (definite lived) 150 45 Not more than 15 years Other intangibles 161 185 5 – 14 years Accumulated amortization (1,185 ) (1,020 ) Intangible assets, net 2,780 1,340 Total goodwill and intangible assets, net $ 7,831 $ 4,284 Future amortization expense for definite lived intangibles as of fiscal 2019 for the next five fiscal years is $296 million, $284 million, $272 million, $263 million, and $249 million each year for fiscal years ending 2020, 2021, 2022, 2023, and 2024, respectively. |
Lease and Other Commitments and
Lease and Other Commitments and Contingencies | 12 Months Ended |
Sep. 28, 2019 | |
Lease and Other Commitments and Contingencies [Abstract] | |
Lease and Other Commitments and Contingencies | 6. Lease and Other Commitments and Contingencies The Company leases certain property, plant and equipment under long-term lease agreements. Property, plant, and equipment under capital leases are reflected on the Company’s balance sheet in property and equipment. The Company entered into new capital lease obligations totaling $31 million, and $5 million during fiscal 2018 and 2017, respectively, with various lease expiration dates through 2027. There were no new capital lease obligations entered into in fiscal 2019. The Company records amortization of capital leases in Cost of goods sold on the Consolidated Statements of Income. Assets under operating leases are not recorded on the Company’s balance sheet. Operating leases expire at various dates in the future with certain leases containing renewal options. The Company had minimum lease payments or contingent rentals of $31 million and $29 million and asset retirement obligations of $10 million and $10 million as of fiscal 2019 and 2018, respectively. Total rental expense from operating leases was $83 million, $72 million, and $67 million in fiscal 2019, 2018, and 2017, respectively. Future minimum lease payments for capital leases and non-cancellable operating leases with initial terms in excess of one year as of fiscal year end 2019 are as follows: Capital Leases Operating Leases 2020 $ 38 $ 108 2021 29 96 2022 25 78 2023 14 59 2024 9 44 Thereafter 11 169 126 $ 554 Less: amount representing interest (9 ) Present value of net minimum lease payments $ 117 The Company has entered into a series of sale-leaseback transactions, pursuant to which it sold certain facilities and is leasing these facilities back. The Company has a total deferred gain on these sale-leaseback transactions of $19 million at the end of fiscal 2019, and is amortizing this over the respective lease term of the facility. The Company also has various purchase commitments for raw materials, supplies and property and equipment incidental to the ordinary conduct of business. Litigation The Company is party to various legal proceedings involving routine claims which are incidental to its business. Although the Company’s legal and financial liability with respect to such proceedings cannot be estimated with certainty, the Company believes that any ultimate liability would not be material to its financial position, results of operations or cash flows. Collective Bargaining Agreements At the end of fiscal 2019, we employed approximately 48,000 employees, and approximately 20% of those employees were covered by collective bargaining agreements. The majority of these agreements are due for renegotiation in fiscal 2020. Our relations with employees under collective bargaining agreements remain satisfactory and there have been no significant work stoppages or other labor disputes during the past three years. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 28, 2019 | |
Income Taxes [Abstract] | |
Income Taxes | 7. Income Taxes The Company is being taxed at the U.S. corporate level as a C-Corporation and has provided U.S. Federal, State and foreign income taxes. In December 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act significantly revises the future ongoing U.S. corporate income tax by, among other things, lowering U.S. corporate income tax rates. As the Company has a September fiscal year-end, the lower corporate income tax rate was phased in during fiscal 2018 and is 21% in 2019 and subsequent years. Partially offsetting the lower corporate income tax, the Tax Act also eliminates certain domestic deductions that were previously included in our estimated annual tax rate. As part of the transition to the new tax system, the Tax Act (i) imposed a one-time repatriation tax on deemed repatriation of historical earnings of foreign subsidiaries (ii) required the Company to revalue our U.S. net deferred tax liability position to the lower federal base rate of 21%, and (iii) introduced amendments restricting the Company's ability to immediately utilize the benefit of interest expense deduction, and (iv) imposed a tax on global intangible low-taxed income provisions ("GILTI"), which is applicable beginning in fiscal 2019. The transitional impacts of the Tax Act resulted in a transition benefit of $124 million, which included a repatriation tax charge of $21 million (comprised of the U.S. repatriation taxes and foreign withholding taxes) and a net benefit of $145 million from all other changes, including the benefit from revaluing deferred taxes to the lower rate. Significant components of income tax expense for the fiscal years ended are as follows: 2019 2018 2017 Current U.S. Federal $ 60 $ 19 $ 40 State 11 8 6 Non-U.S. 67 40 58 Total current 138 67 104 Deferred: U.S. Federal (47 ) (72 ) 34 State (3 ) 12 (10 ) Non-U.S. (2 ) (26 ) (19 ) Total deferred (52 ) (86 ) 5 Expense for income taxes $ 86 $ (19 ) $ 109 U.S. income from continuing operations before income taxes was $229 million, $373 million, and $313 million for fiscal 2019, 2018, and 2017, respectively. Non-U.S. income from continuing operations before income taxes was $261 million, $104 million, and $136 million for fiscal 2019, 2018, and 2017, respectively. The Company recorded the impact of the GILTI tax in the current period. Under U.S. GAAP, the Company is permitted to make an accounting policy election to either treat future U.S. tax generated by the GILTI rules as a current-period expense when incurred or to factor such amounts into the Company’s measurement of its deferred taxes. The Company has treated GILTI as a current-period expense. The reconciliation between U.S. Federal income taxes at the statutory rate and the Company’s benefit for income taxes on continuing operations for fiscal years ended are as follows: 2019 2018 2017 U.S. Federal income tax expense at the statutory rate $ 103 $ 117 $ 157 Adjustments to reconcile to the income tax provision: U.S. state income tax expense 9 12 6 Changes in state valuation allowance — — (9 ) Research and development credits (8 ) (7 ) (7 ) Share-based compensation (12 ) (8 ) (33 ) U.S. tax reform — (124 ) — Permanent differences — — 2 Changes in foreign valuation allowance 13 (10 ) 3 Foreign income taxed in the U.S. 3 — — Manufacturing tax benefits — (6 ) (6 ) Permanent foreign currency differences — — (1 ) Rate differences between U.S. and foreign 7 3 (11 ) Sale of subsidiary (38 ) — — Other 9 4 8 Expense for income taxes $ 86 $ (19 ) $ 109 Deferred income taxes result from temporary differences between the amount of assets and liabilities recognized for financial reporting and tax purposes. The components of the net deferred income tax liability as of fiscal years ended are as follows: 2019 2018 Deferred tax assets: Allowance for doubtful accounts $ 3 $ 4 Deferred gain on sale-leaseback 5 6 Accrued liabilities and reserves 64 28 Inventories 9 9 Net operating loss carryforward 348 212 Interest expense carryforward 35 — Alternative minimum tax (AMT) credit carryforward — 8 Research and development credit carryforward 12 13 Federal and state tax credits 11 10 Other 40 19 Total deferred tax assets 527 309 Valuation allowance (141 ) (93 ) Total deferred tax assets, net of valuation allowance 386 216 Deferred tax liabilities: Property, plant and equipment 487 239 Intangible assets 597 306 Other 63 5 Total deferred tax liabilities 1,147 550 Net deferred tax liability $ (761 ) $ (334 ) As of September 28, 2019, the Company had $42 million of net deferred tax assets recorded in Other assets, and $803 million of net deferred tax liabilities recorded in Deferred income taxes on the Consolidated Balance Sheets. After Internal Revenue Code Section 382 (“Section 382”) limitations, the Company had $373 million of U.S. federal net operating loss carryforwards as of fiscal 2019, which will be available to offset future taxable income. As of fiscal year end 2019, the Company had state and foreign net operating loss carryforwards of $994 million and $896 million, respectively, which will be available to offset future taxable income. If not used, the federal net operating loss carryforwards will expire in future years beginning 2024 through 2035. The state net operating loss carryforwards will expire in future years beginning in 2019 through 2038. The foreign net operating loss carryforwards will expire in future years beginning in 2019 while a portion remains available indefinitely. The Company has $12 million of state Research and Development tax credits that will expire in future years beginning 2028 through 2038. In addition, the Company has $8 million of other state tax credits that will expire in 2020. In connection with the initial public offering, the Company entered into an income tax receivable agreement that provides for the payment to pre-initial public offering stockholders, option holders and holders of our stock appreciation rights, 85% of the amount of cash savings, if any, in U.S. federal, foreign, state and local income tax that are actually realized (or are deemed to be realized in the case of a change of control) as a result of the utilization of our and our subsidiaries’ net operating losses attributable to periods prior to the initial public offering. During 2019, the Company negotiated the final settlement payment, thereby terminating the tax receivable agreement and all amounts owed thereunder. The Company believes that it will not generate sufficient future taxable income to realize the tax benefits in certain foreign jurisdictions related to the deferred tax assets. The Company also has certain state net operating losses that may expire before they are fully utilized. Therefore, the Company has provided a valuation allowance against certain of its foreign deferred tax assets and a valuation allowance against certain of its state deferred tax assets included within the deferred tax assets. The change in ownership of Avintiv created limitations under Sec. 382 of the Internal Revenue Code on annual usage of Avintiv's net operating loss carryforwards. All of the Company’s Federal net operating loss carryforwards should be available for use within the next 15 years and are not expected to expire unutilized. Prior to the Company's acquisition of Avintiv, Avintiv was subject to certain ownership changes that resulted in the effective loss of certain NOLs. The NOLs effectively lost have been excluded from the opening balance sheet of Avintiv. As part of the effective tax rate calculation, if we determine that a deferred tax asset arising from temporary differences is not likely to be utilized, we will establish a valuation allowance against that asset to record it at its expected realizable value. The Company has not provided a valuation allowance on its federal net operating loss carryforwards in the U.S. because it has determined that future reversals of its temporary taxable differences will occur in the same periods and are of the same nature as the temporary differences giving rise to the deferred tax assets. Our valuation allowance against deferred tax assets was $141 million and $93 million as of the fiscal years ended 2019 and 2018, respectively, related to the foreign and U.S. state operations. The Company paid cash taxes of $115 million, $60 million, and $41 million in fiscal 2019, 2018, and 2017, respectively. The Company is permanently reinvested except to the extent the foreign earnings are previously taxed or to the extent that we have sufficient basis in our non-U.S. subsidiaries to repatriate earnings on a tax free basis. Uncertain Tax Positions ASC 740 prescribes a recognition threshold of more-likely-than not to be sustained upon examination as it relates to the accounting for uncertainty in income taxes recognized in an enterprise's financial statements. The Company's policy is to include interest and penalties related to gross unrecognized tax benefits within our provision for income taxes. The following table summarizes the activity related to our gross unrecognized tax benefits for fiscal years ended: 2019 2018 Beginning unrecognized tax benefits $ 74 $ 59 Gross increases – tax positions in prior periods 2 1 Gross increases – current period tax positions 6 19 Gross increases – from RPC acquisition 88 — Settlements (1 ) — Lapse of statute of limitations (4 ) (5 ) Ending unrecognized tax benefits $ 165 $ 74 As of fiscal year end 2019, the amount of unrecognized tax benefit that, if recognized, would affect our effective tax rate was $141 million and we had $36 million accrued for payment of interest and penalties related to our uncertain tax positions. Our penalties and interest related to uncertain tax positions are included in income tax expense. We and our subsidiaries are routinely examined by various taxing authorities. Although we file U.S. federal, U.S. state, and foreign tax returns, our major tax jurisdiction is the U.S. The IRS has completed an examination of our 2003, 2010 and 2011 tax years. Our 2004 – 2009, and 2012 – 2017 tax years remain subject to examination by the IRS. The IRS has completed its audit of Avintiv's 2015 pre-acquisition U.S. federal tax return. Avintiv's years 2004 – 2014 remain subject to examination by the IRS. Companhia Providência Indústria e Comércio (“Providência”) was subject to certain tax claims at the time Providência was acquired by Avintiv and have been accounted for in the financial statements as a deferred purchase price liability. There are various other on-going audits in various other jurisdictions that are not material to our financial statements. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Sep. 28, 2019 | |
Retirement Plans [Abstract] | |
Retirement Plans | 8. Retirement Plans The Company sponsors defined contribution 401(k) retirement plans covering substantially all employees. Contributions are based upon a fixed dollar amount for employees who participate and percentages of employee contributions at specified thresholds. Contribution expense for these plans was $26 million, $20 million, and $18 million for fiscal 2019, 2018, and 2017, respectively. The North American defined benefit pension plans, which cover certain manufacturing facilities, are closed to future entrants. The majority of the retirement benefit obligations in the United Kingdom ("UK"), assumed through the RPC acquisition, are defined benefit pension plans, and are closed to future entrants. The assets of all the plans are held in a separate trustee administered fund to meet long-term liabilities for past and present employees. Also acquired with the RPC acquisition, most of the Company’s German operations provide non-contributory pension plans. There is no external funding for these plans although they are secured by insolvency insurance required under German law. In general, the plans provide a fixed retirement benefit not related to salaries and are closed to new entrants. Germany represents $99 million of Mainland Europe’s total underfunded status. The net amount of liability recognized is included in Employee Benefit Obligations on the Consolidated Balance Sheets. The Company uses fiscal year end as a measurement date for the retirement plans. Fiscal 2019 Fiscal 2018 Change in Projected Benefit Obligations (PBO) North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 307 $ — $ — $ 307 $ 330 $ — $ — $ 330 Acquisition — 810 209 1,019 — — — — Service cost — — 2 2 — — — — Interest cost 12 — — 12 11 — — 11 Assumption change — 4 1 5 — — — — Currency — (24 ) (10 ) (34 ) — — — — Actuarial loss (gain) 42 44 8 94 (17 ) — — (17 ) Benefits paid (17 ) (7 ) (4 ) (28 ) (17 ) — — (17 ) End of period $ 344 $ 827 $ 206 $ 1,377 $ 307 $ — $ — $ 307 Fiscal 2019 Fiscal 2018 Change in Fair Value of Plan Assets North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 277 $ — $ — $ 277 $ 291 $ — $ — $ 291 Acquisition — 702 70 772 — — — — Currency — (22 ) (3 ) (25 ) — — — — Return on assets 9 51 2 62 — — — — Contributions — 5 2 7 3 — — 3 Benefits paid (17 ) (7 ) (4 ) (28 ) (17 ) — — (17 ) End of period $ 269 $ 729 $ 67 $ 1,065 $ 277 $ — $ — $ 277 Underfunded status $ (75 ) $ (98 ) $ (139 ) $ (312 ) $ (30 ) $ — $ — $ (30 ) At the end of fiscal 2019, the Company had $89 million of net unrealized losses recorded in Accumulated other comprehensive loss on the Consolidated Balance Sheets. The Company expects $5 million to be realized in fiscal 2020. The following table presents significant weighted-average assumptions used to determine benefit obligation and benefit cost for the fiscal years ended: Fiscal 2019 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 2.9 1.8 0.7 Discount rate for net benefit cost 4.0 2.3 1.0 Expected return on plan assets for net benefit costs 6.1 4.3 1.7 Fiscal 2018 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 4.0 — — Discount rate for net benefit cost 3.5 — — Expected return on plan assets for net benefit costs 6.1 — — In evaluating the expected return on plan assets, Berry considered its historical assumptions compared with actual results, an analysis of current market conditions, asset allocations, and the views of advisors. The return on plan assets is derived from target allocations and historical yield by asset type. A one quarter of a percentage point reduction of expected return on pension assets or discount rate applied to the pension liability would result in an immaterial change to the Company's pension expense in fiscal 2019. In accordance with the guidance from the FASB for employers’ disclosure about postretirement benefit plan assets the table below discloses fair values of each pension plan asset category and level within the fair value hierarchy in which it falls. There were no material changes or transfers between level 3 assets and the other levels, with the exception of the addition of RPC assets through the acquisition. Fiscal 2019 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 15 $ 89 $ — $ 104 U.S. large cap comingled equity funds — 124 — 124 U.S. mid cap equity mutual funds 42 — — 42 U.S. small cap equity mutual funds 3 — — 3 International equity mutual funds 18 94 — 112 Real estate equity investment funds 3 179 75 257 Corporate bond mutual funds 12 — — 12 Corporate bonds — 164 14 178 Guaranteed investment account — — 8 8 International fixed income funds 73 93 — 166 International insurance policies — — 59 59 Total $ 166 $ 743 $ 156 $ 1,065 Fiscal 2018 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 6 $ — $ — $ 6 U.S. large cap comingled equity funds — 67 — 67 U.S. mid cap equity mutual funds 50 — — 50 U.S. small cap equity mutual funds 3 — — 3 International equity mutual funds 15 — — 15 Real estate equity investment funds 3 — — 3 Corporate bond mutual funds 11 — — 11 Corporate bonds — 108 — 108 Guaranteed investment account — — 8 8 International fixed income funds 6 — — 6 Total $ 94 $ 175 $ 8 $ 277 The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid for the fiscal year end: Fiscal 2019 North America UK Mainland Europe Total 2020 $ 19 $ 28 $ 7 $ 54 2021 19 29 7 55 2022 19 29 7 55 2023 19 30 6 55 2024 19 31 8 58 2025-2029 96 158 39 293 Net pension expense included the following components as of fiscal years ended: 2019 2018 2017 Service cost $ 2 $ — $ — Interest cost 12 11 11 Amortization of net actuarial loss 6 2 3 Expected return on plan assets (24 ) (17 ) (17 ) Net periodic benefit expense (income) $ (4 ) $ (4 ) $ (3 ) Our defined benefit pension plan asset allocations as of fiscal years ended are as follows: Asset Category 2019 2018 Equity securities and equity-like instruments 50 % 50 % Debt securities and debt-like 33 45 International insurance policies 6 — Other 11 5 Total 100 % 100 % The Company’s retirement plan assets are invested with the objective of providing the plans the ability to fund current and future benefit payment requirements while minimizing annual Company contributions. The retirement plans held $35 million of the Company’s stock at the end of fiscal 2019. The Company re-addresses the allocation of its investments on a regular basis. |
Restructuring and Transaction A
Restructuring and Transaction Activities | 12 Months Ended |
Sep. 28, 2019 | |
Restructuring and Transaction Activities [Abstract] | |
Restructuring and Transaction Activities | 9. Restructuring and Transaction Activities The Company has announced various restructuring plans in the last three fiscal years which included shutting down facilities in all of the Company’s segments. In all instances, the majority of the operations from rationalized facilities was transferred to other facilities within the respective division. During fiscal 2017, the Company shut down one facility in the Health, Hygiene & Specialties division, which accounted for approximately $5 million of annual net sales, and completed the previously announced facility shut down in the Consumer Packaging North America division, which accounted for approximately $12 million of annual net sales. During fiscal 2018, the Company shut down one facility in each of the Engineered Materials, Health, Hygiene & Specialties, and Consumer Packaging North America divisions, which accounted for approximately $10 million, $30 million, and $15 million of annual net sales, respectively. During fiscal 2019, the Company did not shut down any facilities. Since 2017, total expected costs attributed to restructuring programs total $85 million with $3 million remaining to be recognized in the future. Expected Total Costs Cumulative Charges through Fiscal 2019 To be Recognized in Future Severance and termination benefits $ 62 $ 62 $ — Facility exit costs 13 10 3 Asset impairment 10 10 — Total $ 85 $ 82 $ 3 The table below sets forth the significant components of the restructuring and transaction activity charges recognized for the fiscal years ended, by segment: 2019 2018 2017 Consumer Packaging International $ 54 $ — $ — Consumer Packaging North America 12 3 8 Engineered Materials 2 6 5 Health, Hygiene & Specialties (200 ) 27 11 Consolidated $ (132 ) $ 36 $ 24 The table below sets forth the activity with respect to the restructuring charges and the impact on our accrued restructuring reserves: Employee Severance and Benefits Facility Exit Costs Non-cash Impairment Charges Transaction Activities (a) Total Balance as of fiscal 2017 $ 14 $ 5 $ — $ — $ 19 Charges 34 2 — — 36 Cash (39 ) (3 ) — — (42 ) Balance as of fiscal 2018 $ 9 $ 4 $ — $ — $ 13 Charges 10 4 8 (146 ) (124 ) Non-cash asset impairment — — (8 ) — (8 ) Cash (17 ) (3 ) — 146 126 Balance as of fiscal 2019 $ 2 $ 5 $ — $ — $ 7 (a) Consists of $214 million gain on the sale of our SFL business offset by professional fees and other costs related to the RPC acquisition. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 28, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions The Company made payments related to the income tax receivable agreement which was terminated in fiscal 2019 of $38 million and $37 million in fiscal 2019 and fiscal 2018, respectively. Apollo Global Management, LLC ("Apollo") received $29 million of the fiscal 2019 payment. Mr. Evan Bayh, a member of the Company's Board of Directors, has been employed by Apollo since 2011. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Sep. 28, 2019 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity Share Repurchases In August 2018, the Company announced that its Board authorized a $500 million share repurchase program. Share repurchases will be made through open market purchases, privately negotiated transactions, Rule 10b5-1 plans, or other transactions in accordance with applicable securities laws and in such amounts at such times as we deem appropriate based upon prevailing market and business conditions and other factors. The share repurchase program has no expiration date and may be suspended at any time. During fiscal 2019, the Company repurchased approximately 1,512 thousand shares for $72 million, at an average price of $47.64. All share repurchases were immediately retired. Common stock was reduced by the number of shares retired at $0.01 par value per share. The Company allocates the excess purchase price over par value between additional paid-in capital and retained earnings. Equity Incentive Plans In fiscal 2018, the Company amended the 2015 Berry Global Group, Inc. Long-Term Incentive Plan to authorize the issuance of million shares, an increase of million shares from the previous authorization. The Company recognized total share-based compensation expense of $27 million, $23 million, and $20 million for fiscal 2019, 2018, and 2017, respectively. The intrinsic value of options exercised in fiscal 2019 was $43 million. Information related to the equity incentive plans as of the fiscal years ended are as follows: 2019 2018 Number of Shares (in thousands) Weighted Average Exercise Price Number of Shares (in thousands) Weighted Average Exercise Price Options outstanding, beginning of period 10,744 $ 32.40 10,760 $ 28.18 Options granted 2,259 47.66 1,453 54.33 Options exercised (2,476 ) 22.41 (1,176 ) 18.62 Options forfeited or cancelled (264 ) 46.07 (293 ) 41.30 Options outstanding, end of period 10,263 $ 37.82 10,744 $ 32.40 Option price range at end of period $ 3.04-54.33 $ 3.04-54.33 Options exercisable at end of period 4,720 5,154 Options available for grant at period end 5,099 7,094 Weighted average fair value of options granted during period $ 15.34 $ 17.84 The fair value for options granted has been estimated at the date of grant using a Black-Scholes model, generally with the following weighted average assumptions: 2019 2018 2017 Risk-free interest rate 2.5 % 2.7 % 2.2 % Dividend yield 0.0 % 0.0 % 0.0 % Volatility factor 26.3 % 26.1 % 26.0 % Expected option life 6.5 years 6.5 years 6.5 years For purposes of the valuation model in fiscal years 2019, 2018, and 2017, the Company used the simplified method due to the lack of historical data upon which to estimate the expected term. The following table summarizes information about the options outstanding as of fiscal 2019 : Range of Exercise Prices Number Outstanding (in thousands) Intrinsic Value of Outstanding (in millions) Weighted Remaining Contractual Life Weighted Exercise Price Number Exercisable (in thousands) Intrinsic Value of Exercisable (in millions) Unrecognized Compensation (in millions) Weighted Recognition Period $ 3.04-54.33 10,263 $ 69 6.5 years $ 37.82 4,720 $ 54 $ 5 2.1 years |
Segment and Geographic Data
Segment and Geographic Data | 12 Months Ended |
Sep. 28, 2019 | |
Segment and Geographic Data [Abstract] | |
Segment and Geographic Data | 12. Segment and Geographic Data Berry’s operations are organized into four reporting segments: Consumer Packaging International, Consumer Packaging North America, Engineered Materials, and Health, Hygiene & Specialties. The structure is designed to align us with our customers, provide improved service, and drive future growth in a cost efficient manner. Selected information by reportable segment is presented in the following tables: 2019 2018 2017 Net sales Consumer Packaging International $ 1,229 $ 215 $ 200 Consumer Packaging North America 2,636 2,463 2,351 Engineered Materials 2,538 2,633 2,337 Health, Hygiene & Specialties 2,475 2,558 2,207 Total $ 8,878 $ 7,869 $ 7,095 Operating income Consumer Packaging International $ 12 $ 17 $ 23 Consumer Packaging North America 234 190 200 Engineered Materials 318 $ 365 311 Health, Hygiene & Specialties 410 189 198 Total $ 974 $ 761 $ 732 Depreciation and amortization Consumer Packaging International $ 93 $ 15 $ 14 Consumer Packaging North America 216 229 231 Engineered Materials 116 108 101 Health, Hygiene & Specialties 188 186 175 Total $ 613 $ 538 $ 521 2019 2018 Total assets: Consumer Packaging International $ 7,085 $ 203 Consumer Packaging North America 4,243 3,220 Engineered Materials 1,862 1,968 Health, Hygiene & Specialties 3,279 3,740 Total assets $ 16,469 $ 9,131 Selected information by geographical region is presented in the following tables: 2019 2018 2017 Net sales: North America $ 6,465 $ 6,474 $ 5,850 South America 297 332 333 Europe, Middle East, India, Africa 1,720 807 646 Asia Pacific 396 256 266 Total net sales $ 8,878 $ 7,869 $ 7,095 2019 2018 Long-lived assets: North America $ 6,921 $ 5,764 South America 307 320 Europe, Middle East, India, Africa 4,780 463 Asia Pacific 704 299 Total Long-lived assets $ 12,712 $ 6,846 Selected information by product line is presented in the following tables: (in percentages) 2019 2018 2017 Net sales: Packaging 67 % 100 % 100 % Non-packaging 33 — — Consumer Packaging International 100 % 100 % 100 % Rigid Open Top 45 % 44 % 43 % Rigid Closed Top 55 56 57 Consumer Packaging North America 100 % 100 % 100 % Core Films 40 % 41 % 44 % Retail & Industrial 60 59 56 Engineered Materials 100 % 100 % 100 % Health 15 % 18 % 19 % Hygiene 53 51 45 Specialties 32 31 36 Health, Hygiene & Specialties 100 % 100 % 100 % |
Net Income per Share
Net Income per Share | 12 Months Ended |
Sep. 28, 2019 | |
Net Income per Share [Abstract] | |
Net Income per Share | 13. Net Income per Share Basic net income per share is calculated by dividing the net income attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Diluted net income per share is computed by dividing the net income attributable to common stockholders by the weighted-average number of common share equivalents outstanding for the period determined using the treasury-stock method and the if-converted method. For purposes of this calculation, stock options are considered to be common stock equivalents and are only included in the calculation of diluted net income per share when their effect is dilutive. There were 5 million shares excluded from the fiscal 2019 diluted net income per share calculation as their effect would be anti-dilutive. There were no shares excluded from the fiscal 2018 and fiscal 2017 calculations. The following tables and discussion provide a reconciliation of the numerator and denominator of the basic and diluted net income per share computations. (in millions, except per share amounts) 2019 2018 2017 Numerator Net income attributable to the Company $ 404 $ 496 $ 340 Denominator Weighted average common shares outstanding - basic 131.3 131.4 127.6 Dilutive shares 3.3 3.8 5.0 Weighted average common and common equivalent shares outstanding - diluted 134.6 135.2 132.6 Per common share income Basic $ 3.08 $ 3.77 $ 2.66 Diluted $ 3.00 $ 3.67 $ 2.56 |
Guarantor and Non-Guarantor Fin
Guarantor and Non-Guarantor Financial Information | 12 Months Ended |
Sep. 28, 2019 | |
Guarantor and Non-Guarantor Financial Information [Abstract] | |
Guarantor and Non-Guarantor Financial Information | 14. Guarantor and Non-Guarantor Financial Information Berry Global, Inc. (“Issuer”) has notes outstanding which are fully, jointly, severally, and unconditionally guaranteed by its parent, Berry Global Group, Inc. (for purposes of this Note, “Parent”) and substantially all of Issuer’s domestic subsidiaries. Separate narrative information or financial statements of the guarantor subsidiaries have not been included because they are 100% owned by Parent and the guarantor subsidiaries unconditionally guarantee such debt on a joint and several basis. A guarantee of a guarantor subsidiary of the securities will terminate upon the following customary circumstances: the sale of the capital stock of such guarantor if such sale complies with the indentures, the designation of such guarantor as an unrestricted subsidiary, the defeasance or discharge of the indenture or in the case of a restricted subsidiary that is required to guarantee after the relevant issuance date, if such guarantor no longer guarantees certain other indebtedness of the issuer. The guarantees of the guarantor subsidiaries are also limited as necessary to prevent them from constituting a fraudulent conveyance under applicable law and any guarantees guaranteeing subordinated debt are subordinated to certain other of the Company’s debts. Parent also guarantees the Issuer’s term loans and revolving credit facilities. The guarantor subsidiaries guarantee our term loans and are co-borrowers under our revolving credit facility. Presented below is condensed consolidating financial information for the Parent, Issuer, guarantor subsidiaries and non-guarantor subsidiaries. The Issuer and guarantor financial information includes all of our domestic operating subsidiaries; our non-guarantor subsidiaries include our foreign subsidiaries, certain immaterial domestic subsidiaries and the unrestricted subsidiaries under the Issuer’s indentures. The Parent uses the equity method to account for its ownership in the Issuer in the Condensed Consolidating Supplemental Financial Statements. The Issuer uses the equity method to account for its ownership in the guarantor and non-guarantor subsidiaries. All consolidating entries are included in the eliminations column along with the elimination of intercompany balances. Condensed Supplemental Consolidated Statements of Operations Fiscal 2019 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 561 $ 5,390 $ 2,927 $ — $ 8,878 Cost of goods sold — 381 4,500 2,378 — 7,259 Selling, general and administrative — 66 333 184 — 583 Amortization of intangibles — — 135 59 — 194 Restructuring and impairment charges — — 52 (184 ) — (132 ) Operating income — 114 370 490 — 974 Other (income) expense, net — 163 — (8 ) — 155 Interest expense, net — 20 219 90 — 329 Equity in net income of subsidiaries (490 ) (496 ) — — 986 — Income (loss) before income taxes 490 427 151 408 (986 ) 490 Income tax expense (benefits) 86 23 (2 ) 65 (86 ) 86 Net income (loss) $ 404 $ 404 $ 153 $ 343 $ (900 ) $ 404 Currency translation (71 ) 136 — (207 ) 71 (71 ) Pension and postretirement benefit (55 ) (48 ) — (7 ) 55 (55 ) Derivative instruments (111 ) (108 ) — (3 ) 111 (111 ) Provision for income taxes 7 7 — — (7 ) 7 Comprehensive income (loss) $ 174 $ 391 $ 153 $ 126 $ (670 ) $ 174 Fiscal 2018 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 574 $ 5,465 $ 1,830 $ — $ 7,869 Cost of goods sold — 346 4,558 1,534 — 6,438 Selling, general and administrative — 63 309 108 — 480 Amortization of intangibles — 1 127 26 — 154 Restructuring and impairment charges — — 20 16 — 36 Operating income — 164 451 146 — 761 Other (income) expense, net — 8 8 9 — 25 Interest expense, net — 8 225 26 — 259 Equity in net income of subsidiaries (477 ) (307 ) — — 784 — Income (loss) before income taxes 477 455 218 111 (784 ) 477 Income tax expense (benefit) (19 ) (41 ) (2 ) 24 19 (19 ) Net income (loss) $ 496 $ 496 $ 220 $ 87 $ (803 ) $ 496 Currency translation (127 ) (11 ) (3 ) (113 ) 127 (127 ) Pension and postretirement benefit 3 — — 3 (3 ) 3 Derivative instruments 49 49 — — (49 ) 49 Provision for income taxes (13 ) (13 ) — — 13 (13 ) Comprehensive income (loss) $ 408 $ 521 $ 217 $ (23 ) $ (715 ) $ 408 Fiscal 2017 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 587 $ 4,861 $ 1,647 $ — $ 7,095 Cost of goods sold — 438 3,920 1,333 — 5,691 Selling, general and administrative — 55 335 104 — 494 Amortization of intangibles — 6 120 28 — 154 Restructuring and impairment charges — — 14 10 — 24 Operating income — 88 472 172 — 732 Other (income) expense, net — 8 (1 ) 7 — 14 Interest expense, net — 12 229 28 — 269 Equity in net income of subsidiaries (449 ) (341 ) — — 790 — Income (loss) before income taxes 449 409 244 137 (790 ) 449 Income tax expense (benefit) 109 69 — 40 (109 ) 109 Net income (loss) $ 340 $ 340 $ 244 $ 97 $ (681 ) $ 340 Currency translation 34 — — 34 (34 ) 34 Pension and postretirement benefit 38 25 — 13 (38 ) 38 Derivative instruments 28 28 — — (28 ) 28 Provision for income taxes (20 ) (20 ) — — 20 (20 ) Comprehensive income (loss) $ 420 $ 373 $ 244 $ 144 $ (761 ) $ 420 Condensed Supplemental Consolidated Balance Sheets As of fiscal year end 2019 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 42 $ 2 $ 706 $ — $ 750 Accounts receivable — 64 482 980 — 1,526 Intercompany receivable 503 1,401 — 381 (2,285 ) — Inventories — 51 568 705 — 1,324 Prepaid expenses and other current assets — 15 13 129 — 157 Total current assets 503 1,573 1,065 2,901 (2,285 ) 3,757 Property, plant and equipment — 78 1,645 2,991 — 4,714 Goodwill and intangible assets — 78 3,600 4,153 — 7,831 Investment in subsidiaries 1,918 12,728 1,105 — (15,751 ) — Other assets — 67 1 99 — 167 Total assets $ 2,421 $ 14,524 $ 7,416 $ 10,144 $ (18,036 ) $ 16,469 Liabilities and equity Current liabilities: Accounts payable $ — $ 47 $ 329 $ 783 $ — $ 1,159 Accrued expenses and other current liabilities — 203 179 394 — 776 Intercompany payable — — 1,859 426 (2,285 ) — Current portion of long-term debt — 99 5 — — 104 Total current liabilities — 349 2,372 1,603 (2,285 ) 2,039 Long-term debt, less current portion — 11,184 11 66 — 11,261 Deferred income taxes 803 — — — — 803 Other long-term liabilities — 281 62 405 — 748 Total long-term liabilities 803 11,465 73 471 — 12,812 Total liabilities 803 11,814 2,445 2,074 (2,285 ) 14,851 Total equity (deficit) 1,618 2,710 4,971 8,070 (15,751 ) 1,618 Total liabilities and equity (deficit) $ 2,421 $ 14,524 $ 7,416 $ 10,144 $ (18,036 ) $ 16,469 As of fiscal year end 2018 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 133 $ 4 $ 244 $ — $ 381 Accounts receivable, net — 42 555 344 — 941 Intercompany receivable 296 1,907 — 49 (2,252 ) — Inventories — 56 664 167 — 887 Prepaid expenses and other current assets — 18 17 41 — 76 Total current assets 296 2,156 1,240 845 (2,252 ) 2,285 Property, plant and equipment — 79 1,684 725 — 2,488 Goodwill and intangible assets — 79 3,742 463 — 4,284 Investment in subsidiaries 1,513 6,151 1,105 — (8,769 ) — Other assets 31 17 2 24 — 74 Total assets $ 1,840 $ 8,482 $ 7,773 $ 2,057 $ (11,021 ) $ 9,131 Liabilities and equity Current liabilities: Accounts payable $ — $ 42 $ 468 $ 273 $ — $ 783 Accrued expenses and other current liabilities 18 146 159 93 — 416 Intercompany payable — — 2,252 — (2,252 ) — Current portion of long-term debt — 30 8 — — 38 Total current liabilities 18 218 2,887 366 (2,252 ) 1,237 Long-term debt, less current portion — 5,782 23 1 — 5,806 Deferred income taxes 365 — — — — 365 Other long-term liabilities 23 163 45 58 — 289 Total long-term liabilities 388 5,945 68 59 — 6,460 Total liabilities 406 6,163 2,955 425 (2,252 ) 7,697 — — — — — — Total equity (deficit) 1,434 2,319 4,818 1,632 (8,769 ) 1,434 Total liabilities and equity (deficit) $ 1,840 $ 8,482 $ 7,773 $ 2,057 $ (11,021 ) $ 9,131 Condensed Supplemental Consolidated Statements of Cash Flows Fiscal 2019 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flow from Operating Activities $ — $ 89 $ 693 $ 419 $ — $ 1,201 Cash Flow from Investing Activities Additions to property, plant and equipment — — (235 ) (164 ) — (399 ) Divestiture of business — — — 326 — 326 Acquisition purchase price derivatives — (99 ) — — — (99 ) (Contributions) distributions to/from subsidiaries 19 (6,090 ) — — 6,071 — Intercompany advances (repayments) — 517 — — (517 ) — Acquisition of business — — (8 ) (6,071 ) — (6,079 ) Net cash from investing activities 19 (5,672 ) (243 ) (5,909 ) 5,554 (6,251 ) Cash Flow from Financing Activities Proceeds from long-term borrowings — 6,784 — — — 6,784 Repayment of long-term borrowings — (1,205 ) (7 ) (2 ) — (1,214 ) Proceeds from issuance of common stock 55 — — — — 55 Repurchase of common stock (74 ) — — — — (74 ) Payment of tax receivable agreement (38 ) — — — — (38 ) Debt financing costs — (87 ) — — — (87 ) Changes in intercompany balances 38 — (445 ) (110 ) 517 — Contribution from Parent — — — 6,071 (6,071 ) — Net cash from financing activities (19 ) 5,492 (452 ) 5,959 (5,554 ) 5,426 Effect of currency translation on cash — — — (7 ) — (7 ) Net change in cash and cash equivalents — (91 ) (2 ) 462 — 369 Cash and cash equivalents at beginning of period — 133 4 244 — 381 Cash and cash equivalents at end of period $ — $ 42 $ 2 $ 706 $ — $ 750 Fiscal 2018 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flow from Operating Activities $ — $ 133 $ 651 $ 220 $ — $ 1,004 Cash Flow from Investing Activities Additions to property, plant and equipment — (5 ) (241 ) (90 ) — (336 ) Proceeds from sale of assets — — 3 — — 3 (Contributions) distributions to/from subsidiaries 10 (715 ) — — 705 — Intercompany advances (repayments) — 538 — — (538 ) — Acquisition of business — — (632 ) (70 ) — (702 ) Net cash from investing activities 10 (182 ) (870 ) (160 ) 167 (1,035 ) Cash Flow from Financing Activities Proceeds from long-term borrowings — 498 — — — 498 Repayment of long-term borrowings — (331 ) (3 ) (1 ) — (335 ) Proceeds from issuance of common stock 23 — — — — 23 Repurchase of common stock (33 ) — — — — (33 ) Payment of tax receivable agreement (37 ) — — — — (37 ) Debt financing costs — (3 ) — — — (3 ) Changes in intercompany balances 37 — (418 ) (157 ) 538 — Contribution from Parent — — 632 73 (705 ) — Net cash from financing activities (10 ) 164 211 (85 ) (167 ) 113 Effect of currency translation on cash — — — (7 ) — (7 ) Net change in cash and cash equivalents — 115 (8 ) (32 ) — 75 Cash and cash equivalents at beginning of period — 18 12 276 — 306 Cash and cash equivalents at end of period $ — $ 133 $ 4 $ 244 $ — $ 381 Fiscal 2017 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flow from Operating Activities $ — $ 128 $ 647 $ 200 $ — $ 975 Cash Flow from Investing Activities Additions to property, plant and equipment — (19 ) (209 ) (41 ) — (269 ) Proceeds from sale of assets — 1 5 — — 6 (Contributions) distributions to/from subsidiaries (31 ) (484 ) — — 515 — Intercompany advances (repayments) — 428 — — (428 ) — Acquisition of business — — (515 ) — — (515 ) Other investing activities, net — 4 — — — 4 Net cash from investing activities (31 ) (70 ) (719 ) (41 ) 87 (774 ) Cash Flow from Financing Activities Proceeds from long-term borrowings — 495 — — — 495 Repayment of long-term borrowings — (632 ) (3 ) (1 ) — (636 ) Proceeds from issuance of common stock 31 — — — — 31 Payment of tax receivable agreement (111 ) — — — — (111 ) Debt financing costs — (5 ) — — — (5 ) Changes in intercompany balances 111 — (433 ) (106 ) 428 — Contribution from Parent — — 515 — (515 ) — Net cash from financing activities 31 (142 ) 79 (107 ) (87 ) (226 ) Effect of currency translation on cash — — — 8 — 8 Net change in cash and cash equivalents — (84 ) 7 60 — (17 ) Cash and cash equivalents at beginning of period — 102 5 216 — 323 Cash and cash equivalents at end of period $ — $ 18 $ 12 $ 276 $ — $ 306 |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Sep. 28, 2019 | |
Quarterly Financial Data (Unaudited) [Abstract] | |
Quarterly Financial Data (Unaudited) | 15. Quarterly Financial Data (Unaudited) The following table contains selected unaudited quarterly financial data for fiscal years ended. 2019 2018 First Second Third Fourth First Second Third Fourth Net sales $ 1,972 $ 1,950 $ 1,937 $ 3,019 $ 1,776 $ 1,967 $ 2,072 $ 2,054 Cost of goods sold 1,619 1,578 1,551 2,511 1,447 1,596 1,690 1,705 Gross profit 353 372 386 508 329 371 382 349 Net income $ 88 $ 74 $ 13 $ 229 $ 163 $ 90 $ 110 $ 133 Net income per share: Basic $ 0.67 $ 0.57 $ 0.10 $ 1.74 $ 1.24 $ 0.69 $ 0.83 $ 1.01 Diluted $ 0.66 $ 0.55 $ 0.10 $ 1.69 $ 1.20 $ 0.66 $ 0.81 $ 0.99 |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 28, 2019 | |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commissions. Periods presented in these financial statements include fiscal periods ending September 28, 2019 (“fiscal 2019 ”), September 29, 2018 (“fiscal 2018 ”), and September 30 , 2017 (“fiscal 2017 ”). The Company has recast certain prior period amounts to conform to current reporting. Fiscal 2019 , fiscal 2018 , and fiscal 2017 were fifty-two week periods. The Company has evaluated subsequent events through the date the financial statements were issued. |
Consolidation | The consolidated financial statements include the accounts of Berry and its subsidiaries, all of which includes our wholly owned and majority owned subsidiaries. The Company has certain foreign subsidiaries that report on a calendar period basis which we consolidate into our respective fiscal period. Intercompany accounts and transactions have been eliminated in consolidation. |
Revenue Recognition | Revenue Recognition Our revenues are primarily derived from the sale of plastic packaging products to customers. Revenue is recognized when performance obligations are satisfied, in an amount reflecting the consideration to which the Company expects to be entitled. We consider the promise to transfer products to be our sole performance obligation. If the consideration agreed to in a contract includes a variable amount, we estimate the amount of consideration we expect to be entitled to in exchange for transferring the promised goods to the customer using the most likely amount method. Our main sources of variable consideration are customer rebates and cash discounts. There are no material instances where variable consideration is constrained and not recorded at the initial time of sale. Generally our revenue is recognized at a point in time for standard promised goods at the time of shipment, when title and risk of loss pass to the customer. A small number of our contracts are for sales of products which are customer specific and cannot be repurposed. Sales for these products qualify for over time recognition and are immaterial to the Company. Our rebate programs are individually negotiated with customers and contain a variety of different terms and conditions. Certain rebates are calculated as flat percentages of purchases, while others include tiered volume incentives. These rebates may be payable monthly, quarterly, or annually. The calculation of the accrued rebate balance involves management estimates, especially where the terms of the rebate involve tiered volume levels that require estimates of expected annual sales. These provisions are based on estimates derived from current program requirements and historical experience. The accrual for customer rebates was $114 million and $58 million at September 28, 2019 and September 29, 2018, respectively, and is included in Accrued expenses and other current liabilities. Due to the nature of our sales transactions, we have elected the following practical expedients: (i) Shipping and handling costs are treated as fulfillment costs. Accordingly, shipping and handling costs are classified as a component of Cost of goods sold while amounts billed to customers are classified as a component of Net Sales; (ii) We exclude sales and similar taxes that are imposed on our sales and collected from customers; (iii) As our standard payment terms are less than one year, we do not assess whether a contract has a significant financing component. The Company disaggregates revenue based on reportable business segment, geography, and significant product line. Refer to Note 12. Segment and Geographic Data for further information. |
Purchases of Raw Materials and Concentration of Risk | Purchases of Raw Materials and Concentration of Risk The Company’s most significant raw material used in the production of its products is plastic resin. The largest supplier of the Company’s total resin material requirements represented approximately 13 % of purchases in fiscal 2019 . The Company uses a variety of suppliers to meet its resin requirements. |
Research and Development | Research and Development Research and development costs are expensed when incurred. The Company incurred research and development expenditures of $50 million, $45 million, and $45 million in fiscal 2019 , 2018 , and 2017 , respectively. |
Stock-Based Compensation | Share-Based Compensation The Company utilizes the Black-Scholes option valuation model for estimating the fair value of stock options and amortizes the estimated fair value on a straight-line basis over the requisite service period. The share-based compensation plan is more fully described in Note 11. Stockholders’ Equity. |
Foreign Currency | Foreign Currency For the non-U.S. subsidiaries that account in a functional currency other than U.S. Dollars, assets and liabilities are translated into U.S. Dollars using period-end exchange rates. Sales and expenses are translated at the average exchange rates in effect during the period. Foreign currency translation gains and losses are included as a component of Accumulated other comprehensive income (loss) within Stockholders’ equity. Gains and losses resulting from foreign currency transactions are included in the Consolidated Statements of Income. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid investments purchased with a maturity of three months or less from the time of purchase are considered to be cash equivalents. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company’s customers are located principally throughout the U.S. and Europe, without significant concentration with any one customer. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. The Company’s accounts receivable and related allowance for doubtful accounts are analyzed in detail on a quarterly basis and all significant customers with delinquent balances are reviewed to determine future collectability. The determinations are based on legal issues (such as bankruptcy status), past history, current financial and credit agency reports, and the experience of the credit representatives. Reserves are established in the quarter in which the Company makes the determination that the account is deemed uncollectible. The Company maintains additional reserves based on its historical bad debt experience. The following table summarizes the activity for fiscal years ended for the allowance for doubtful accounts: 2019 2018 2017 Allowance for doubtful accounts, beginning $ 13 $ 13 $ 8 Acquisition allowance for doubtful accounts 13 2 5 Bad debt expense 2 1 1 Write-offs against allowance — (3 ) (1 ) Allowance for doubtful accounts, ending $ 28 $ 13 $ 13 |
Accounts Receivable Factoring Agreements | Accounts Receivable Factoring Agreements The Company has entered into various factoring agreements, both in the U.S. and at a number of foreign subsidiaries, to sell certain receivables to unrelated third-party financial institutions. The Company accounts for these transactions in accordance with ASC 860, "Transfers and Servicing" ("ASC 860"). ASC 860 allows for the ownership transfer of accounts receivable to qualify for sale treatment when the appropriate criteria is met, which permits the Company to present the balances sold under the program to be excluded from Accounts receivable on the Consolidated Balance Sheets. Receivables are considered sold when (i) they are transferred beyond the reach of the Company and its creditors, (ii) the purchaser has the right to pledge or exchange the receivables, and (iii) the Company has surrendered control over the transferred receivables. In addition, the Company provides no other forms of continued financial support to the purchaser of the receivables once the receivables are sold. There were no amounts outstanding from financial institutions related to U.S. based programs at September 28, 2019 or September 29, 2018 . Gross amounts factored under these U.S. based programs at September 28, 2019 and September 29, 2018 were $284 million and $162 million, respectively. The fees associated with transfer of receivables for all programs were not material for any of the periods presented. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value and are valued using the first-in, first-out method. Management periodically reviews inventory balances, using recent and future expected sales to identify slow-moving and/or obsolete items. The cost of spare parts is charged to cost of goods sold when purchased. We evaluate our reserve for inventory obsolescence on a quarterly basis and review inventory on-hand to determine future salability. We base our determinations on the age of the inventory and the experience of our personnel. We reserve inventory that we deem to be not salable in the quarter in which we make the determination. We believe, based on past history and our policies and procedures, that our net inventory is salable. Inventory as of fiscal 2019 and 2018 was: Inventories: 2019 2018 Finished goods $ 743 $ 503 Raw materials 581 384 $ 1,324 $ 887 |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from 15 to 40 years for buildings and improvements, 2 to 20 years for machinery, equipment, and tooling, and over the term of the agreement for capital leases. Leasehold improvements are depreciated over the shorter of the useful life of the improvement or the lease term. Repairs and maintenance costs are charged to expense as incurred. The Company capitalized interest of $10 million, $9 million, and $7 million in fiscal 2019, 2018, and 2017, respectively. Property, plant and equipment as of fiscal 2019 and 2018 was: Property, plant and equipment: 2019 2018 Land, buildings and improvements $ 1,549 $ 875 Equipment and construction in progress 6,090 4,242 7,639 5,117 Less accumulated depreciation (2,925 ) (2,629 ) $ 4,714 $ 2,488 |
Long-Lived Assets | Long-lived Assets Long-lived assets, including property, plant and equipment and definite lived intangible assets are reviewed for impairment in accordance with ASC 360, "Property, Plant and Equipment," whenever facts and circumstances indicate that the carrying amount may not be recoverable. Specifically, this process involves comparing an asset’s carrying value to the estimated undiscounted future cash flows the asset is expected to generate over its remaining life. If this process were to result in the conclusion that the carrying value of a long-lived asset would not be recoverable, a write-down of the asset to fair value would be recorded through a charge to operations. Fair value is determined based upon discounted cash flows or appraisals as appropriate. Long-lived assets that are held for sale are reported at the lower of the assets’ carrying amount or fair value less costs related to the assets’ disposition. The Company recorded impairment charges totaling $8 million to property, plant and equipment assets in fiscal 2019. The company recorded no impairment charges in fiscal 2018. The Company recorded impairment charges totaling $2 million to property, plant and equipment assets in fiscal 2017 . Impairment charges are recorded in Restructuring and transaction activities on the Consolidated Statements of Income. |
Goodwill | Goodwill The Company follows the principles provided by ASC 350, "Intangibles - Goodwill and Other." Goodwill is not amortized but rather reviewed annually for impairment. The Company performed its annual impairment evaluation on the first day of the fourth fiscal quarter. For purposes of conducting our annual goodwill impairment test, the Company determined that we have seven reporting units, Health, Hygiene & Specialties (“HHS”) – North America ("NA"), HHS – South America ("SA"), HHS – Europe ("EU"), HHS – Asia ("AS"), Consumer Packaging, Tapes, and Engineered Materials. We determined that each of the components within our respective reporting units have similar economic characteristics and therefore should be aggregated. We reached this conclusion because within each of our reporting units, we have similar products, management oversight, production processes, markets served, and/or common geographic region which allow us to share resources across the manufacturing facilities. We regularly re-align our production equipment and manufacturing facilities in order to take advantage of cost savings and manufacturing efficiency opportunities, and to realize cost synergies. In addition, we utilize our research and development centers, design center, tool shops, and graphics center which all provide benefits to each of the reporting units and work on new products that can benefit multiple product lines. We also believe that the goodwill is recoverable from the overall operations of the unit given our synergies from leveraging the combined resources, common raw materials, common research and development, similar margins and similar distribution methodologies. In our HHS segment, we operate in four geographical regions where distinct management teams oversee operations and allocate resources across the entire region. In fiscal year 2019, the Company applied the qualitative assessment and concluded that it was more likely than not that the fair value of each reporting unit exceeded the carrying amount except for the HHS-SA reporting unit due to prior year step-one results. The HHS-SA reporting unit's fair value is estimated based on a market approach and a discounted cash flow analysis and is reconciled back to the current market capitalization for Berry to ensure that the implied control premium is reasonable. Our forecasts included overall revenue growth of 2% increasing to 4% in the terminal year, margins consistent with historical results, a discount rate of 13.5% applied to the forecasted cash flows, and capital expenditure levels consistent with historical spend. The fair value of the HHS-SA reporting unit exceeded its carrying value by 25% and thus no impairment was recorded. Additionally, based on prior year annual impairment evaluations the Company concluded that no impairment existed in fiscal 2018 and fiscal 2017. However, future declines in valuation market multiples, sustained lower earnings, or macroeconomic challenges could impact future impairment tests. In July 2019, after the completion of the RPC acquisition, the Company reorganized into four reporting segments in an effort to better align with our customers, provide improved service, drive future growth, and facilitate cost saving synergies. Post realignment, the Company completed a qualitative assessment and determined it is more likely than not that the fair value of each reporting unit exceeded its carrying amount. The Company has recognized cumulative goodwill impairment charges of $165 million, which occurred in fiscal 2011. The changes in the carrying amount of goodwill by reportable segment are as follows: Consumer Packaging International Consumer Packaging North America Engineered Materials Health, Hygiene & Specialties Total Balance as of fiscal 2017 $ 48 $ 1,411 $ 542 $ 774 $ 2,775 Foreign currency translation adjustment (2 ) (2 ) — (23 ) (27 ) Acquisitions — — 87 109 196 Balance as of fiscal 2018 $ 46 $ 1,409 $ 629 $ 860 $ 2,944 Foreign currency translation adjustment (73 ) (1 ) — 7 (67 ) Acquisitions 1,705 500 9 2 2,216 Dispositions — — — (42 ) (42 ) Balance as of fiscal 2019 $ 1,678 $ 1,908 $ 638 $ 827 $ 5,051 |
Deferred Financing Fees | Deferred Financing Fees Deferred financing fees are amortized to interest expense using the effective interest method over the lives of the respective debt agreements. Pursuant to ASC 835-30 the Company presents $112 million and $43 million as of fiscal 2019 and fiscal 2018, respectively, of debt issuance and deferred financing costs on the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. |
Intangible Assets | Intangible Assets Customer relationships are being amortized using an accelerated amortization method which corresponds with the customer attrition rates used in the initial valuation of the intangibles over the estimated life of the relationships which range from 5 to 15 years. Definite lived trademarks are being amortized using the straight-line method over the estimated life of the asset which is not more than 15 years. Other intangibles, which include technology and licenses, are being amortized using the straight-line method over the estimated life of the assets which range from 5 to 14 years. The Company evaluates the remaining useful life of intangible assets on a periodic basis to determine whether events and circumstances warrant a revision to the remaining useful life. Certain trademarks that are expected to remain in use, which are indefinite lived intangible assets, are required to be reviewed for impairment annually. The Company has trademarks that total approximately $248 million that are indefinite lived and we test annually for impairment on the first day of the fourth quarter. We completed the annual impairment test of our indefinite lived trade names utilizing the relief from royalty method and noted no impairment in fiscal 2019, 2018 and 2017. Customer Relationships Trademarks Other Intangibles Accumulated Amortization Total Balance as of fiscal 2017 $ 1,922 $ 335 $ 184 $ (1,155 ) $ 1,286 Foreign currency translation adjustment (17 ) (1 ) (2 ) 8 (12 ) Amortization expense — — — (154 ) (154 ) Acquisition intangibles 177 9 34 — 220 Netting of fully amortized intangibles (200 ) (50 ) (31 ) 281 — Balance as of fiscal 2018 $ 1,882 $ 293 $ 185 $ (1,020 ) $ 1,340 Foreign currency translation adjustment (56 ) (4 ) (2 ) 4 (58 ) Amortization expense — — — (194 ) (194 ) Acquisition/disposition intangibles 1,590 108 (22 ) 16 1,692 Netting of fully amortized intangibles (9 ) — — 9 — Balance as of fiscal 2019 $ 3,407 $ 397 $ 161 $ (1,185 ) $ 2,780 |
Insurable Liabilities | Insurable Liabilities The Company records liabilities for the self-insured portion of workers’ compensation, health, product, general and auto liabilities. The determination of these liabilities and related expenses is dependent on claims experience. For most of these liabilities, claims incurred but not yet reported are estimated based upon historical claims experience. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability approach, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequence of events that have been recognized in the Company’s financial statements or income tax returns. Income taxes are recognized during the period in which the underlying transactions are recorded. Deferred taxes, with the exception of non-deductible goodwill, are provided for temporary differences between amounts of assets and liabilities as recorded for financial reporting purposes and such amounts as measured by tax laws. If the Company determines that a deferred tax asset arising from temporary differences is not likely to be utilized, the Company will establish a valuation allowance against that asset to record it at its expected realizable value. The Company recognizes uncertain tax positions when it is more likely than not that the tax position will be sustained upon examination by relevant taxing authorities, based on the technical merits of the position. The amount recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company’s effective tax rate is dependent on many factors including: the impact of enacted tax laws in jurisdictions in which the Company operates; the amount of earnings by jurisdiction, due to varying tax rates in each country; and the Company’s ability to utilize foreign tax credits related to foreign taxes paid on foreign earnings that will be remitted to the U.S. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income and other comprehensive income (loss). Other comprehensive losses include net unrealized gains or losses resulting from currency translations of foreign subsidiaries, changes in the value of our derivative instruments and adjustments to the pension liability. The accumulated balances related to each component of other comprehensive income (loss) were as follows: Currency Translation Defined Benefit Pension and Retiree Health Benefit Plans Derivative Instruments Accumulated Other Comprehensive Loss Balance as of fiscal 2016 $ (82 ) $ (44 ) $ (22 ) $ (148 ) Other comprehensive loss 34 25 7 66 Net amount reclassified from accumulated other comprehensive income (loss) — 13 21 34 Provision for income taxes — (10 ) (10 ) (20 ) Balance as of fiscal 2017 $ (48 ) $ (16 ) $ (4 ) $ (68 ) Other comprehensive income (127 ) 9 46 (72 ) Net amount reclassified from accumulated other comprehensive income (loss) — (6 ) 3 (3 ) Provision for income taxes — — (13 ) (13 ) Balance as of fiscal 2018 $ (175 ) $ (13 ) $ 32 $ (156 ) Other comprehensive income (71 ) (3 ) (135 ) (209 ) Net amount reclassified from accumulated other comprehensive income (loss) (a) — (52 ) 24 (28 ) Provision for income taxes (33 ) 12 28 7 Balance as of fiscal 2019 $ (279 ) $ (56 ) $ (51 ) $ (386 ) (a) See Note 4 for further discussion on amounts reclassified out of accumulated other comprehensive income (loss) related to interest rate swaps and Note 8 for amounts reclassified related to pensions. |
Pension | Pension Pension benefit costs include assumptions for the discount rate, retirement age, and expected return on plan assets. Retiree medical plan costs include assumptions for the discount rate, retirement age, and health-care-cost trend rates. Periodically, the Company evaluates the discount rate and the expected return on plan assets in its defined benefit pension and retiree health benefit plans. In evaluating these assumptions, the Company considers many factors, including an evaluation of the discount rates, expected return on plan assets and the health-care-cost trend rates of other companies; historical assumptions compared with actual results; an analysis of current market conditions and asset allocations; and the views of advisers. |
Net Income Per Share | Net Income Per Share The Company calculates basic net income per share based on the weighted-average number of outstanding common shares. The Company calculates diluted net income per share based on the weighted-average number of outstanding common shares plus the effect of dilutive securities. |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make extensive use of estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of sales and expenses. Actual results could differ materially from these estimates. Changes in estimates are recorded in results of operations in the period that the event or circumstances giving rise to such changes occur. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Revenue Recognition In May 2014, the FASB issued a final standard on revenue recognition. Under the new standard, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted the new standard effective for fiscal 2019 using the modified retrospective approach. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Under the new standard, the lessee of an operating lease will be required to do the following: 1) recognize a right-of-use asset and a lease liability in the statement of financial position, 2) recognize a single lease cost allocated over the lease term generally on a straight-line basis, and 3) classify all cash payments within operating activities on the statement of cash flows. Companies are required to adopt this standard using a modified retrospective transition method. The Company will adopt the standard beginning in fiscal 2020 and will recognize the cumulative effect of applying the new standard to retained earnings, which the Company does not expect to be material. The standard provides a number of optional practical expedients in transition. We expect to elect the “package of practical expedients”, which permits us not to reassess under the standard our prior conclusions about lease identification, lease classification and initial direct costs. The standard also provides practical expedients for the Company’s ongoing accounting. We currently expect to elect the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, we will not recognize right-of-use (“ROU”) assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. We anticipate recognizing ROU assets and related lease liabilities of approximately $600 million upon adoption of the standard. Credit Losses In June 2016, the FASB issued 2016-13, Financial Instruments - Credit Losses (Topic 326) and issued subsequent amendments to the initial guidance. The new standard requires entities to measure all expected credit losses for most financial assets held at the reporting date based on an expected loss model, which includes historical experience, current conditions, and reasonable and supportable forecasts. The new standard also requires enhanced disclosure. The new standard is effective for interim and annual periods beginning after December 15, 2019. The Company is in the process of evaluating this new standard, however, the Company does not expect the impact to be material. Retirement Benefits In March 2017, the FASB issued ASU 2017-07, Compensation – Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires employers to report the service cost component in the same line item as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations. If a separate line item is not used to present the other components of net benefit cost, then the line item used in the income statement to present the other components of net benefit cost must be disclosed. The new standard is effective for interim and annual periods beginning after December 15, 2017 and should be applied on a retrospective basis. Early adoption is permitted. The Company adopted the new standard in fiscal 2019, the result of which did not have a material impact on our disclosures. Stranded Tax Effects In February 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The current standard, ASC Topic 740 - Income Taxes, requires deferred tax liabilities and assets to be adjusted for the effect of a change in tax laws or rates with the effect included in income from continuing operations in the reporting period that includes the enactment date. This includes the tax effects of items in accumulated other comprehensive income (“AOCI”) that were originally recognized in other comprehensive income, subsequently creating stranded tax effects. ASU 2018-02 allows a reclassification from AOCI to retained earnings for stranded tax effects specifically resulting from the U.S. federal government’s recently enacted tax bill, the Tax Cuts and Jobs Act. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those periods. Early adoption is permitted. The Company adopted ASU 2018-02 in fiscal 2018, the results of which did not have a material impact on the consolidated financial statements. Fair Value In August 2018, the FASB issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement. The new standard modifies disclosure requirements including removing requirements to disclose the valuation process for Level 3 measurements and adding requirements to disclose the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements and the range and weighted average of significant unobservable inputs used to develop Level 3 measurements. The new standard is effective for interim and annual periods beginning after December 15, 2019. The Company is currently evaluating the impact of the adoption of this standard to our disclosures. Defined Benefit Plans In August 2018, the FASB issued ASU 2018-14, Changes to the Disclosure Requirements for Defined Benefit Plans. The new standard removes requirements to disclose the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year and the effects of a one-percentage-point changes in assumed health care cost trend rates. The standard also adds requirements to disclose the reasons for significant gains and losses related to changes in the benefit obligations for the period and the accumulated benefit obligation (ABO) for plans with ABOs in excess of plan assets. The new standard will be effective for fiscal years ending after December 15, 2020. The Company is currently evaluating the impact of the adoption of this standard to our disclosures. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Allowance for Doubtful Accounts | The following table summarizes the activity for fiscal years ended for the allowance for doubtful accounts: 2019 2018 2017 Allowance for doubtful accounts, beginning $ 13 $ 13 $ 8 Acquisition allowance for doubtful accounts 13 2 5 Bad debt expense 2 1 1 Write-offs against allowance — (3 ) (1 ) Allowance for doubtful accounts, ending $ 28 $ 13 $ 13 |
Inventories | Inventory as of fiscal 2019 and 2018 was: Inventories: 2019 2018 Finished goods $ 743 $ 503 Raw materials 581 384 $ 1,324 $ 887 |
Property, Plant and Equipment | Property, plant and equipment as of fiscal 2019 and 2018 was: Property, plant and equipment: 2019 2018 Land, buildings and improvements $ 1,549 $ 875 Equipment and construction in progress 6,090 4,242 7,639 5,117 Less accumulated depreciation (2,925 ) (2,629 ) $ 4,714 $ 2,488 |
Goodwill | The changes in the carrying amount of goodwill by reportable segment are as follows: Consumer Packaging International Consumer Packaging North America Engineered Materials Health, Hygiene & Specialties Total Balance as of fiscal 2017 $ 48 $ 1,411 $ 542 $ 774 $ 2,775 Foreign currency translation adjustment (2 ) (2 ) — (23 ) (27 ) Acquisitions — — 87 109 196 Balance as of fiscal 2018 $ 46 $ 1,409 $ 629 $ 860 $ 2,944 Foreign currency translation adjustment (73 ) (1 ) — 7 (67 ) Acquisitions 1,705 500 9 2 2,216 Dispositions — — — (42 ) (42 ) Balance as of fiscal 2019 $ 1,678 $ 1,908 $ 638 $ 827 $ 5,051 |
Intangible Assets | Customer Relationships Trademarks Other Intangibles Accumulated Amortization Total Balance as of fiscal 2017 $ 1,922 $ 335 $ 184 $ (1,155 ) $ 1,286 Foreign currency translation adjustment (17 ) (1 ) (2 ) 8 (12 ) Amortization expense — — — (154 ) (154 ) Acquisition intangibles 177 9 34 — 220 Netting of fully amortized intangibles (200 ) (50 ) (31 ) 281 — Balance as of fiscal 2018 $ 1,882 $ 293 $ 185 $ (1,020 ) $ 1,340 Foreign currency translation adjustment (56 ) (4 ) (2 ) 4 (58 ) Amortization expense — — — (194 ) (194 ) Acquisition/disposition intangibles 1,590 108 (22 ) 16 1,692 Netting of fully amortized intangibles (9 ) — — 9 — Balance as of fiscal 2019 $ 3,407 $ 397 $ 161 $ (1,185 ) $ 2,780 |
Accumulated Other Comprehensive Income (Loss) | The accumulated balances related to each component of other comprehensive income (loss) were as follows: Currency Translation Defined Benefit Pension and Retiree Health Benefit Plans Derivative Instruments Accumulated Other Comprehensive Loss Balance as of fiscal 2016 $ (82 ) $ (44 ) $ (22 ) $ (148 ) Other comprehensive loss 34 25 7 66 Net amount reclassified from accumulated other comprehensive income (loss) — 13 21 34 Provision for income taxes — (10 ) (10 ) (20 ) Balance as of fiscal 2017 $ (48 ) $ (16 ) $ (4 ) $ (68 ) Other comprehensive income (127 ) 9 46 (72 ) Net amount reclassified from accumulated other comprehensive income (loss) — (6 ) 3 (3 ) Provision for income taxes — — (13 ) (13 ) Balance as of fiscal 2018 $ (175 ) $ (13 ) $ 32 $ (156 ) Other comprehensive income (71 ) (3 ) (135 ) (209 ) Net amount reclassified from accumulated other comprehensive income (loss) (a) — (52 ) 24 (28 ) Provision for income taxes (33 ) 12 28 7 Balance as of fiscal 2019 $ (279 ) $ (56 ) $ (51 ) $ (386 ) (a) See Note 4 for further discussion on amounts reclassified out of accumulated other comprehensive income (loss) related to interest rate swaps and Note 8 for amounts reclassified related to pensions. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | Long-term debt consists of the following: Facility Maturity Date September 28, 2019 September 29, 2018 Term loan October 2022 $ 1,545 $ 1,545 Term loan January 2024 489 493 Term loan July 2026 4,250 — Term loan - euro denominated July 2026 1,176 — Revolving line of credit May 2024 — — 5.50% Second Priority Senior Secured Notes May 2022 500 500 6.00% Second Priority Senior Secured Notes October 2022 400 400 5.125% Second Priority Senior Secured Notes July 2023 700 700 4.50% Second Priority Senior Secured Notes February 2026 500 500 4.875% First Priority Senior Secured Notes July 2026 1,250 — 5.625% Second Priority Senior Secured Notes July 2027 500 — Debt discounts and deferred fees (112 ) (43 ) Capital leases and other Various 167 135 Retired debt Various — 1,614 Total long-term debt 11,365 5,844 Current portion of long-term debt (104 ) (38 ) Long-term debt, less current portion $ 11,261 $ 5,806 |
Future Maturities of Long-Term Debt | Future maturities of long-term debt as of fiscal year end 2019 are as follows: Fiscal Year Maturities 2020 $ 104 2021 94 2022 90 2023 2,522 2024 1,234 Thereafter 7,433 $ 11,477 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Fair Value of Derivatives and Location on Consolidated Balance Sheets | The Company records the fair value positions of all derivative financial instruments on a net basis by counterparty for which a master netting arrangement is utilized. Balances on a gross basis are as follows: Derivatives Instruments Hedge Designation Balance Sheet Location 2019 2018 Cross-currency swaps Designated Other assets $ 88 $ — Cross-currency swaps Designated Other long-term liabilities — 11 Interest rate swaps Designated Other assets — 16 Interest rate swaps Designated Other long-term liabilities 81 — Interest rate swaps Not designated Other long-term liabilities — 1 |
Effect of Derivatives on Consolidated Statements of Income | The effect of the Company’s derivative instruments on the Consolidated Statements of Income is as follows: Fiscal years ended Derivatives instruments Statements of Income Location September 28, 2019 September 29, 2018 September 30, 2017 Cross-currency swaps (a) Interest expense, net $ (19 ) $ (5 ) $ — Cross-currency swaps (b) Other expense, net 41 — (2 ) Foreign exchange forward contracts Other expense, net 99 — — Interest rate swaps Interest expense, net 2 (1 ) 24 (a) Designated (b) Not designated |
Assets Measured at Fair Value on Non-recurring Basis | Included in the following tables are the major categories of assets and their current carrying values that were measured at fair value on a non-recurring basis in the current year, along with the impairment loss recognized on the fair value measurement for the fiscal years then ended: As of the end of fiscal 2019 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 5,051 5,051 — Definite lived intangible assets — — 2,532 2,532 — Property, plant and equipment — — 4,714 4,714 8 Total $ — $ — $ 12,545 $ 12,545 $ 8 As of the end of fiscal 2018 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 2,944 2,944 — Definite lived intangible assets — — 1,092 1,092 — Property, plant and equipment — — 2,488 2,488 — Total $ — $ — $ 6,772 $ 6,772 $ — As of the end of fiscal 2017 Level 1 Level 2 Level 3 Total Impairment Indefinite lived trademarks $ — $ — $ 248 $ 248 $ — Goodwill — — 2,775 2,775 — Definite lived intangible assets — — 1,038 1,038 — Property, plant and equipment — — 2,366 2,366 2 Total $ — $ — $ 6,427 $ 6,427 $ 2 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | The following table sets forth the gross carrying amount and accumulated amortization of the Company’s goodwill and intangible assets as of the fiscal years ended: 2019 2018 Amortization Period Goodwill $ 5,051 $ 2,944 Indefinite lived Customer relationships 3,406 1,882 5 – 15 years Trademarks (indefinite lived) 248 248 Indefinite lived Trademarks (definite lived) 150 45 Not more than 15 years Other intangibles 161 185 5 – 14 years Accumulated amortization (1,185 ) (1,020 ) Intangible assets, net 2,780 1,340 Total goodwill and intangible assets, net $ 7,831 $ 4,284 |
Lease and Other Commitments a_2
Lease and Other Commitments and Contingencies (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Lease and Other Commitments and Contingencies [Abstract] | |
Future Minimum Payments for Capital and Non-Cancellable Operating Leases | Future minimum lease payments for capital leases and non-cancellable operating leases with initial terms in excess of one year as of fiscal year end 2019 are as follows: Capital Leases Operating Leases 2020 $ 38 $ 108 2021 29 96 2022 25 78 2023 14 59 2024 9 44 Thereafter 11 169 126 $ 554 Less: amount representing interest (9 ) Present value of net minimum lease payments $ 117 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Income Taxes [Abstract] | |
Components of Income Tax Expense | Significant components of income tax expense for the fiscal years ended are as follows: 2019 2018 2017 Current U.S. Federal $ 60 $ 19 $ 40 State 11 8 6 Non-U.S. 67 40 58 Total current 138 67 104 Deferred: U.S. Federal (47 ) (72 ) 34 State (3 ) 12 (10 ) Non-U.S. (2 ) (26 ) (19 ) Total deferred (52 ) (86 ) 5 Expense for income taxes $ 86 $ (19 ) $ 109 |
Effective Income Tax Rate Reconciliation | The reconciliation between U.S. Federal income taxes at the statutory rate and the Company’s benefit for income taxes on continuing operations for fiscal years ended are as follows: 2019 2018 2017 U.S. Federal income tax expense at the statutory rate $ 103 $ 117 $ 157 Adjustments to reconcile to the income tax provision: U.S. state income tax expense 9 12 6 Changes in state valuation allowance — — (9 ) Research and development credits (8 ) (7 ) (7 ) Share-based compensation (12 ) (8 ) (33 ) U.S. tax reform — (124 ) — Permanent differences — — 2 Changes in foreign valuation allowance 13 (10 ) 3 Foreign income taxed in the U.S. 3 — — Manufacturing tax benefits — (6 ) (6 ) Permanent foreign currency differences — — (1 ) Rate differences between U.S. and foreign 7 3 (11 ) Sale of subsidiary (38 ) — — Other 9 4 8 Expense for income taxes $ 86 $ (19 ) $ 109 |
Net Deferred Income Tax Liability | The components of the net deferred income tax liability as of fiscal years ended are as follows: 2019 2018 Deferred tax assets: Allowance for doubtful accounts $ 3 $ 4 Deferred gain on sale-leaseback 5 6 Accrued liabilities and reserves 64 28 Inventories 9 9 Net operating loss carryforward 348 212 Interest expense carryforward 35 — Alternative minimum tax (AMT) credit carryforward — 8 Research and development credit carryforward 12 13 Federal and state tax credits 11 10 Other 40 19 Total deferred tax assets 527 309 Valuation allowance (141 ) (93 ) Total deferred tax assets, net of valuation allowance 386 216 Deferred tax liabilities: Property, plant and equipment 487 239 Intangible assets 597 306 Other 63 5 Total deferred tax liabilities 1,147 550 Net deferred tax liability $ (761 ) $ (334 ) |
Gross Unrecognized Tax Benefits | The following table summarizes the activity related to our gross unrecognized tax benefits for fiscal years ended: 2019 2018 Beginning unrecognized tax benefits $ 74 $ 59 Gross increases – tax positions in prior periods 2 1 Gross increases – current period tax positions 6 19 Gross increases – from RPC acquisition 88 — Settlements (1 ) — Lapse of statute of limitations (4 ) (5 ) Ending unrecognized tax benefits $ 165 $ 74 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Retirement Plans [Abstract] | |
Change in Projected Benefit Obligations and Fair Value of Plan Assets | The net amount of liability recognized is included in Employee Benefit Obligations on the Consolidated Balance Sheets. The Company uses fiscal year end as a measurement date for the retirement plans. Fiscal 2019 Fiscal 2018 Change in Projected Benefit Obligations (PBO) North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 307 $ — $ — $ 307 $ 330 $ — $ — $ 330 Acquisition — 810 209 1,019 — — — — Service cost — — 2 2 — — — — Interest cost 12 — — 12 11 — — 11 Assumption change — 4 1 5 — — — — Currency — (24 ) (10 ) (34 ) — — — — Actuarial loss (gain) 42 44 8 94 (17 ) — — (17 ) Benefits paid (17 ) (7 ) (4 ) (28 ) (17 ) — — (17 ) End of period $ 344 $ 827 $ 206 $ 1,377 $ 307 $ — $ — $ 307 Fiscal 2019 Fiscal 2018 Change in Fair Value of Plan Assets North America UK Mainland Europe Total North America UK Mainland Europe Total Beginning of period $ 277 $ — $ — $ 277 $ 291 $ — $ — $ 291 Acquisition — 702 70 772 — — — — Currency — (22 ) (3 ) (25 ) — — — — Return on assets 9 51 2 62 — — — — Contributions — 5 2 7 3 — — 3 Benefits paid (17 ) (7 ) (4 ) (28 ) (17 ) — — (17 ) End of period $ 269 $ 729 $ 67 $ 1,065 $ 277 $ — $ — $ 277 Underfunded status $ (75 ) $ (98 ) $ (139 ) $ (312 ) $ (30 ) $ — $ — $ (30 ) |
Weighted-Average Assumptions Used to Determine Benefit Obligation and Benefit Cost | The following table presents significant weighted-average assumptions used to determine benefit obligation and benefit cost for the fiscal years ended: Fiscal 2019 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 2.9 1.8 0.7 Discount rate for net benefit cost 4.0 2.3 1.0 Expected return on plan assets for net benefit costs 6.1 4.3 1.7 Fiscal 2018 (Percentages) North America UK Mainland Europe Weighted-average assumptions: Discount rate for benefit obligation 4.0 — — Discount rate for net benefit cost 3.5 — — Expected return on plan assets for net benefit costs 6.1 — — |
Fair Value of Plan Assets | In accordance with the guidance from the FASB for employers’ disclosure about postretirement benefit plan assets the table below discloses fair values of each pension plan asset category and level within the fair value hierarchy in which it falls. There were no material changes or transfers between level 3 assets and the other levels, with the exception of the addition of RPC assets through the acquisition. Fiscal 2019 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 15 $ 89 $ — $ 104 U.S. large cap comingled equity funds — 124 — 124 U.S. mid cap equity mutual funds 42 — — 42 U.S. small cap equity mutual funds 3 — — 3 International equity mutual funds 18 94 — 112 Real estate equity investment funds 3 179 75 257 Corporate bond mutual funds 12 — — 12 Corporate bonds — 164 14 178 Guaranteed investment account — — 8 8 International fixed income funds 73 93 — 166 International insurance policies — — 59 59 Total $ 166 $ 743 $ 156 $ 1,065 Fiscal 2018 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 6 $ — $ — $ 6 U.S. large cap comingled equity funds — 67 — 67 U.S. mid cap equity mutual funds 50 — — 50 U.S. small cap equity mutual funds 3 — — 3 International equity mutual funds 15 — — 15 Real estate equity investment funds 3 — — 3 Corporate bond mutual funds 11 — — 11 Corporate bonds — 108 — 108 Guaranteed investment account — — 8 8 International fixed income funds 6 — — 6 Total $ 94 $ 175 $ 8 $ 277 |
Expected Future Benefit Payments | The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid for the fiscal year end: Fiscal 2019 North America UK Mainland Europe Total 2020 $ 19 $ 28 $ 7 $ 54 2021 19 29 7 55 2022 19 29 7 55 2023 19 30 6 55 2024 19 31 8 58 2025-2029 96 158 39 293 |
Net Pension Expense | Net pension expense included the following components as of fiscal years ended: 2019 2018 2017 Service cost $ 2 $ — $ — Interest cost 12 11 11 Amortization of net actuarial loss 6 2 3 Expected return on plan assets (24 ) (17 ) (17 ) Net periodic benefit expense (income) $ (4 ) $ (4 ) $ (3 ) |
Plan Asset Allocations | Our defined benefit pension plan asset allocations as of fiscal years ended are as follows: Asset Category 2019 2018 Equity securities and equity-like instruments 50 % 50 % Debt securities and debt-like 33 45 International insurance policies 6 — Other 11 5 Total 100 % 100 % |
Restructuring and Transaction_2
Restructuring and Transaction Activities (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Restructuring and Transaction Activities [Abstract] | |
Restructuring Charges | Since 2017, total expected costs attributed to restructuring programs total $85 million with $3 million remaining to be recognized in the future. Expected Total Costs Cumulative Charges through Fiscal 2019 To be Recognized in Future Severance and termination benefits $ 62 $ 62 $ — Facility exit costs 13 10 3 Asset impairment 10 10 — Total $ 85 $ 82 $ 3 The table below sets forth the significant components of the restructuring and transaction activity charges recognized for the fiscal years ended, by segment: 2019 2018 2017 Consumer Packaging International $ 54 $ — $ — Consumer Packaging North America 12 3 8 Engineered Materials 2 6 5 Health, Hygiene & Specialties (200 ) 27 11 Consolidated $ (132 ) $ 36 $ 24 |
Restructuring Accrual Activity | The table below sets forth the activity with respect to the restructuring charges and the impact on our accrued restructuring reserves: Employee Severance and Benefits Facility Exit Costs Non-cash Impairment Charges Transaction Activities (a) Total Balance as of fiscal 2017 $ 14 $ 5 $ — $ — $ 19 Charges 34 2 — — 36 Cash (39 ) (3 ) — — (42 ) Balance as of fiscal 2018 $ 9 $ 4 $ — $ — $ 13 Charges 10 4 8 (146 ) (124 ) Non-cash asset impairment — — (8 ) — (8 ) Cash (17 ) (3 ) — 146 126 Balance as of fiscal 2019 $ 2 $ 5 $ — $ — $ 7 (a) Consists of $214 million gain on the sale of our SFL business offset by professional fees and other costs related to the RPC acquisition. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Stockholders' Equity [Abstract] | |
Stock Option Activity | Information related to the equity incentive plans as of the fiscal years ended are as follows: 2019 2018 Number of Shares (in thousands) Weighted Average Exercise Price Number of Shares (in thousands) Weighted Average Exercise Price Options outstanding, beginning of period 10,744 $ 32.40 10,760 $ 28.18 Options granted 2,259 47.66 1,453 54.33 Options exercised (2,476 ) 22.41 (1,176 ) 18.62 Options forfeited or cancelled (264 ) 46.07 (293 ) 41.30 Options outstanding, end of period 10,263 $ 37.82 10,744 $ 32.40 Option price range at end of period $ 3.04-54.33 $ 3.04-54.33 Options exercisable at end of period 4,720 5,154 Options available for grant at period end 5,099 7,094 Weighted average fair value of options granted during period $ 15.34 $ 17.84 |
Valuation Assumptions Used for Options Granted | The fair value for options granted has been estimated at the date of grant using a Black-Scholes model, generally with the following weighted average assumptions: 2019 2018 2017 Risk-free interest rate 2.5 % 2.7 % 2.2 % Dividend yield 0.0 % 0.0 % 0.0 % Volatility factor 26.3 % 26.1 % 26.0 % Expected option life 6.5 years 6.5 years 6.5 years |
Options Outstanding | The following table summarizes information about the options outstanding as of fiscal 2019 : Range of Exercise Prices Number Outstanding (in thousands) Intrinsic Value of Outstanding (in millions) Weighted Remaining Contractual Life Weighted Exercise Price Number Exercisable (in thousands) Intrinsic Value of Exercisable (in millions) Unrecognized Compensation (in millions) Weighted Recognition Period $ 3.04-54.33 10,263 $ 69 6.5 years $ 37.82 4,720 $ 54 $ 5 2.1 years |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Segment and Geographic Data [Abstract] | |
Selected Information by Reportable Segment | Selected information by reportable segment is presented in the following tables: 2019 2018 2017 Net sales Consumer Packaging International $ 1,229 $ 215 $ 200 Consumer Packaging North America 2,636 2,463 2,351 Engineered Materials 2,538 2,633 2,337 Health, Hygiene & Specialties 2,475 2,558 2,207 Total $ 8,878 $ 7,869 $ 7,095 Operating income Consumer Packaging International $ 12 $ 17 $ 23 Consumer Packaging North America 234 190 200 Engineered Materials 318 $ 365 311 Health, Hygiene & Specialties 410 189 198 Total $ 974 $ 761 $ 732 Depreciation and amortization Consumer Packaging International $ 93 $ 15 $ 14 Consumer Packaging North America 216 229 231 Engineered Materials 116 108 101 Health, Hygiene & Specialties 188 186 175 Total $ 613 $ 538 $ 521 2019 2018 Total assets: Consumer Packaging International $ 7,085 $ 203 Consumer Packaging North America 4,243 3,220 Engineered Materials 1,862 1,968 Health, Hygiene & Specialties 3,279 3,740 Total assets $ 16,469 $ 9,131 |
Selected Information by Geographical Region | Selected information by geographical region is presented in the following tables: 2019 2018 2017 Net sales: North America $ 6,465 $ 6,474 $ 5,850 South America 297 332 333 Europe, Middle East, India, Africa 1,720 807 646 Asia Pacific 396 256 266 Total net sales $ 8,878 $ 7,869 $ 7,095 2019 2018 Long-lived assets: North America $ 6,921 $ 5,764 South America 307 320 Europe, Middle East, India, Africa 4,780 463 Asia Pacific 704 299 Total Long-lived assets $ 12,712 $ 6,846 |
Selected Information by Product Line | Selected information by product line is presented in the following tables: (in percentages) 2019 2018 2017 Net sales: Packaging 67 % 100 % 100 % Non-packaging 33 — — Consumer Packaging International 100 % 100 % 100 % Rigid Open Top 45 % 44 % 43 % Rigid Closed Top 55 56 57 Consumer Packaging North America 100 % 100 % 100 % Core Films 40 % 41 % 44 % Retail & Industrial 60 59 56 Engineered Materials 100 % 100 % 100 % Health 15 % 18 % 19 % Hygiene 53 51 45 Specialties 32 31 36 Health, Hygiene & Specialties 100 % 100 % 100 % |
Net Income per Share (Tables)
Net Income per Share (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Net Income per Share [Abstract] | |
Basic and Diluted Net Income per Share | The following tables and discussion provide a reconciliation of the numerator and denominator of the basic and diluted net income per share computations. (in millions, except per share amounts) 2019 2018 2017 Numerator Net income attributable to the Company $ 404 $ 496 $ 340 Denominator Weighted average common shares outstanding - basic 131.3 131.4 127.6 Dilutive shares 3.3 3.8 5.0 Weighted average common and common equivalent shares outstanding - diluted 134.6 135.2 132.6 Per common share income Basic $ 3.08 $ 3.77 $ 2.66 Diluted $ 3.00 $ 3.67 $ 2.56 |
Guarantor and Non-Guarantor F_2
Guarantor and Non-Guarantor Financial Information (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Guarantor and Non-Guarantor Financial Information [Abstract] | |
Condensed Supplemental Consolidated Financial Information | Condensed Supplemental Consolidated Statements of Operations Fiscal 2019 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 561 $ 5,390 $ 2,927 $ — $ 8,878 Cost of goods sold — 381 4,500 2,378 — 7,259 Selling, general and administrative — 66 333 184 — 583 Amortization of intangibles — — 135 59 — 194 Restructuring and impairment charges — — 52 (184 ) — (132 ) Operating income — 114 370 490 — 974 Other (income) expense, net — 163 — (8 ) — 155 Interest expense, net — 20 219 90 — 329 Equity in net income of subsidiaries (490 ) (496 ) — — 986 — Income (loss) before income taxes 490 427 151 408 (986 ) 490 Income tax expense (benefits) 86 23 (2 ) 65 (86 ) 86 Net income (loss) $ 404 $ 404 $ 153 $ 343 $ (900 ) $ 404 Currency translation (71 ) 136 — (207 ) 71 (71 ) Pension and postretirement benefit (55 ) (48 ) — (7 ) 55 (55 ) Derivative instruments (111 ) (108 ) — (3 ) 111 (111 ) Provision for income taxes 7 7 — — (7 ) 7 Comprehensive income (loss) $ 174 $ 391 $ 153 $ 126 $ (670 ) $ 174 Fiscal 2018 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 574 $ 5,465 $ 1,830 $ — $ 7,869 Cost of goods sold — 346 4,558 1,534 — 6,438 Selling, general and administrative — 63 309 108 — 480 Amortization of intangibles — 1 127 26 — 154 Restructuring and impairment charges — — 20 16 — 36 Operating income — 164 451 146 — 761 Other (income) expense, net — 8 8 9 — 25 Interest expense, net — 8 225 26 — 259 Equity in net income of subsidiaries (477 ) (307 ) — — 784 — Income (loss) before income taxes 477 455 218 111 (784 ) 477 Income tax expense (benefit) (19 ) (41 ) (2 ) 24 19 (19 ) Net income (loss) $ 496 $ 496 $ 220 $ 87 $ (803 ) $ 496 Currency translation (127 ) (11 ) (3 ) (113 ) 127 (127 ) Pension and postretirement benefit 3 — — 3 (3 ) 3 Derivative instruments 49 49 — — (49 ) 49 Provision for income taxes (13 ) (13 ) — — 13 (13 ) Comprehensive income (loss) $ 408 $ 521 $ 217 $ (23 ) $ (715 ) $ 408 Fiscal 2017 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 587 $ 4,861 $ 1,647 $ — $ 7,095 Cost of goods sold — 438 3,920 1,333 — 5,691 Selling, general and administrative — 55 335 104 — 494 Amortization of intangibles — 6 120 28 — 154 Restructuring and impairment charges — — 14 10 — 24 Operating income — 88 472 172 — 732 Other (income) expense, net — 8 (1 ) 7 — 14 Interest expense, net — 12 229 28 — 269 Equity in net income of subsidiaries (449 ) (341 ) — — 790 — Income (loss) before income taxes 449 409 244 137 (790 ) 449 Income tax expense (benefit) 109 69 — 40 (109 ) 109 Net income (loss) $ 340 $ 340 $ 244 $ 97 $ (681 ) $ 340 Currency translation 34 — — 34 (34 ) 34 Pension and postretirement benefit 38 25 — 13 (38 ) 38 Derivative instruments 28 28 — — (28 ) 28 Provision for income taxes (20 ) (20 ) — — 20 (20 ) Comprehensive income (loss) $ 420 $ 373 $ 244 $ 144 $ (761 ) $ 420 Condensed Supplemental Consolidated Balance Sheets As of fiscal year end 2019 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 42 $ 2 $ 706 $ — $ 750 Accounts receivable — 64 482 980 — 1,526 Intercompany receivable 503 1,401 — 381 (2,285 ) — Inventories — 51 568 705 — 1,324 Prepaid expenses and other current assets — 15 13 129 — 157 Total current assets 503 1,573 1,065 2,901 (2,285 ) 3,757 Property, plant and equipment — 78 1,645 2,991 — 4,714 Goodwill and intangible assets — 78 3,600 4,153 — 7,831 Investment in subsidiaries 1,918 12,728 1,105 — (15,751 ) — Other assets — 67 1 99 — 167 Total assets $ 2,421 $ 14,524 $ 7,416 $ 10,144 $ (18,036 ) $ 16,469 Liabilities and equity Current liabilities: Accounts payable $ — $ 47 $ 329 $ 783 $ — $ 1,159 Accrued expenses and other current liabilities — 203 179 394 — 776 Intercompany payable — — 1,859 426 (2,285 ) — Current portion of long-term debt — 99 5 — — 104 Total current liabilities — 349 2,372 1,603 (2,285 ) 2,039 Long-term debt, less current portion — 11,184 11 66 — 11,261 Deferred income taxes 803 — — — — 803 Other long-term liabilities — 281 62 405 — 748 Total long-term liabilities 803 11,465 73 471 — 12,812 Total liabilities 803 11,814 2,445 2,074 (2,285 ) 14,851 Total equity (deficit) 1,618 2,710 4,971 8,070 (15,751 ) 1,618 Total liabilities and equity (deficit) $ 2,421 $ 14,524 $ 7,416 $ 10,144 $ (18,036 ) $ 16,469 As of fiscal year end 2018 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 133 $ 4 $ 244 $ — $ 381 Accounts receivable, net — 42 555 344 — 941 Intercompany receivable 296 1,907 — 49 (2,252 ) — Inventories — 56 664 167 — 887 Prepaid expenses and other current assets — 18 17 41 — 76 Total current assets 296 2,156 1,240 845 (2,252 ) 2,285 Property, plant and equipment — 79 1,684 725 — 2,488 Goodwill and intangible assets — 79 3,742 463 — 4,284 Investment in subsidiaries 1,513 6,151 1,105 — (8,769 ) — Other assets 31 17 2 24 — 74 Total assets $ 1,840 $ 8,482 $ 7,773 $ 2,057 $ (11,021 ) $ 9,131 Liabilities and equity Current liabilities: Accounts payable $ — $ 42 $ 468 $ 273 $ — $ 783 Accrued expenses and other current liabilities 18 146 159 93 — 416 Intercompany payable — — 2,252 — (2,252 ) — Current portion of long-term debt — 30 8 — — 38 Total current liabilities 18 218 2,887 366 (2,252 ) 1,237 Long-term debt, less current portion — 5,782 23 1 — 5,806 Deferred income taxes 365 — — — — 365 Other long-term liabilities 23 163 45 58 — 289 Total long-term liabilities 388 5,945 68 59 — 6,460 Total liabilities 406 6,163 2,955 425 (2,252 ) 7,697 — — — — — — Total equity (deficit) 1,434 2,319 4,818 1,632 (8,769 ) 1,434 Total liabilities and equity (deficit) $ 1,840 $ 8,482 $ 7,773 $ 2,057 $ (11,021 ) $ 9,131 Condensed Supplemental Consolidated Statements of Cash Flows Fiscal 2019 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flow from Operating Activities $ — $ 89 $ 693 $ 419 $ — $ 1,201 Cash Flow from Investing Activities Additions to property, plant and equipment — — (235 ) (164 ) — (399 ) Divestiture of business — — — 326 — 326 Acquisition purchase price derivatives — (99 ) — — — (99 ) (Contributions) distributions to/from subsidiaries 19 (6,090 ) — — 6,071 — Intercompany advances (repayments) — 517 — — (517 ) — Acquisition of business — — (8 ) (6,071 ) — (6,079 ) Net cash from investing activities 19 (5,672 ) (243 ) (5,909 ) 5,554 (6,251 ) Cash Flow from Financing Activities Proceeds from long-term borrowings — 6,784 — — — 6,784 Repayment of long-term borrowings — (1,205 ) (7 ) (2 ) — (1,214 ) Proceeds from issuance of common stock 55 — — — — 55 Repurchase of common stock (74 ) — — — — (74 ) Payment of tax receivable agreement (38 ) — — — — (38 ) Debt financing costs — (87 ) — — — (87 ) Changes in intercompany balances 38 — (445 ) (110 ) 517 — Contribution from Parent — — — 6,071 (6,071 ) — Net cash from financing activities (19 ) 5,492 (452 ) 5,959 (5,554 ) 5,426 Effect of currency translation on cash — — — (7 ) — (7 ) Net change in cash and cash equivalents — (91 ) (2 ) 462 — 369 Cash and cash equivalents at beginning of period — 133 4 244 — 381 Cash and cash equivalents at end of period $ — $ 42 $ 2 $ 706 $ — $ 750 Fiscal 2018 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flow from Operating Activities $ — $ 133 $ 651 $ 220 $ — $ 1,004 Cash Flow from Investing Activities Additions to property, plant and equipment — (5 ) (241 ) (90 ) — (336 ) Proceeds from sale of assets — — 3 — — 3 (Contributions) distributions to/from subsidiaries 10 (715 ) — — 705 — Intercompany advances (repayments) — 538 — — (538 ) — Acquisition of business — — (632 ) (70 ) — (702 ) Net cash from investing activities 10 (182 ) (870 ) (160 ) 167 (1,035 ) Cash Flow from Financing Activities Proceeds from long-term borrowings — 498 — — — 498 Repayment of long-term borrowings — (331 ) (3 ) (1 ) — (335 ) Proceeds from issuance of common stock 23 — — — — 23 Repurchase of common stock (33 ) — — — — (33 ) Payment of tax receivable agreement (37 ) — — — — (37 ) Debt financing costs — (3 ) — — — (3 ) Changes in intercompany balances 37 — (418 ) (157 ) 538 — Contribution from Parent — — 632 73 (705 ) — Net cash from financing activities (10 ) 164 211 (85 ) (167 ) 113 Effect of currency translation on cash — — — (7 ) — (7 ) Net change in cash and cash equivalents — 115 (8 ) (32 ) — 75 Cash and cash equivalents at beginning of period — 18 12 276 — 306 Cash and cash equivalents at end of period $ — $ 133 $ 4 $ 244 $ — $ 381 Fiscal 2017 Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flow from Operating Activities $ — $ 128 $ 647 $ 200 $ — $ 975 Cash Flow from Investing Activities Additions to property, plant and equipment — (19 ) (209 ) (41 ) — (269 ) Proceeds from sale of assets — 1 5 — — 6 (Contributions) distributions to/from subsidiaries (31 ) (484 ) — — 515 — Intercompany advances (repayments) — 428 — — (428 ) — Acquisition of business — — (515 ) — — (515 ) Other investing activities, net — 4 — — — 4 Net cash from investing activities (31 ) (70 ) (719 ) (41 ) 87 (774 ) Cash Flow from Financing Activities Proceeds from long-term borrowings — 495 — — — 495 Repayment of long-term borrowings — (632 ) (3 ) (1 ) — (636 ) Proceeds from issuance of common stock 31 — — — — 31 Payment of tax receivable agreement (111 ) — — — — (111 ) Debt financing costs — (5 ) — — — (5 ) Changes in intercompany balances 111 — (433 ) (106 ) 428 — Contribution from Parent — — 515 — (515 ) — Net cash from financing activities 31 (142 ) 79 (107 ) (87 ) (226 ) Effect of currency translation on cash — — — 8 — 8 Net change in cash and cash equivalents — (84 ) 7 60 — (17 ) Cash and cash equivalents at beginning of period — 102 5 216 — 323 Cash and cash equivalents at end of period $ — $ 18 $ 12 $ 276 $ — $ 306 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Sep. 28, 2019 | |
Quarterly Financial Data (Unaudited) [Abstract] | |
Quarterly Financial Data | The following table contains selected unaudited quarterly financial data for fiscal years ended. 2019 2018 First Second Third Fourth First Second Third Fourth Net sales $ 1,972 $ 1,950 $ 1,937 $ 3,019 $ 1,776 $ 1,967 $ 2,072 $ 2,054 Cost of goods sold 1,619 1,578 1,551 2,511 1,447 1,596 1,690 1,705 Gross profit 353 372 386 508 329 371 382 349 Net income $ 88 $ 74 $ 13 $ 229 $ 163 $ 90 $ 110 $ 133 Net income per share: Basic $ 0.67 $ 0.57 $ 0.10 $ 1.74 $ 1.24 $ 0.69 $ 0.83 $ 1.01 Diluted $ 0.66 $ 0.55 $ 0.10 $ 1.69 $ 1.20 $ 0.66 $ 0.81 $ 0.99 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies, Revenue Recognition (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||
Accrual for customer rebates | $ 114 | $ 58 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies, Purchases of Raw Materials and Concentration of Risk (Details) | 12 Months Ended |
Sep. 28, 2019 | |
Purchases of Raw Materials [Member] | Supplier Concentration Risk [Member] | |
Purchases of Raw Materials and Concentration of Risk [Abstract] | |
Concentration risk percentage | 13.00% |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies, Research and Development (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Research and Development [Abstract] | |||
Research and development expenditures | $ 50 | $ 45 | $ 45 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies, Allowance for Doubtful Accounts (Details) - Allowance for Doubtful Accounts [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Movement in Valuation Allowance [Roll Forward] | |||
Allowance for doubtful accounts, beginning | $ 13 | $ 13 | $ 8 |
Acquisition allowance for doubtful accounts | 13 | 2 | 5 |
Bad debt expense | 2 | 1 | 1 |
Write-offs against allowance | 0 | (3) | (1) |
Allowance for doubtful accounts, ending | $ 28 | $ 13 | $ 13 |
Basis of Presentation and Sum_8
Basis of Presentation and Summary of Significant Accounting Policies, Accounts Receivable Factoring Agreements (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Accounts Receivable Factoring Agreements [Abstract] | ||
Amounts due from financial institutions | $ 0 | $ 0 |
Trade receivables sold to financial institutions | $ 284 | $ 162 |
Basis of Presentation and Sum_9
Basis of Presentation and Summary of Significant Accounting Policies, Inventories (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Inventories [Abstract] | ||
Finished goods | $ 743 | $ 503 |
Raw materials | 581 | 384 |
Inventory, total | $ 1,324 | $ 887 |
Basis of Presentation and Su_10
Basis of Presentation and Summary of Significant Accounting Policies, Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Property, plant and equipment [Abstract] | |||
Capitalized interest | $ 10 | $ 9 | $ 7 |
Property, plant and equipment | 7,639 | 5,117 | |
Less accumulated depreciation | (2,925) | (2,629) | |
Property, plant and equipment, net | $ 4,714 | 2,488 | |
Buildings and Improvements [Member] | Minimum [Member] | |||
Property, plant and equipment [Abstract] | |||
Useful life | 15 years | ||
Buildings and Improvements [Member] | Maximum [Member] | |||
Property, plant and equipment [Abstract] | |||
Useful life | 40 years | ||
Machinery, Equipment, and Tooling [Member] | Minimum [Member] | |||
Property, plant and equipment [Abstract] | |||
Useful life | 2 years | ||
Machinery, Equipment, and Tooling [Member] | Maximum [Member] | |||
Property, plant and equipment [Abstract] | |||
Useful life | 20 years | ||
Land, Buildings and Improvements [Member] | |||
Property, plant and equipment [Abstract] | |||
Property, plant and equipment | $ 1,549 | 875 | |
Equipment and Construction In Progress [Member] | |||
Property, plant and equipment [Abstract] | |||
Property, plant and equipment | $ 6,090 | $ 4,242 |
Basis of Presentation and Su_11
Basis of Presentation and Summary of Significant Accounting Policies, Long-lived Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Long-Lived Assets [Abstract] | |||
Impairment charges | $ 8 | $ 0 | $ 2 |
Basis of Presentation and Su_12
Basis of Presentation and Summary of Significant Accounting Policies, Goodwill (Details) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019USD ($)ReportingUnitRegionSegment | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | |
Goodwill [Abstract] | |||
Number of reporting units | ReportingUnit | 7 | ||
Impairment charges | $ 0 | $ 0 | $ 0 |
Number of reportable segments | Segment | 4 | ||
Cumulative goodwill impairment charges | $ 165 | ||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 2,944 | 2,775 | |
Foreign currency translation adjustment | (67) | (27) | |
Acquisitions | 2,216 | 196 | |
Dispositions | (42) | ||
Goodwill, ending balance | 5,051 | 2,944 | 2,775 |
Consumer Packaging International [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 46 | 48 | |
Foreign currency translation adjustment | (73) | (2) | |
Acquisitions | 1,705 | 0 | |
Dispositions | 0 | ||
Goodwill, ending balance | 1,678 | 46 | 48 |
Consumer Packaging North America [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 1,409 | 1,411 | |
Foreign currency translation adjustment | (1) | (2) | |
Acquisitions | 500 | 0 | |
Dispositions | 0 | ||
Goodwill, ending balance | 1,908 | 1,409 | 1,411 |
Engineered Materials [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 629 | 542 | |
Foreign currency translation adjustment | 0 | 0 | |
Acquisitions | 9 | 87 | |
Dispositions | 0 | ||
Goodwill, ending balance | $ 638 | 629 | 542 |
Health, Hygiene & Specialties [Member] | |||
Goodwill [Abstract] | |||
Number of geographical regions | Region | 4 | ||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 860 | 774 | |
Foreign currency translation adjustment | 7 | (23) | |
Acquisitions | 2 | 109 | |
Dispositions | (42) | ||
Goodwill, ending balance | $ 827 | 860 | 774 |
Health, Hygiene & Specialties [Member] | South America [Member] | |||
Goodwill [Abstract] | |||
Discount rate | 13.50% | ||
Percentage of fair value in excess of carrying value | 25.00% | ||
Impairment charges | $ 0 | $ 0 | $ 0 |
Health, Hygiene & Specialties [Member] | South America [Member] | Minimum [Member] | |||
Goodwill [Abstract] | |||
Revenue growth rate | 2.00% | ||
Health, Hygiene & Specialties [Member] | South America [Member] | Maximum [Member] | |||
Goodwill [Abstract] | |||
Revenue growth rate | 4.00% |
Basis of Presentation and Su_13
Basis of Presentation and Summary of Significant Accounting Policies, Deferred Financing Fees (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Deferred Financing Fees [Abstract] | ||
Debt issuance and deferred financing costs | $ 112 | $ 43 |
Basis of Presentation and Su_14
Basis of Presentation and Summary of Significant Accounting Policies, Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Intangible Assets [Abstract] | |||
Impairment of indefinite-lived trade names | $ 0 | $ 0 | $ 0 |
Intangible Assets [Roll Forward] | |||
Intangible assets, net, beginning balance | 1,340 | 1,286 | |
Foreign currency translation adjustment | (58) | (12) | |
Amortization expense | (194) | (154) | (154) |
Acquisition intangibles | 220 | ||
Acquisition/disposition intangibles | 1,692 | ||
Netting of fully amortized intangibles | 0 | 0 | |
Intangible assets, net, ending balance | 2,780 | 1,340 | 1,286 |
Accumulated amortization, beginning balance | (1,020) | (1,155) | |
Foreign currency translation adjustment | 4 | 8 | |
Acquisition intangibles | 16 | 0 | |
Netting of fully amortized intangibles | 9 | 281 | |
Accumulated amortization, ending balance | (1,185) | (1,020) | (1,155) |
Customer Relationships [Member] | |||
Intangible Assets [Roll Forward] | |||
Intangible assets, beginning balance | 1,882 | 1,922 | |
Foreign currency translation adjustment | (56) | (17) | |
Acquisition intangibles | 177 | ||
Acquisition/disposition intangibles | 1,590 | ||
Netting of fully amortized intangibles | (9) | (200) | |
Intangible assets, ending balance | $ 3,407 | 1,882 | 1,922 |
Customer Relationships [Member] | Minimum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 5 years | ||
Customer Relationships [Member] | Maximum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 15 years | ||
Trademarks [Member] | |||
Intangible Assets [Abstract] | |||
Indefinite lived intangible assets | $ 248 | 248 | |
Intangible Assets [Roll Forward] | |||
Intangible assets, beginning balance | 293 | 335 | |
Foreign currency translation adjustment | (4) | (1) | |
Acquisition intangibles | 9 | ||
Acquisition/disposition intangibles | 108 | ||
Netting of fully amortized intangibles | 0 | (50) | |
Intangible assets, ending balance | $ 397 | 293 | 335 |
Trademarks [Member] | Maximum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 15 years | ||
Other Intangibles [Member] | |||
Intangible Assets [Roll Forward] | |||
Intangible assets, beginning balance | $ 185 | 184 | |
Foreign currency translation adjustment | (2) | (2) | |
Acquisition intangibles | 34 | ||
Acquisition/disposition intangibles | (22) | ||
Netting of fully amortized intangibles | 0 | (31) | |
Intangible assets, ending balance | $ 161 | $ 185 | $ 184 |
Other Intangibles [Member] | Minimum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 5 years | ||
Other Intangibles [Member] | Maximum [Member] | |||
Intangible Assets [Abstract] | |||
Useful life | 14 years |
Basis of Presentation and Su_15
Basis of Presentation and Summary of Significant Accounting Policies, Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Other comprehensive income (loss) | $ (209) | $ (72) | $ 66 | |
Net amount reclassified from accumulated other comprehensive income (loss) | (28) | [1] | (3) | 34 |
Provision for income taxes | 7 | (13) | (20) | |
Accumulated Other Comprehensive Loss [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | (156) | (68) | (148) | |
Balance | (386) | (156) | (68) | |
Currency Translation [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | (175) | (48) | (82) | |
Other comprehensive income (loss) | (71) | (127) | 34 | |
Net amount reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 | |
Provision for income taxes | (33) | 0 | 0 | |
Balance | (279) | (175) | (48) | |
Defined Benefit Pension and Retiree Health Benefit Plans [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | (13) | (16) | (44) | |
Other comprehensive income (loss) | (3) | 9 | 25 | |
Net amount reclassified from accumulated other comprehensive income (loss) | (52) | [1] | (6) | 13 |
Provision for income taxes | 12 | 0 | (10) | |
Balance | (56) | (13) | (16) | |
Derivative Instruments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance | 32 | (4) | (22) | |
Other comprehensive income (loss) | (135) | 46 | 7 | |
Net amount reclassified from accumulated other comprehensive income (loss) | 24 | [1] | 3 | 21 |
Provision for income taxes | 28 | (13) | (10) | |
Balance | $ (51) | $ 32 | $ (4) | |
[1] | See Note 4 for further discussion on amounts reclassified out of accumulated other comprehensive income (loss) related to interest rate swaps and Note 8 for amounts reclassified related to pensions. |
Basis of Presentation and Su_16
Basis of Presentation and Summary of Significant Accounting Policies, Recently Issued Accounting Pronouncements (Details) - ASU 2016-02 [Member] - Plan [Member] $ in Millions | Sep. 28, 2019USD ($) |
Recently Issued Accounting Pronouncements [Abstract] | |
ROU assets | $ 600 |
Lease liabilities | $ 600 |
Acquisitions and Dispositions,
Acquisitions and Dispositions, RPC Group plc (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Jul. 31, 2019USD ($) | Sep. 28, 2019USD ($)SiteCountry | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | ||
Acquisition [Abstract] | |||||
Purchase price | $ 6,079 | $ 702 | $ 515 | ||
Goodwill | 5,051 | 2,944 | 2,775 | ||
Foreign Exchange Forward Contracts [Member] | Other Expense, Net [Member] | |||||
Derivative Instruments [Abstract] | |||||
Purchase price derivatives | 99 | 0 | 0 | ||
Cross-Currency Swaps [Member] | Other Expense, Net [Member] | |||||
Derivative Instruments [Abstract] | |||||
Purchase price derivatives | [1] | $ 41 | $ 0 | $ (2) | |
4.875% First Priority Senior Secured Notes due July 2026 [Member] | |||||
Long-Term Debt [Abstract] | |||||
Face amount of debt issued | $ 1,250 | ||||
Interest rate | 4.875% | 4.875% | |||
5.625% Second Priority Senior Secured Notes due July 2027 [Member] | |||||
Long-Term Debt [Abstract] | |||||
Face amount of debt issued | $ 500 | ||||
Interest rate | 5.625% | 5.625% | |||
RPC [Member] | |||||
Acquisition [Abstract] | |||||
Purchase price | $ 6,100 | ||||
Number of operating sites | Site | 189 | ||||
Number of countries where operating sites are located | Country | 34 | ||||
Working capital | 700 | ||||
Property and equipment | 2,375 | ||||
Intangible assets | 1,712 | ||||
Goodwill | 2,205 | ||||
Other assets and long-term liabilities | 922 | ||||
Step up of inventory to fair value | 39 | ||||
Transaction costs | $ 70 | ||||
[1] | Not designated |
Acquisitions and Dispositions_2
Acquisitions and Dispositions, Seal for Life (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2019 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Disposition [Abstract] | ||||
Proceeds from sale of business | $ 326 | $ 326 | $ 0 | $ 0 |
Pretax gain on sale of business | 214 | |||
Restructuring and Transaction Activities [Member] | ||||
Disposition [Abstract] | ||||
Pretax gain on sale of business | $ 214 |
Acquisitions and Dispositions_3
Acquisitions and Dispositions, Laddawn, Inc. (Details) - USD ($) $ in Millions | Aug. 31, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 |
Acquisition [Abstract] | ||||
Purchase price | $ 6,079 | $ 702 | $ 515 | |
Goodwill | $ 5,051 | $ 2,944 | $ 2,775 | |
Laddawn [Member] | ||||
Acquisition [Abstract] | ||||
Purchase price | $ 241 | |||
Working capital | 27 | |||
Property and equipment | 39 | |||
Intangible assets | 84 | |||
Goodwill | 91 | |||
Step up of inventory to fair value | $ 3 |
Acquisitions and Dispositions_4
Acquisitions and Dispositions, Clopay Plastic Products Company, Inc. (Details) - USD ($) $ in Millions | Feb. 28, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | Jan. 31, 2018 |
Acquisition [Abstract] | |||||
Purchase price | $ 6,079 | $ 702 | $ 515 | ||
Goodwill | $ 5,051 | $ 2,944 | $ 2,775 | ||
4.50% Second Priority Senior Secured Notes due February 2026 [Member] | |||||
Acquisition [Abstract] | |||||
Face amount of debt issued | $ 500 | ||||
Interest rate | 4.50% | 4.50% | |||
Clopay [Member] | |||||
Acquisition [Abstract] | |||||
Purchase price | $ 475 | ||||
Working capital | 70 | ||||
Property and equipment | 164 | ||||
Intangible assets | 125 | ||||
Goodwill | 111 | ||||
Other assets and long-term liabilities | 5 | ||||
Step up of inventory to fair value | $ 3 |
Acquisitions and Dispositions_5
Acquisitions and Dispositions, Pro Forma Information (Details) - RPC [Member] - USD ($) $ in Millions | 12 Months Ended | |
Sep. 28, 2019 | Sep. 29, 2018 | |
Pro Forma Information [Abstract] | ||
Pro forma net sales | $ 12,600 | $ 12,600 |
Pro forma net income | $ 344 | $ 501 |
Long-Term Debt, Summary of Long
Long-Term Debt, Summary of Long-Term Debt (Details) € in Millions, $ in Millions | 12 Months Ended | ||||
Sep. 28, 2019USD ($) | Sep. 28, 2019EUR (€) | Jul. 31, 2019 | Sep. 29, 2018USD ($) | Jan. 31, 2018 | |
Long-term Debt [Abstract] | |||||
Long-term debt | $ 11,477 | ||||
Debt discounts and deferred fees | (112) | $ (43) | |||
Capital leases and other | 167 | 135 | |||
Total long-term debt | 11,365 | 5,844 | |||
Current portion of long-term debt | (104) | (38) | |||
Long-term debt | 11,261 | 5,806 | |||
Term Loan due October 2022 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 1,545 | 1,545 | |||
Maturity date | Oct. 31, 2022 | ||||
Term Loan due January 2024 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 489 | 493 | |||
Maturity date | Jan. 31, 2024 | ||||
Term Loan due July 2026 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 4,250 | 0 | |||
Maturity date | Jul. 31, 2026 | ||||
Term Loan - Euro Denominated due July 2026 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 1,176 | € 1,075 | 0 | ||
Maturity date | Jul. 31, 2026 | ||||
Revolving Line of Credit [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 0 | 0 | |||
Maturity date | May 31, 2024 | ||||
5.50% Second Priority Senior Secured Notes due May 2022 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 500 | 500 | |||
Interest rate | 5.50% | 5.50% | |||
Maturity date | May 31, 2022 | ||||
6.00% Second Priority Senior Secured Notes due October 2022 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 400 | 400 | |||
Interest rate | 6.00% | 6.00% | |||
Maturity date | Oct. 31, 2022 | ||||
5.125% Second Priority Senior Secured Notes due July 2023 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 700 | 700 | |||
Interest rate | 5.125% | 5.125% | |||
Maturity date | Jul. 31, 2023 | ||||
4.50% Second Priority Senior Secured Notes due February 2026 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 500 | 500 | |||
Interest rate | 4.50% | 4.50% | 4.50% | ||
Maturity date | Feb. 28, 2026 | ||||
4.875% First Priority Senior Secured Notes due July 2026 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 1,250 | 0 | |||
Interest rate | 4.875% | 4.875% | 4.875% | ||
Maturity date | Jul. 31, 2026 | ||||
5.625% Second Priority Senior Secured Notes due July 2027 [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 500 | 0 | |||
Interest rate | 5.625% | 5.625% | 5.625% | ||
Maturity date | Jul. 31, 2027 | ||||
Retired Debt [Member] | |||||
Long-term Debt [Abstract] | |||||
Long-term debt | $ 0 | $ 1,614 |
Long-Term Debt, Fiscal 2019 Act
Long-Term Debt, Fiscal 2019 Activity (Details) € in Millions, $ in Millions | Sep. 28, 2019USD ($) | Jul. 31, 2019USD ($) | Jul. 31, 2019EUR (€) | May 31, 2019USD ($) |
Term Loan due July 2026 [Member] | ||||
Long-Term Debt [Abstract] | ||||
Face amount of debt issued | $ 4,250 | |||
Term Loan - Euro Denominated due July 2026 [Member] | ||||
Long-Term Debt [Abstract] | ||||
Face amount of debt issued | € | € 1,075 | |||
4.875% First Priority Senior Secured Notes due July 2026 [Member] | ||||
Long-Term Debt [Abstract] | ||||
Face amount of debt issued | $ 1,250 | |||
Interest rate | 4.875% | 4.875% | 4.875% | |
5.625% Second Priority Senior Secured Notes due July 2027 [Member] | ||||
Long-Term Debt [Abstract] | ||||
Face amount of debt issued | $ 500 | |||
Interest rate | 5.625% | 5.625% | 5.625% | |
Revolving Line of Credit [Member] | ||||
Long-Term Debt [Abstract] | ||||
Maximum borrowing capacity | $ 850 | $ 850 |
Long-Term Debt, Berry Global, I
Long-Term Debt, Berry Global, Inc. Senior Secured Credit Facility (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 28, 2019 | May 31, 2019 | |
Other Expense, Net [Member] | ||||
Long-Term Debt [Abstract] | ||||
Loss on extinguishment of debt | $ (2) | $ (10) | ||
Term Loans [Member] | ||||
Long-Term Debt [Abstract] | ||||
Face amount of debt issued | $ 7,500 | |||
Revolving Line of Credit [Member] | ||||
Long-Term Debt [Abstract] | ||||
Maximum borrowing capacity | $ 850 | $ 850 |
Long-Term Debt, Future Maturiti
Long-Term Debt, Future Maturities of Long-Term Debt (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Future Maturities of Long-Term Debt [Abstract] | |||
2020 | $ 104 | ||
2021 | 94 | ||
2022 | 90 | ||
2023 | 2,522 | ||
2024 | 1,234 | ||
Thereafter | 7,433 | ||
Total | 11,477 | ||
Interest paid | $ 330 | $ 253 | $ 288 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements, Cross-Currency Swaps (Details) € in Millions, £ in Millions, $ in Millions | Sep. 28, 2019USD ($) | Sep. 28, 2019EUR (€) | Sep. 28, 2019GBP (£) | Sep. 29, 2018USD ($) |
Cross-Currency and Interest Rate Swaps [Abstract] | ||||
Long-term debt | $ | $ 11,477 | |||
Term Loan - Euro Denominated due July 2026 [Member] | ||||
Cross-Currency and Interest Rate Swaps [Abstract] | ||||
Long-term debt | $ 1,176 | € 1,075 | $ 0 | |
Cross Currency Interest Rate Contract Maturing May 2022 [Member] | ||||
Cross-Currency and Interest Rate Swaps [Abstract] | ||||
Notional amount of swap | 250 | |||
Cross Currency Interest Rate Contract Maturing June 2024 [Member] | ||||
Cross-Currency and Interest Rate Swaps [Abstract] | ||||
Notional amount of swap | € 1,625 | |||
Cross Currency Interest Rate Contract Maturing June 2024 [Member] | ||||
Cross-Currency and Interest Rate Swaps [Abstract] | ||||
Notional amount of swap | £ | £ 700 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements, Interest Rate Swaps (Details) $ in Millions | 12 Months Ended | |
Sep. 28, 2019USD ($) | Sep. 29, 2018USD ($)Instrument | |
Interest Rate Swaps [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Number of derivative instruments settled | Instrument | 2 | |
Interest Rate Swap Expiring June 2019 [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Cash received for settlement of derivative contract | $ 9 | |
Interest Rate Swap Expiring September 2021 [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Cash received for settlement of derivative contract | 21 | |
Interest Rate Swap Expiring September 2021 [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 1,000 | $ 1,000 |
Fixed annual rate of swap | 2.808% | 2.808% |
Interest Rate Swap Expiring September 2021 [Member] | LIBOR [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | 1 month |
Interest Rate Swap Expiring July 2023 [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 400 | |
Fixed annual rate of swap | 2.533% | |
Interest Rate Swap Expiring July 2023 [Member] | LIBOR [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | |
Interest Rate Swap Expiring June 2024 [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 884 | |
Fixed annual rate of swap | 4.357% | |
Interest Rate Swap Expiring June 2024 [Member] | LIBOR [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | |
Basis spread | 2.50% | |
Interest Rate Swap Expiring June 2024 [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 473 | |
Fixed annual rate of swap | 4.55% | |
Interest Rate Swap Expiring June 2024 [Member] | LIBOR [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month | |
Basis spread | 2.50% | |
Interest Rate Swap Expiring May 2022 [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Notional amount of swap | $ 450 | |
Fixed annual rate of swap | 2.00% | |
Interest Rate Swap Expiring May 2022 [Member] | LIBOR [Member] | ||
Cross-Currency and Interest Rate Swaps [Abstract] | ||
Term of variable rate | 1 month |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements, Fair Value of Derivatives and Location on Consolidated Balance Sheets (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Cross-Currency Swaps [Member] | Designated [Member] | Other Assets [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | $ 88 | $ 0 |
Cross-Currency Swaps [Member] | Designated [Member] | Other Long-Term Liabilities [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | 0 | 11 |
Interest Rate Swaps [Member] | Designated [Member] | Other Assets [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | 0 | 16 |
Interest Rate Swaps [Member] | Designated [Member] | Other Long-Term Liabilities [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | 81 | 0 |
Interest Rate Swaps [Member] | Not Designated [Member] | Other Long-Term Liabilities [Member] | ||
Derivative Instruments [Abstract] | ||
Fair value of derivative instruments | $ 0 | $ 1 |
Financial Instruments and Fai_6
Financial Instruments and Fair Value Measurements, Effect of Derivatives on Consolidated Statements of Income (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | ||
Derivative Instruments [Abstract] | ||||
Amortization related to unrealized losses in Accumulated other comprehensive loss for next 12 months | $ 5 | |||
Fair value of long-term indebtedness in excess of book value | 77 | $ 5 | ||
Cross-Currency Swaps [Member] | Interest Expense, Net [Member] | ||||
Derivative Instruments [Abstract] | ||||
Loss (gain) on derivative instruments | [1] | (19) | (5) | $ 0 |
Cross-Currency Swaps [Member] | Other Expense, Net [Member] | ||||
Derivative Instruments [Abstract] | ||||
Loss (gain) on derivative instruments | [2] | 41 | 0 | (2) |
Foreign Exchange Forward Contracts [Member] | Other Expense, Net [Member] | ||||
Derivative Instruments [Abstract] | ||||
Loss (gain) on derivative instruments | 99 | 0 | 0 | |
Interest Rate Swaps [Member] | Interest Expense, Net [Member] | ||||
Derivative Instruments [Abstract] | ||||
Loss (gain) on derivative instruments | $ 2 | $ (1) | $ 24 | |
[1] | Designated | |||
[2] | Not designated |
Financial Instruments and Fai_7
Financial Instruments and Fair Value Measurements, Assets Measured at Fair Value on Non-Recurring Basis (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Impairment [Abstract] | |||
Indefinite-lived trademarks | $ 0 | $ 0 | $ 0 |
Goodwill | 0 | 0 | 0 |
Definite lived intangible assets | 0 | 0 | 0 |
Property, plant, and equipment | 8 | 0 | 2 |
Impairment charges | 8 | 0 | 2 |
Fair Value on Nonrecurring Basis [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite-lived trademarks | 248 | 248 | 248 |
Goodwill | 5,051 | 2,944 | 2,775 |
Definite lived intangible assets | 2,532 | 1,092 | 1,038 |
Property, plant, and equipment | 4,714 | 2,488 | 2,366 |
Total | 12,545 | 6,772 | 6,427 |
Fair Value on Nonrecurring Basis [Member] | Level 1 [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite-lived trademarks | 0 | 0 | 0 |
Goodwill | 0 | 0 | 0 |
Definite lived intangible assets | 0 | 0 | 0 |
Property, plant, and equipment | 0 | 0 | 0 |
Total | 0 | 0 | 0 |
Fair Value on Nonrecurring Basis [Member] | Level 2 [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite-lived trademarks | 0 | 0 | 0 |
Goodwill | 0 | 0 | 0 |
Definite lived intangible assets | 0 | 0 | 0 |
Property, plant, and equipment | 0 | 0 | 0 |
Total | 0 | 0 | 0 |
Fair Value on Nonrecurring Basis [Member] | Level 3 [Member] | |||
Fair Value of Assets [Abstract] | |||
Indefinite-lived trademarks | 248 | 248 | 248 |
Goodwill | 5,051 | 2,944 | 2,775 |
Definite lived intangible assets | 2,532 | 1,092 | 1,038 |
Property, plant, and equipment | 4,714 | 2,488 | 2,366 |
Total | $ 12,545 | $ 6,772 | $ 6,427 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Goodwill and Intangible Assets [Abstract] | |||
Goodwill | $ 5,051 | $ 2,944 | $ 2,775 |
Accumulated amortization | (1,185) | (1,020) | (1,155) |
Intangible assets, net | 2,780 | 1,340 | $ 1,286 |
Total goodwill and intangible assets, net | 7,831 | 4,284 | |
Future Amortization Expense for Definite Lived Intangibles [Abstract] | |||
2020 | 296 | ||
2021 | 284 | ||
2022 | 272 | ||
2023 | 263 | ||
2024 | 249 | ||
Customer Relationships [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Definite lived intangible assets | $ 3,406 | 1,882 | |
Customer Relationships [Member] | Minimum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 5 years | ||
Customer Relationships [Member] | Maximum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 15 years | ||
Trademarks [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Indefinite lived intangible assets | $ 248 | 248 | |
Definite lived intangible assets | $ 150 | 45 | |
Trademarks [Member] | Maximum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 15 years | ||
Other Intangibles [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Definite lived intangible assets | $ 161 | $ 185 | |
Other Intangibles [Member] | Minimum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 5 years | ||
Other Intangibles [Member] | Maximum [Member] | |||
Goodwill and Intangible Assets [Abstract] | |||
Amortization period | 14 years |
Lease and Other Commitments a_3
Lease and Other Commitments and Contingencies (Details) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019USD ($)Employee | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | |
Lease and Other Commitments and Contingencies [Abstract] | |||
New capital lease obligations | $ 0 | $ 31 | $ 5 |
Minimum lease payments or contingent rentals | 31 | 29 | |
Asset retirement obligations | 10 | 10 | |
Rent expense from operating leases | 83 | $ 72 | $ 67 |
Future Minimum Lease Payments for Capital Leases [Abstract] | |||
2020 | 38 | ||
2021 | 29 | ||
2022 | 25 | ||
2023 | 14 | ||
2024 | 9 | ||
Thereafter | 11 | ||
Total net minimum payments | 126 | ||
Less: amount representing interest | (9) | ||
Present value of net minimum lease payments | 117 | ||
Future Minimum Lease Payments for Operating Leases [Abstract] | |||
2020 | 108 | ||
2021 | 96 | ||
2022 | 78 | ||
2023 | 59 | ||
2024 | 44 | ||
Thereafter | 169 | ||
Total net minimum payments | 554 | ||
Sale-Leaseback Transactions [Abstract] | |||
Deferred gain on sale-leaseback transactions | $ 19 | ||
Collective Bargaining Agreements [Abstract] | |||
Number of employees | Employee | 48,000 | ||
Percentage of employees covered by collective bargaining agreements | 20.00% | ||
Period of time with no significant work stoppages or other labor disputes with employees under collective bargaining agreements | 3 years |
Income Taxes, Components of Inc
Income Taxes, Components of Income Tax Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Income Taxes [Abstract] | |||
U. S. corporate income tax rate | 21.00% | ||
Transition tax benefit | $ (124) | ||
Repatriation tax charge | 21 | ||
Net deferred tax revaluation benefit | (145) | ||
Current [Abstract] | |||
U.S. Federal | 60 | $ 19 | $ 40 |
U.S. State | 11 | 8 | 6 |
Non-U.S. | 67 | 40 | 58 |
Total current | 138 | 67 | 104 |
Deferred [Abstract] | |||
U.S. Federal | (47) | (72) | 34 |
U.S. State | (3) | 12 | (10) |
Non-U.S. | (2) | (26) | (19) |
Total deferred | (52) | (86) | 5 |
Expense for income taxes | 86 | (19) | 109 |
U.S. income from continuing operations before income taxes | 229 | 373 | 313 |
Non-U.S. income from continuing operations before income taxes | $ 261 | $ 104 | $ 136 |
Income Taxes, Effective Income
Income Taxes, Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Income Taxes [Abstract] | |||
U.S. Federal income tax expense at the statutory rate | $ 103 | $ 117 | $ 157 |
Adjustments to Reconcile to the Income Tax Provision [Abstract] | |||
U.S. state income tax expense | 9 | 12 | 6 |
Changes in state valuation allowance | 0 | 0 | (9) |
Research and development credits | (8) | (7) | (7) |
Share-based compensation | (12) | (8) | (33) |
U.S. tax reform | 0 | (124) | 0 |
Permanent differences | 0 | 0 | 2 |
Changes in foreign valuation allowance | 13 | (10) | 3 |
Foreign income taxed in the U.S. | 3 | 0 | 0 |
Manufacturing tax benefits | 0 | (6) | (6) |
Permanent foreign currency differences | 0 | 0 | (1) |
Rate differences between U.S. and foreign | 7 | 3 | (11) |
Sale of subsidiary | (38) | 0 | 0 |
Other | 9 | 4 | 8 |
Expense for income taxes | $ 86 | $ (19) | $ 109 |
Income Taxes, Net Deferred Inco
Income Taxes, Net Deferred Income Tax Liability (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Deferred Tax Assets [Abstract] | ||
Allowance for doubtful accounts | $ 3 | $ 4 |
Deferred gain on sale-leaseback | 5 | 6 |
Accrued liabilities and reserves | 64 | 28 |
Inventories | 9 | 9 |
Net operating loss carryforward | 348 | 212 |
Interest expense carryforward | 35 | 0 |
Alternative minimum tax (AMT) credit carryforward | 0 | 8 |
Research and development credit carryforward | 12 | 13 |
Federal and state tax credits | 11 | 10 |
Other | 40 | 19 |
Total deferred tax assets | 527 | 309 |
Valuation allowance | (141) | (93) |
Total deferred tax assets, net of valuation allowance | 386 | 216 |
Deferred Tax Liabilities [Abstract] | ||
Property, plant and equipment | 487 | 239 |
Intangible assets | 597 | 306 |
Other | 63 | 5 |
Total deferred tax liabilities | 1,147 | 550 |
Net deferred tax liability | (761) | (334) |
Net deferred tax assets | 42 | |
Net deferred tax liabilities | $ 803 | $ 365 |
Income Taxes, Net Operating Los
Income Taxes, Net Operating Loss and Tax Credit Carryforwards (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Income Taxes [Abstract] | |||
Percentage of cash savings paid under tax receivable agreement | 85.00% | ||
Deferred tax assets valuation allowance | $ 141 | $ 93 | |
Income taxes paid | 115 | $ 60 | $ 41 |
Repatriation tax charge | $ 21 | ||
Maximum [Member] | |||
Income Taxes [Abstract] | |||
Period Federal net operating loss carryforwards should be available for use | 15 years | ||
Federal [Member] | |||
Income Taxes [Abstract] | |||
Operating loss carryforwards | $ 373 | ||
State [Member] | |||
Income Taxes [Abstract] | |||
Operating loss carryforwards | 994 | ||
State [Member] | Research and Development Tax Credits [Member] | |||
Income Taxes [Abstract] | |||
Tax credit carryforwards | 12 | ||
State [Member] | Other Tax Credits [Member] | |||
Income Taxes [Abstract] | |||
Tax credit carryforwards | 8 | ||
Foreign [Member] | |||
Income Taxes [Abstract] | |||
Operating loss carryforwards | $ 896 |
Income Taxes, Uncertain Tax Pos
Income Taxes, Uncertain Tax Positions (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 28, 2019 | Sep. 29, 2018 | |
Gross Unrecognized Tax Benefits [Roll Forward] | ||
Beginning unrecognized tax benefits | $ 74 | $ 59 |
Gross increases - tax positions in prior periods | 2 | 1 |
Gross increases - current period tax positions | 6 | 19 |
Gross increases - from RPC acquisition | 88 | 0 |
Settlements | (1) | 0 |
Lapse of statue of limitations | (4) | (5) |
Ending unrecognized tax benefits | 165 | $ 74 |
Unrecognized tax benefits that would affect effective tax rate if recognized | 141 | |
Interest and penalties accrued for uncertain tax positions | $ 36 |
Retirement Plans, Change in Pro
Retirement Plans, Change in Projected Benefit Obligations and Fair Value of Plan Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Defined Contribution 401 (k) Retirement Plan [Abstract] | |||
Defined contribution plan expense | $ 26 | $ 20 | $ 18 |
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 307 | 330 | |
Acquisition | 1,019 | 0 | |
Service cost | 2 | 0 | 0 |
Interest cost | 12 | 11 | 11 |
Assumption change | 5 | 0 | |
Currency | (34) | 0 | |
Actuarial loss (gain) | 94 | (17) | |
Benefits paid | (28) | (17) | |
PBO at end of period | 1,377 | 307 | 330 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 277 | 291 | |
Acquisition | 772 | 0 | |
Currency | (25) | 0 | |
Return on assets | 62 | 0 | |
Contributions | 7 | 3 | |
Benefits paid | (28) | (17) | |
Plan assets at end of period | 1,065 | 277 | 291 |
Underfunded status | (312) | (30) | |
Net unrealized losses in accumulated other comprehensive loss | (89) | ||
Amount expected to be amortized from accumulated other comprehensive loss in fiscal 2018 | 5 | ||
North America [Member] | |||
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 307 | 330 | |
Acquisition | 0 | 0 | |
Service cost | 0 | 0 | |
Interest cost | 12 | 11 | |
Assumption change | 0 | 0 | |
Currency | 0 | 0 | |
Actuarial loss (gain) | 42 | (17) | |
Benefits paid | (17) | (17) | |
PBO at end of period | 344 | 307 | 330 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 277 | 291 | |
Acquisition | 0 | 0 | |
Currency | 0 | 0 | |
Return on assets | 9 | 0 | |
Contributions | 0 | 3 | |
Benefits paid | (17) | (17) | |
Plan assets at end of period | 269 | 277 | 291 |
Underfunded status | (75) | (30) | |
UK | |||
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 0 | 0 | |
Acquisition | 810 | 0 | |
Service cost | 0 | 0 | |
Interest cost | 0 | 0 | |
Assumption change | 4 | 0 | |
Currency | (24) | 0 | |
Actuarial loss (gain) | 44 | 0 | |
Benefits paid | (7) | 0 | |
PBO at end of period | 827 | 0 | 0 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 0 | 0 | |
Acquisition | 702 | 0 | |
Currency | (22) | 0 | |
Return on assets | 51 | 0 | |
Contributions | 5 | 0 | |
Benefits paid | (7) | 0 | |
Plan assets at end of period | 729 | 0 | 0 |
Underfunded status | (98) | 0 | |
Mainland Europe [Member] | |||
Change in Projected Benefit Obligations (PBO) [Roll Forward] | |||
PBO at beginning of period | 0 | 0 | |
Acquisition | 209 | 0 | |
Service cost | 2 | 0 | |
Interest cost | 0 | 0 | |
Assumption change | 1 | 0 | |
Currency | (10) | 0 | |
Actuarial loss (gain) | 8 | 0 | |
Benefits paid | (4) | 0 | |
PBO at end of period | 206 | 0 | 0 |
Change in Fair Value of Plan Assets [Roll Forward] | |||
Plan assets at beginning of period | 0 | 0 | |
Acquisition | 70 | 0 | |
Currency | (3) | 0 | |
Return on assets | 2 | 0 | |
Contributions | 2 | 0 | |
Benefits paid | (4) | 0 | |
Plan assets at end of period | 67 | 0 | $ 0 |
Underfunded status | (139) | $ 0 | |
Germany | |||
Change in Fair Value of Plan Assets [Roll Forward] | |||
Underfunded status | $ (99) |
Retirement Plans, Weighted Aver
Retirement Plans, Weighted Average Assumptions Used to Determine Benefit Obligation and Benefit Cost (Details) - Defined Benefit Pension Plans [Member] | 12 Months Ended | |
Sep. 28, 2019 | Sep. 29, 2018 | |
North America [Member] | ||
Weighted-Average Assumptions [Abstract] | ||
Discount rate for benefit obligation | 2.90% | 4.00% |
Discount rate for net benefit cost | 4.00% | 3.50% |
Expected return on plan assets for net benefit costs | 6.10% | 6.10% |
UK | ||
Weighted-Average Assumptions [Abstract] | ||
Discount rate for benefit obligation | 1.80% | 0.00% |
Discount rate for net benefit cost | 2.30% | 0.00% |
Expected return on plan assets for net benefit costs | 4.30% | 0.00% |
Mainland Europe [Member] | ||
Weighted-Average Assumptions [Abstract] | ||
Discount rate for benefit obligation | 0.70% | 0.00% |
Discount rate for net benefit cost | 1.00% | 0.00% |
Expected return on plan assets for net benefit costs | 1.70% | 0.00% |
Retirement Plans, Fair Value of
Retirement Plans, Fair Value of Plan Assets (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 |
Retirement Plans [Abstract] | |||
Fair value of plan assets | $ 1,065 | $ 277 | $ 291 |
Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 166 | 94 | |
Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 743 | 175 | |
Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 156 | 8 | |
Cash and Cash Equivalents [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 104 | 6 | |
Cash and Cash Equivalents [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 15 | 6 | |
Cash and Cash Equivalents [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 89 | 0 | |
Cash and Cash Equivalents [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
U.S. Large Cap Comingled Equity Funds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 124 | 67 | |
U.S. Large Cap Comingled Equity Funds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
U.S. Large Cap Comingled Equity Funds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 124 | 67 | |
U.S. Large Cap Comingled Equity Funds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
U.S. Mid Cap Equity Mutual Funds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 42 | 50 | |
U.S. Mid Cap Equity Mutual Funds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 42 | 50 | |
U.S. Mid Cap Equity Mutual Funds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
U.S. Mid Cap Equity Mutual Funds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
U.S. Small Cap Equity Mutual Funds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 3 | 3 | |
U.S. Small Cap Equity Mutual Funds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 3 | 3 | |
U.S. Small Cap Equity Mutual Funds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
U.S. Small Cap Equity Mutual Funds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
International Equity Mutual Funds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 112 | 15 | |
International Equity Mutual Funds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 18 | 15 | |
International Equity Mutual Funds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 94 | 0 | |
International Equity Mutual Funds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
Real Estate Equity Investment Funds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 257 | 3 | |
Real Estate Equity Investment Funds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 3 | 3 | |
Real Estate Equity Investment Funds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 179 | 0 | |
Real Estate Equity Investment Funds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 75 | 0 | |
Corporate Bond Mutual Funds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 12 | 11 | |
Corporate Bond Mutual Funds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 12 | 11 | |
Corporate Bond Mutual Funds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
Corporate Bond Mutual Funds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
Corporate Bonds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 178 | 108 | |
Corporate Bonds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
Corporate Bonds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 164 | 108 | |
Corporate Bonds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 14 | 0 | |
Guaranteed Investment Account [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 8 | 8 | |
Guaranteed Investment Account [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
Guaranteed Investment Account [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | 0 | |
Guaranteed Investment Account [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 8 | 8 | |
International Fixed Income Funds [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 166 | 6 | |
International Fixed Income Funds [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 73 | 6 | |
International Fixed Income Funds [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 93 | 0 | |
International Fixed Income Funds [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | $ 0 | |
International Insurance Policies [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 59 | ||
International Insurance Policies [Member] | Level 1 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | ||
International Insurance Policies [Member] | Level 2 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | 0 | ||
International Insurance Policies [Member] | Level 3 [Member] | |||
Retirement Plans [Abstract] | |||
Fair value of plan assets | $ 59 |
Retirement Plans, Expected Futu
Retirement Plans, Expected Future Benefit Payments (Details) - Defined Benefit Pension Plans [Member] $ in Millions | Sep. 28, 2019USD ($) |
Expected Future Benefit Payments [Abstract] | |
2020 | $ 54 |
2021 | 55 |
2022 | 55 |
2023 | 55 |
2024 | 58 |
2025-2029 | 293 |
North America [Member] | |
Expected Future Benefit Payments [Abstract] | |
2020 | 19 |
2021 | 19 |
2022 | 19 |
2023 | 19 |
2024 | 19 |
2025-2029 | 96 |
UK | |
Expected Future Benefit Payments [Abstract] | |
2020 | 28 |
2021 | 29 |
2022 | 29 |
2023 | 30 |
2024 | 31 |
2025-2029 | 158 |
Mainland Europe [Member] | |
Expected Future Benefit Payments [Abstract] | |
2020 | 7 |
2021 | 7 |
2022 | 7 |
2023 | 6 |
2024 | 8 |
2025-2029 | $ 39 |
Retirement Plans, Net Pension E
Retirement Plans, Net Pension Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Retirement Plans [Abstract] | |||
Service cost | $ 2 | $ 0 | $ 0 |
Interest cost | 12 | 11 | 11 |
Amortization of net actuarial loss | 6 | 2 | 3 |
Expected return on plan assets | (24) | (17) | (17) |
Net periodic benefit expense (income) | $ (4) | $ (4) | $ (3) |
Retirement Plans, Plan Asset Al
Retirement Plans, Plan Asset Allocations (Details) - Defined Benefit Pension Plans [Member] - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 |
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 100.00% | 100.00% |
Equity Securities and Equity-Like Instruments [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 50.00% | 50.00% |
Company Common Stock [Member] | ||
Retirement Plans [Abstract] | ||
Company stock held in plan assets | $ 35 | |
Debt Securities and Debt-Like [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 33.00% | 45.00% |
International Insurance Policies [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 6.00% | 0.00% |
Other [Member] | ||
Retirement Plans [Abstract] | ||
Actual plan asset allocation | 11.00% | 5.00% |
Restructuring and Transaction_3
Restructuring and Transaction Activities, Restructuring Charges (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2019USD ($) | Jun. 29, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 29, 2018USD ($) | Sep. 29, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 30, 2017USD ($) | Sep. 28, 2019USD ($)Facility | Sep. 29, 2018USD ($)Facility | Sep. 30, 2017USD ($)Facility | |
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 0 | ||||||||||
Net sales | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 2,054 | $ 2,072 | $ 1,967 | $ 1,776 | $ 8,878 | $ 7,869 | $ 7,095 |
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 85 | 85 | |||||||||
Cumulative charges through Fiscal 2019 | 82 | 82 | |||||||||
To be recognized in future | 3 | 3 | |||||||||
Severance and Termination Benefits [Member] | |||||||||||
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 62 | 62 | |||||||||
Cumulative charges through Fiscal 2019 | 62 | 62 | |||||||||
To be recognized in future | 0 | 0 | |||||||||
Facility Exit Costs [Member] | |||||||||||
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 13 | 13 | |||||||||
Cumulative charges through Fiscal 2019 | 10 | 10 | |||||||||
To be recognized in future | 3 | 3 | |||||||||
Asset Impairment [Member] | |||||||||||
Expected Restructuring Costs [Abstract] | |||||||||||
Expected total costs | 10 | 10 | |||||||||
Cumulative charges through Fiscal 2019 | 10 | 10 | |||||||||
To be recognized in future | $ 0 | $ 0 | |||||||||
Consumer Packaging North America [Member] | |||||||||||
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 1 | ||||||||||
Net sales | $ 15 | $ 12 | |||||||||
Engineered Materials [Member] | |||||||||||
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 1 | ||||||||||
Net sales | $ 10 | ||||||||||
Health, Hygiene & Specialties [Member] | |||||||||||
Restructuring Charges [Abstract] | |||||||||||
Number of facilities shut down | Facility | 1 | 1 | |||||||||
Net sales | $ 30 | $ 5 |
Restructuring and Transaction_4
Restructuring and Transaction Activities, Restructuring Charges by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | $ (132) | $ 36 | $ 24 |
Consumer Packaging International [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | 54 | 0 | 0 |
Consumer Packaging North America [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | 12 | 3 | 8 |
Engineered Materials [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | 2 | 6 | 5 |
Health, Hygiene & Specialties [Member] | |||
Restructuring Charges [Abstract] | |||
Restructuring and transaction activities | $ (200) | $ 27 | $ 11 |
Restructuring and Transaction_5
Restructuring and Transaction Activities, Restructuring Accrual Activity (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | ||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | $ 13 | $ 19 | ||
Charges | (124) | 36 | ||
Non-cash asset impairment | (8) | 0 | $ (2) | |
Cash | (42) | |||
Cash | 126 | |||
Ending balance | 7 | 13 | 19 | |
Pretax gain on sale of business | 214 | |||
Employee Severance and Benefits [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 9 | 14 | ||
Charges | 10 | 34 | ||
Non-cash asset impairment | 0 | |||
Cash | (39) | |||
Cash | (17) | |||
Ending balance | 2 | 9 | 14 | |
Facility Exit Costs [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 4 | 5 | ||
Charges | 4 | 2 | ||
Non-cash asset impairment | 0 | |||
Cash | (3) | |||
Cash | (3) | |||
Ending balance | 5 | 4 | 5 | |
Non-Cash Impairment Charges [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 0 | 0 | ||
Charges | 8 | 0 | ||
Non-cash asset impairment | (8) | |||
Cash | 0 | |||
Cash | 0 | |||
Ending balance | 0 | 0 | 0 | |
Transaction Activities [Member] | ||||
Restructuring Accrual [Roll Forward] | ||||
Beginning balance | 0 | 0 | ||
Charges | (146) | [1] | 0 | |
Non-cash asset impairment | 0 | |||
Cash | 0 | |||
Cash | 146 | |||
Ending balance | $ 0 | $ 0 | $ 0 | |
[1] | Consists of $214 million gain on the sale of our SFL business offset by professional fees and other costs related to the RPC acquisition. |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |||
Payment of tax receivable agreement | $ 38 | $ 37 | $ 111 |
Apollo Global Management, LLC [Member] | |||
Related Party Transactions [Abstract] | |||
Payment of tax receivable agreement | $ 29 |
Stockholders' Equity, Share Rep
Stockholders' Equity, Share Repurchases (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Aug. 31, 2018 | |
Stockholders' Equity [Abstract] | |||
Authorized amount of share repurchase program | $ 500 | ||
Number of shares repurchased and retired (in shares) | 1,512 | ||
Shares repurchased and retired | $ 72 | $ 35 | |
Average price of shares repurchased (in dollars per share) | $ 47.64 | ||
Common stock, par value (in dollars per share) | $ 0.01 |
Stockholders' Equity, Equity In
Stockholders' Equity, Equity Incentive Plans (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Stockholders' Equity [Abstract] | |||
Stock-based compensation expense | $ 27 | $ 23 | $ 20 |
Intrinsic value of options exercised | $ 43 | ||
2015 Plan [Member] | |||
Stockholders' Equity [Abstract] | |||
Shares authorized for grant (in shares) | 12.5 | ||
Increase in shares authorized for grant (in shares) | 5 |
Stockholders' Equity, Stock Opt
Stockholders' Equity, Stock Option Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Sep. 28, 2019 | Sep. 29, 2018 | |
Number of Shares [Roll Forward] | ||
Options outstanding, beginning of period (in shares) | 10,744 | 10,760 |
Options granted (in shares) | 2,259 | 1,453 |
Options exercised (in shares) | (2,476) | (1,176) |
Options forfeited or cancelled (in shares) | (264) | (293) |
Options outstanding, end of period (in shares) | 10,263 | 10,744 |
Weighted Average Exercise Price [Roll Forward] | ||
Options outstanding, beginning of period (in dollars per share) | $ 32.40 | $ 28.18 |
Options granted (in dollars per share) | 47.66 | 54.33 |
Options exercised (in dollars per share) | 22.41 | 18.62 |
Options forfeited or cancelled (in dollars per share) | 46.07 | 41.30 |
Options outstanding, end of period (in dollars per share) | 37.82 | 32.40 |
Additional Information [Abstract] | ||
Option price range at end of period, lower limit (in dollars per share) | 3.04 | 3.04 |
Option price range at end of period, upper limit (in dollars per share) | $ 54.33 | $ 54.33 |
Options exercisable at end of period (in shares) | 4,720 | 5,154 |
Options available for grant at period end (in shares) | 5,099 | 7,094 |
Weighted average fair value of options granted during period (in dollars per share) | $ 15.34 | $ 17.84 |
Stockholders' Equity, Valuation
Stockholders' Equity, Valuation Assumptions used for Options Granted (Details) | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Weighted Average Assumptions [Abstract] | |||
Risk-free interest rate | 2.50% | 2.70% | 2.20% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Volatility factor | 26.30% | 26.10% | 26.00% |
Expected option life | 6 years 6 months | 6 years 6 months | 6 years 6 months |
Stockholders' Equity, Options O
Stockholders' Equity, Options Outstanding (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |
Sep. 28, 2019 | Sep. 29, 2018 | |
Stockholders' Equity [Abstract] | ||
Range of exercise prices, lower limit (in dollars per share) | $ 3.04 | $ 3.04 |
Range of exercise prices, upper limit (in dollars per share) | $ 54.33 | $ 54.33 |
Number exercisable (in shares) | 4,720 | 5,154 |
$ 3.04-54.33 [Member] | ||
Stockholders' Equity [Abstract] | ||
Range of exercise prices, lower limit (in dollars per share) | $ 3.04 | |
Range of exercise prices, upper limit (in dollars per share) | $ 54.33 | |
Number outstanding (in shares) | 10,263 | |
Intrinsic value of outstanding | $ 69 | |
Weighted remaining contractual life | 6 years 6 months | |
Weighted exercise price (in dollars per share) | $ 37.82 | |
Number exercisable (in shares) | 4,720 | |
Intrinsic value of exercisable | $ 54 | |
Unrecognized compensation | $ 5 | |
Weighted recognition period | 2 years 1 month 6 days |
Segment and Geographic Data, Se
Segment and Geographic Data, Selected Information by Reportable Segment (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2019USD ($) | Jun. 29, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 29, 2018USD ($) | Sep. 29, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 30, 2017USD ($) | Sep. 28, 2019USD ($)Segment | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | |
Segment and Geographic Data [Abstract] | |||||||||||
Number of reportable segments | Segment | 4 | ||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 2,054 | $ 2,072 | $ 1,967 | $ 1,776 | $ 8,878 | $ 7,869 | $ 7,095 |
Operating income | 974 | 761 | 732 | ||||||||
Depreciation and amortization | 613 | 538 | 521 | ||||||||
Total assets | 16,469 | 9,131 | 16,469 | 9,131 | |||||||
Consumer Packaging North America [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 15 | 12 | |||||||||
Engineered Materials [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 10 | ||||||||||
Health, Hygiene & Specialties [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 30 | 5 | |||||||||
Operating Segment [Member] | Consumer Packaging International [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 1,229 | 215 | 200 | ||||||||
Operating income | 12 | 17 | 23 | ||||||||
Depreciation and amortization | 93 | 15 | 14 | ||||||||
Total assets | 7,085 | 203 | 7,085 | 203 | |||||||
Operating Segment [Member] | Consumer Packaging North America [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 2,636 | 2,463 | 2,351 | ||||||||
Operating income | 234 | 190 | 200 | ||||||||
Depreciation and amortization | 216 | 229 | 231 | ||||||||
Total assets | 4,243 | 3,220 | 4,243 | 3,220 | |||||||
Operating Segment [Member] | Engineered Materials [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 2,538 | 2,633 | 2,337 | ||||||||
Operating income | 318 | 365 | 311 | ||||||||
Depreciation and amortization | 116 | 108 | 101 | ||||||||
Total assets | 1,862 | 1,968 | 1,862 | 1,968 | |||||||
Operating Segment [Member] | Health, Hygiene & Specialties [Member] | |||||||||||
Selected Information by Reportable Segment [Abstract] | |||||||||||
Net sales | 2,475 | 2,558 | 2,207 | ||||||||
Operating income | 410 | 189 | 198 | ||||||||
Depreciation and amortization | 188 | 186 | $ 175 | ||||||||
Total assets | $ 3,279 | $ 3,740 | $ 3,279 | $ 3,740 |
Segment and Geographic Data, _2
Segment and Geographic Data, Selected Information by Geographical Region (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 30, 2017 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Selected Information by Geography [Abstract] | |||||||||||
Net sales | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 2,054 | $ 2,072 | $ 1,967 | $ 1,776 | $ 8,878 | $ 7,869 | $ 7,095 |
Long-lived assets | 12,712 | 6,846 | 12,712 | 6,846 | |||||||
Reportable Geography [Member] | North America [Member] | |||||||||||
Selected Information by Geography [Abstract] | |||||||||||
Net sales | 6,465 | 6,474 | 5,850 | ||||||||
Long-lived assets | 6,921 | 5,764 | 6,921 | 5,764 | |||||||
Reportable Geography [Member] | South America [Member] | |||||||||||
Selected Information by Geography [Abstract] | |||||||||||
Net sales | 297 | 332 | 333 | ||||||||
Long-lived assets | 307 | 320 | 307 | 320 | |||||||
Reportable Geography [Member] | Europe, Middle East, India, Africa [Member] | |||||||||||
Selected Information by Geography [Abstract] | |||||||||||
Net sales | 1,720 | 807 | 646 | ||||||||
Long-lived assets | 4,780 | 463 | 4,780 | 463 | |||||||
Reportable Geography [Member] | Asia Pacific [Member] | |||||||||||
Selected Information by Geography [Abstract] | |||||||||||
Net sales | 396 | 256 | $ 266 | ||||||||
Long-lived assets | $ 704 | $ 299 | $ 704 | $ 299 |
Segment and Geographic Data, _3
Segment and Geographic Data, Selected Information by Product Line (Details) - Net Sales [Member] - Product Concentration Risk [Member] | 12 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Consumer Packaging International [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Consumer Packaging International [Member] | Packaging [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 67.00% | 100.00% | 100.00% |
Consumer Packaging International [Member] | Non-packaging [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 33.00% | 0.00% | 0.00% |
Consumer Packaging North America [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Consumer Packaging North America [Member] | Rigid Open Top [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 45.00% | 44.00% | 43.00% |
Consumer Packaging North America [Member] | Rigid Closed Top [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 55.00% | 56.00% | 57.00% |
Engineered Materials [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Engineered Materials [Member] | Core Films [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 40.00% | 41.00% | 44.00% |
Engineered Materials [Member] | Retail & Industrial [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 60.00% | 59.00% | 56.00% |
Health, Hygiene & Specialties [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Health, Hygiene & Specialties [Member] | Health [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 15.00% | 18.00% | 19.00% |
Health, Hygiene & Specialties [Member] | Hygiene [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 53.00% | 51.00% | 45.00% |
Health, Hygiene & Specialties [Member] | Specialties [Member] | |||
Selected Information by Product Line [Abstract] | |||
Concentration risk percentage | 32.00% | 31.00% | 36.00% |
Net Income per Share (Details)
Net Income per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 30, 2017 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Net Income per Share [Abstract] | |||||||||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 5 | 0 | 0 | ||||||||
Numerator [Abstract] | |||||||||||
Net income attributable to the Company | $ 229 | $ 13 | $ 74 | $ 88 | $ 133 | $ 110 | $ 90 | $ 163 | $ 404 | $ 496 | $ 340 |
Denominator [Abstract] | |||||||||||
Weighted average common shares outstanding - basic (in shares) | 131.3 | 131.4 | 127.6 | ||||||||
Dilutive shares (in shares) | 3.3 | 3.8 | 5 | ||||||||
Weighted average common and common equivalent shares outstanding - diluted (in shares) | 134.6 | 135.2 | 132.6 | ||||||||
Per Common Share Income [Abstract] | |||||||||||
Basic (in dollars per share) | $ 1.74 | $ 0.10 | $ 0.57 | $ 0.67 | $ 1.01 | $ 0.83 | $ 0.69 | $ 1.24 | $ 3.08 | $ 3.77 | $ 2.66 |
Diluted (in dollars per share) | $ 1.69 | $ 0.10 | $ 0.55 | $ 0.66 | $ 0.99 | $ 0.81 | $ 0.66 | $ 1.20 | $ 3 | $ 3.67 | $ 2.56 |
Guarantor and Non-Guarantor F_3
Guarantor and Non-Guarantor Financial Information, Condensed Supplemental Consolidated Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 30, 2017 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Guarantor and Non-Guarantor Financial Information [Abstract] | |||||||||||
Percentage ownership in guarantor subsidiaries | 100.00% | ||||||||||
Condensed Supplemental Consolidated Statements of Operations [Abstract] | |||||||||||
Net sales | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 2,054 | $ 2,072 | $ 1,967 | $ 1,776 | $ 8,878 | $ 7,869 | $ 7,095 |
Cost of goods sold | 2,511 | 1,551 | 1,578 | 1,619 | 1,705 | 1,690 | 1,596 | 1,447 | 7,259 | 6,438 | 5,691 |
Selling, general and administrative | 583 | 480 | 494 | ||||||||
Amortization of intangibles | 194 | 154 | 154 | ||||||||
Restructuring and transaction activities | (132) | 36 | 24 | ||||||||
Operating income | 974 | 761 | 732 | ||||||||
Other (income) expense, net | 155 | 25 | 14 | ||||||||
Interest expense, net | 329 | 259 | 269 | ||||||||
Equity in net income of subsidiaries | 0 | 0 | 0 | ||||||||
Income before income taxes | 490 | 477 | 449 | ||||||||
Income tax expense (benefit) | 86 | (19) | 109 | ||||||||
Net income | $ 229 | $ 13 | $ 74 | $ 88 | $ 133 | $ 110 | $ 90 | $ 163 | 404 | 496 | 340 |
Currency translation | (71) | (127) | 34 | ||||||||
Pension and postretirement benefits | (55) | 3 | 38 | ||||||||
Derivative instruments | (111) | 49 | 28 | ||||||||
Provision for income taxes | 7 | (13) | (20) | ||||||||
Comprehensive income | 174 | 408 | 420 | ||||||||
Eliminations [Member] | |||||||||||
Condensed Supplemental Consolidated Statements of Operations [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Cost of goods sold | 0 | 0 | 0 | ||||||||
Selling, general and administrative | 0 | 0 | 0 | ||||||||
Amortization of intangibles | 0 | 0 | 0 | ||||||||
Restructuring and transaction activities | 0 | 0 | 0 | ||||||||
Operating income | 0 | 0 | 0 | ||||||||
Other (income) expense, net | 0 | 0 | 0 | ||||||||
Interest expense, net | 0 | 0 | 0 | ||||||||
Equity in net income of subsidiaries | 986 | 784 | 790 | ||||||||
Income before income taxes | (986) | (784) | (790) | ||||||||
Income tax expense (benefit) | (86) | 19 | (109) | ||||||||
Net income | (900) | (803) | (681) | ||||||||
Currency translation | 71 | 127 | (34) | ||||||||
Pension and postretirement benefits | 55 | (3) | (38) | ||||||||
Derivative instruments | 111 | (49) | (28) | ||||||||
Provision for income taxes | (7) | 13 | 20 | ||||||||
Comprehensive income | (670) | (715) | (761) | ||||||||
Parent [Member] | |||||||||||
Condensed Supplemental Consolidated Statements of Operations [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Cost of goods sold | 0 | 0 | 0 | ||||||||
Selling, general and administrative | 0 | 0 | 0 | ||||||||
Amortization of intangibles | 0 | 0 | 0 | ||||||||
Restructuring and transaction activities | 0 | 0 | 0 | ||||||||
Operating income | 0 | 0 | 0 | ||||||||
Other (income) expense, net | 0 | 0 | 0 | ||||||||
Interest expense, net | 0 | 0 | 0 | ||||||||
Equity in net income of subsidiaries | (490) | (477) | (449) | ||||||||
Income before income taxes | 490 | 477 | 449 | ||||||||
Income tax expense (benefit) | 86 | (19) | 109 | ||||||||
Net income | 404 | 496 | 340 | ||||||||
Currency translation | (71) | (127) | 34 | ||||||||
Pension and postretirement benefits | (55) | 3 | 38 | ||||||||
Derivative instruments | (111) | 49 | 28 | ||||||||
Provision for income taxes | 7 | (13) | (20) | ||||||||
Comprehensive income | 174 | 408 | 420 | ||||||||
Issuer [Member] | |||||||||||
Condensed Supplemental Consolidated Statements of Operations [Abstract] | |||||||||||
Net sales | 561 | 574 | 587 | ||||||||
Cost of goods sold | 381 | 346 | 438 | ||||||||
Selling, general and administrative | 66 | 63 | 55 | ||||||||
Amortization of intangibles | 0 | 1 | 6 | ||||||||
Restructuring and transaction activities | 0 | 0 | 0 | ||||||||
Operating income | 114 | 164 | 88 | ||||||||
Other (income) expense, net | 163 | 8 | 8 | ||||||||
Interest expense, net | 20 | 8 | 12 | ||||||||
Equity in net income of subsidiaries | (496) | (307) | (341) | ||||||||
Income before income taxes | 427 | 455 | 409 | ||||||||
Income tax expense (benefit) | 23 | (41) | 69 | ||||||||
Net income | 404 | 496 | 340 | ||||||||
Currency translation | 136 | (11) | 0 | ||||||||
Pension and postretirement benefits | (48) | 0 | 25 | ||||||||
Derivative instruments | (108) | 49 | 28 | ||||||||
Provision for income taxes | 7 | (13) | (20) | ||||||||
Comprehensive income | 391 | 521 | 373 | ||||||||
Guarantor Subsidiaries [Member] | |||||||||||
Condensed Supplemental Consolidated Statements of Operations [Abstract] | |||||||||||
Net sales | 5,390 | 5,465 | 4,861 | ||||||||
Cost of goods sold | 4,500 | 4,558 | 3,920 | ||||||||
Selling, general and administrative | 333 | 309 | 335 | ||||||||
Amortization of intangibles | 135 | 127 | 120 | ||||||||
Restructuring and transaction activities | 52 | 20 | 14 | ||||||||
Operating income | 370 | 451 | 472 | ||||||||
Other (income) expense, net | 0 | 8 | (1) | ||||||||
Interest expense, net | 219 | 225 | 229 | ||||||||
Equity in net income of subsidiaries | 0 | 0 | 0 | ||||||||
Income before income taxes | 151 | 218 | 244 | ||||||||
Income tax expense (benefit) | (2) | (2) | 0 | ||||||||
Net income | 153 | 220 | 244 | ||||||||
Currency translation | 0 | (3) | 0 | ||||||||
Pension and postretirement benefits | 0 | 0 | 0 | ||||||||
Derivative instruments | 0 | 0 | 0 | ||||||||
Provision for income taxes | 0 | 0 | 0 | ||||||||
Comprehensive income | 153 | 217 | 244 | ||||||||
Non-Guarantor Subsidiaries [Member] | |||||||||||
Condensed Supplemental Consolidated Statements of Operations [Abstract] | |||||||||||
Net sales | 2,927 | 1,830 | 1,647 | ||||||||
Cost of goods sold | 2,378 | 1,534 | 1,333 | ||||||||
Selling, general and administrative | 184 | 108 | 104 | ||||||||
Amortization of intangibles | 59 | 26 | 28 | ||||||||
Restructuring and transaction activities | (184) | 16 | 10 | ||||||||
Operating income | 490 | 146 | 172 | ||||||||
Other (income) expense, net | (8) | 9 | 7 | ||||||||
Interest expense, net | 90 | 26 | 28 | ||||||||
Equity in net income of subsidiaries | 0 | 0 | 0 | ||||||||
Income before income taxes | 408 | 111 | 137 | ||||||||
Income tax expense (benefit) | 65 | 24 | 40 | ||||||||
Net income | 343 | 87 | 97 | ||||||||
Currency translation | (207) | (113) | 34 | ||||||||
Pension and postretirement benefits | (7) | 3 | 13 | ||||||||
Derivative instruments | (3) | 0 | 0 | ||||||||
Provision for income taxes | 0 | 0 | 0 | ||||||||
Comprehensive income | $ 126 | $ (23) | $ 144 |
Guarantor and Non-Guarantor F_4
Guarantor and Non-Guarantor Financial Information, Condensed Supplemental Consolidated Balance Sheet (Details) - USD ($) $ in Millions | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | Oct. 01, 2016 |
Current assets [Abstract] | ||||
Cash and cash equivalents | $ 750 | $ 381 | ||
Accounts receivable | 1,526 | 941 | ||
Intercompany receivable | 0 | 0 | ||
Inventories | 1,324 | 887 | ||
Prepaid expenses and other current assets | 157 | 76 | ||
Total current assets | 3,757 | 2,285 | ||
Property, plant and equipment | 4,714 | 2,488 | ||
Goodwill and intangible assets | 7,831 | 4,284 | ||
Investment in subsidiaries | 0 | 0 | ||
Other assets | 167 | 74 | ||
Total assets | 16,469 | 9,131 | ||
Current liabilities [Abstract] | ||||
Accounts payable | 1,159 | 783 | ||
Accrued expenses and other current liabilities | 776 | 416 | ||
Intercompany payable | 0 | 0 | ||
Current portion of long-term debt | 104 | 38 | ||
Total current liabilities | 2,039 | 1,237 | ||
Long-term debt | 11,261 | 5,806 | ||
Deferred income taxes | 803 | 365 | ||
Other long-term liabilities | 748 | 289 | ||
Total long-term liabilities | 12,812 | 6,460 | ||
Total liabilities | 14,851 | 7,697 | ||
Total equity (deficit) | 1,618 | 1,434 | $ 1,015 | $ 221 |
Total liabilities and stockholders' equity | 16,469 | 9,131 | ||
Eliminations [Member] | ||||
Current assets [Abstract] | ||||
Cash and cash equivalents | 0 | 0 | ||
Accounts receivable | 0 | 0 | ||
Intercompany receivable | (2,285) | (2,252) | ||
Inventories | 0 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Total current assets | (2,285) | (2,252) | ||
Property, plant and equipment | 0 | 0 | ||
Goodwill and intangible assets | 0 | 0 | ||
Investment in subsidiaries | (15,751) | (8,769) | ||
Other assets | 0 | 0 | ||
Total assets | (18,036) | (11,021) | ||
Current liabilities [Abstract] | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses and other current liabilities | 0 | 0 | ||
Intercompany payable | (2,285) | (2,252) | ||
Current portion of long-term debt | 0 | 0 | ||
Total current liabilities | (2,285) | (2,252) | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Total long-term liabilities | 0 | 0 | ||
Total liabilities | (2,285) | (2,252) | ||
Total equity (deficit) | (15,751) | (8,769) | ||
Total liabilities and stockholders' equity | (18,036) | (11,021) | ||
Parent [Member] | ||||
Current assets [Abstract] | ||||
Cash and cash equivalents | 0 | 0 | ||
Accounts receivable | 0 | 0 | ||
Intercompany receivable | 503 | 296 | ||
Inventories | 0 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Total current assets | 503 | 296 | ||
Property, plant and equipment | 0 | 0 | ||
Goodwill and intangible assets | 0 | 0 | ||
Investment in subsidiaries | 1,918 | 1,513 | ||
Other assets | 0 | 31 | ||
Total assets | 2,421 | 1,840 | ||
Current liabilities [Abstract] | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses and other current liabilities | 0 | 18 | ||
Intercompany payable | 0 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Total current liabilities | 0 | 18 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 803 | 365 | ||
Other long-term liabilities | 0 | 23 | ||
Total long-term liabilities | 803 | 388 | ||
Total liabilities | 803 | 406 | ||
Total equity (deficit) | 1,618 | 1,434 | ||
Total liabilities and stockholders' equity | 2,421 | 1,840 | ||
Issuer [Member] | ||||
Current assets [Abstract] | ||||
Cash and cash equivalents | 42 | 133 | ||
Accounts receivable | 64 | 42 | ||
Intercompany receivable | 1,401 | 1,907 | ||
Inventories | 51 | 56 | ||
Prepaid expenses and other current assets | 15 | 18 | ||
Total current assets | 1,573 | 2,156 | ||
Property, plant and equipment | 78 | 79 | ||
Goodwill and intangible assets | 78 | 79 | ||
Investment in subsidiaries | 12,728 | 6,151 | ||
Other assets | 67 | 17 | ||
Total assets | 14,524 | 8,482 | ||
Current liabilities [Abstract] | ||||
Accounts payable | 47 | 42 | ||
Accrued expenses and other current liabilities | 203 | 146 | ||
Intercompany payable | 0 | 0 | ||
Current portion of long-term debt | 99 | 30 | ||
Total current liabilities | 349 | 218 | ||
Long-term debt | 11,184 | 5,782 | ||
Deferred income taxes | 0 | 0 | ||
Other long-term liabilities | 281 | 163 | ||
Total long-term liabilities | 11,465 | 5,945 | ||
Total liabilities | 11,814 | 6,163 | ||
Total equity (deficit) | 2,710 | 2,319 | ||
Total liabilities and stockholders' equity | 14,524 | 8,482 | ||
Guarantor Subsidiaries [Member] | ||||
Current assets [Abstract] | ||||
Cash and cash equivalents | 2 | 4 | ||
Accounts receivable | 482 | 555 | ||
Intercompany receivable | 0 | 0 | ||
Inventories | 568 | 664 | ||
Prepaid expenses and other current assets | 13 | 17 | ||
Total current assets | 1,065 | 1,240 | ||
Property, plant and equipment | 1,645 | 1,684 | ||
Goodwill and intangible assets | 3,600 | 3,742 | ||
Investment in subsidiaries | 1,105 | 1,105 | ||
Other assets | 1 | 2 | ||
Total assets | 7,416 | 7,773 | ||
Current liabilities [Abstract] | ||||
Accounts payable | 329 | 468 | ||
Accrued expenses and other current liabilities | 179 | 159 | ||
Intercompany payable | 1,859 | 2,252 | ||
Current portion of long-term debt | 5 | 8 | ||
Total current liabilities | 2,372 | 2,887 | ||
Long-term debt | 11 | 23 | ||
Deferred income taxes | 0 | 0 | ||
Other long-term liabilities | 62 | 45 | ||
Total long-term liabilities | 73 | 68 | ||
Total liabilities | 2,445 | 2,955 | ||
Total equity (deficit) | 4,971 | 4,818 | ||
Total liabilities and stockholders' equity | 7,416 | 7,773 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Current assets [Abstract] | ||||
Cash and cash equivalents | 706 | 244 | ||
Accounts receivable | 980 | 344 | ||
Intercompany receivable | 381 | 49 | ||
Inventories | 705 | 167 | ||
Prepaid expenses and other current assets | 129 | 41 | ||
Total current assets | 2,901 | 845 | ||
Property, plant and equipment | 2,991 | 725 | ||
Goodwill and intangible assets | 4,153 | 463 | ||
Investment in subsidiaries | 0 | 0 | ||
Other assets | 99 | 24 | ||
Total assets | 10,144 | 2,057 | ||
Current liabilities [Abstract] | ||||
Accounts payable | 783 | 273 | ||
Accrued expenses and other current liabilities | 394 | 93 | ||
Intercompany payable | 426 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Total current liabilities | 1,603 | 366 | ||
Long-term debt | 66 | 1 | ||
Deferred income taxes | 0 | 0 | ||
Other long-term liabilities | 405 | 58 | ||
Total long-term liabilities | 471 | 59 | ||
Total liabilities | 2,074 | 425 | ||
Total equity (deficit) | 8,070 | 1,632 | ||
Total liabilities and stockholders' equity | $ 10,144 | $ 2,057 |
Guarantor and Non-Guarantor F_5
Guarantor and Non-Guarantor Financial Information, Condensed Supplemental Consolidated Statements of Cash Flows (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2019 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Condensed Supplemental Consolidated Statements of Cash Flows [Abstract] | ||||
Cash flow from operating activities | $ 1,201 | $ 1,004 | $ 975 | |
Cash Flow from Investing Activities [Abstract] | ||||
Additions to property, plant and equipment | (399) | (336) | (269) | |
Proceeds from sale of assets | 0 | 3 | 6 | |
Divestiture of business | $ 326 | 326 | 0 | 0 |
Acquisition of business | (6,079) | (702) | (515) | |
Acquisition purchase price derivatives and other | (99) | 0 | 4 | |
(Contributions) distributions to/from subsidiaries | 0 | 0 | 0 | |
Intercompany advances (repayments) | 0 | 0 | 0 | |
Net cash from investing activities | (6,251) | (1,035) | (774) | |
Cash Flow from Financing Activities [Abstract] | ||||
Proceeds from long-term borrowings | 6,784 | 498 | 495 | |
Repayment of long-term borrowings | (1,214) | (335) | (636) | |
Proceeds from issuance of common stock | 55 | 23 | 31 | |
Repurchase of common stock | (74) | (33) | 0 | |
Payment of tax receivable agreement | (38) | (37) | (111) | |
Debt financing costs | (87) | (3) | (5) | |
Changes in intercompany balances | 0 | 0 | 0 | |
Contribution from Parent | 0 | 0 | 0 | |
Net cash from financing activities | 5,426 | 113 | (226) | |
Effect of currency translation on cash | (7) | (7) | 8 | |
Net change in cash and cash equivalents | 369 | 75 | (17) | |
Cash and cash equivalents at beginning of period | 381 | 306 | 323 | |
Cash and cash equivalents at end of period | 750 | 381 | 306 | |
Eliminations [Member] | ||||
Condensed Supplemental Consolidated Statements of Cash Flows [Abstract] | ||||
Cash flow from operating activities | 0 | 0 | 0 | |
Cash Flow from Investing Activities [Abstract] | ||||
Additions to property, plant and equipment | 0 | 0 | 0 | |
Proceeds from sale of assets | 0 | 0 | ||
Divestiture of business | 0 | |||
Acquisition of business | 0 | 0 | 0 | |
Acquisition purchase price derivatives and other | 0 | 0 | ||
(Contributions) distributions to/from subsidiaries | 6,071 | 705 | 515 | |
Intercompany advances (repayments) | (517) | (538) | (428) | |
Net cash from investing activities | 5,554 | 167 | 87 | |
Cash Flow from Financing Activities [Abstract] | ||||
Proceeds from long-term borrowings | 0 | 0 | 0 | |
Repayment of long-term borrowings | 0 | 0 | 0 | |
Proceeds from issuance of common stock | 0 | 0 | 0 | |
Repurchase of common stock | 0 | 0 | ||
Payment of tax receivable agreement | 0 | 0 | 0 | |
Debt financing costs | 0 | 0 | 0 | |
Changes in intercompany balances | 517 | 538 | 428 | |
Contribution from Parent | (6,071) | (705) | (515) | |
Net cash from financing activities | (5,554) | (167) | (87) | |
Effect of currency translation on cash | 0 | 0 | 0 | |
Net change in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents at beginning of period | 0 | 0 | 0 | |
Cash and cash equivalents at end of period | 0 | 0 | 0 | |
Parent [Member] | ||||
Condensed Supplemental Consolidated Statements of Cash Flows [Abstract] | ||||
Cash flow from operating activities | 0 | 0 | 0 | |
Cash Flow from Investing Activities [Abstract] | ||||
Additions to property, plant and equipment | 0 | 0 | 0 | |
Proceeds from sale of assets | 0 | 0 | ||
Divestiture of business | 0 | |||
Acquisition of business | 0 | 0 | 0 | |
Acquisition purchase price derivatives and other | 0 | 0 | ||
(Contributions) distributions to/from subsidiaries | 19 | 10 | (31) | |
Intercompany advances (repayments) | 0 | 0 | 0 | |
Net cash from investing activities | 19 | 10 | (31) | |
Cash Flow from Financing Activities [Abstract] | ||||
Proceeds from long-term borrowings | 0 | 0 | 0 | |
Repayment of long-term borrowings | 0 | 0 | 0 | |
Proceeds from issuance of common stock | 55 | 23 | 31 | |
Repurchase of common stock | (74) | (33) | ||
Payment of tax receivable agreement | (38) | (37) | (111) | |
Debt financing costs | 0 | 0 | 0 | |
Changes in intercompany balances | 38 | 37 | 111 | |
Contribution from Parent | 0 | 0 | 0 | |
Net cash from financing activities | (19) | (10) | 31 | |
Effect of currency translation on cash | 0 | 0 | 0 | |
Net change in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents at beginning of period | 0 | 0 | 0 | |
Cash and cash equivalents at end of period | 0 | 0 | 0 | |
Issuer [Member] | ||||
Condensed Supplemental Consolidated Statements of Cash Flows [Abstract] | ||||
Cash flow from operating activities | 89 | 133 | 128 | |
Cash Flow from Investing Activities [Abstract] | ||||
Additions to property, plant and equipment | 0 | (5) | (19) | |
Proceeds from sale of assets | 0 | 1 | ||
Divestiture of business | 0 | |||
Acquisition of business | 0 | 0 | 0 | |
Acquisition purchase price derivatives and other | (99) | 4 | ||
(Contributions) distributions to/from subsidiaries | (6,090) | (715) | (484) | |
Intercompany advances (repayments) | 517 | 538 | 428 | |
Net cash from investing activities | (5,672) | (182) | (70) | |
Cash Flow from Financing Activities [Abstract] | ||||
Proceeds from long-term borrowings | 6,784 | 498 | 495 | |
Repayment of long-term borrowings | (1,205) | (331) | (632) | |
Proceeds from issuance of common stock | 0 | 0 | 0 | |
Repurchase of common stock | 0 | 0 | ||
Payment of tax receivable agreement | 0 | 0 | 0 | |
Debt financing costs | (87) | (3) | (5) | |
Changes in intercompany balances | 0 | 0 | 0 | |
Contribution from Parent | 0 | 0 | 0 | |
Net cash from financing activities | 5,492 | 164 | (142) | |
Effect of currency translation on cash | 0 | 0 | 0 | |
Net change in cash and cash equivalents | (91) | 115 | (84) | |
Cash and cash equivalents at beginning of period | 133 | 18 | 102 | |
Cash and cash equivalents at end of period | 42 | 133 | 18 | |
Guarantor Subsidiaries [Member] | ||||
Condensed Supplemental Consolidated Statements of Cash Flows [Abstract] | ||||
Cash flow from operating activities | 693 | 651 | 647 | |
Cash Flow from Investing Activities [Abstract] | ||||
Additions to property, plant and equipment | (235) | (241) | (209) | |
Proceeds from sale of assets | 3 | 5 | ||
Divestiture of business | 0 | |||
Acquisition of business | (8) | (632) | (515) | |
Acquisition purchase price derivatives and other | 0 | 0 | ||
(Contributions) distributions to/from subsidiaries | 0 | 0 | 0 | |
Intercompany advances (repayments) | 0 | 0 | 0 | |
Net cash from investing activities | (243) | (870) | (719) | |
Cash Flow from Financing Activities [Abstract] | ||||
Proceeds from long-term borrowings | 0 | 0 | 0 | |
Repayment of long-term borrowings | (7) | (3) | (3) | |
Proceeds from issuance of common stock | 0 | 0 | 0 | |
Repurchase of common stock | 0 | 0 | ||
Payment of tax receivable agreement | 0 | 0 | 0 | |
Debt financing costs | 0 | 0 | 0 | |
Changes in intercompany balances | (445) | (418) | (433) | |
Contribution from Parent | 0 | 632 | 515 | |
Net cash from financing activities | (452) | 211 | 79 | |
Effect of currency translation on cash | 0 | 0 | 0 | |
Net change in cash and cash equivalents | (2) | (8) | 7 | |
Cash and cash equivalents at beginning of period | 4 | 12 | 5 | |
Cash and cash equivalents at end of period | 2 | 4 | 12 | |
Non-Guarantor Subsidiaries [Member] | ||||
Condensed Supplemental Consolidated Statements of Cash Flows [Abstract] | ||||
Cash flow from operating activities | 419 | 220 | 200 | |
Cash Flow from Investing Activities [Abstract] | ||||
Additions to property, plant and equipment | (164) | (90) | (41) | |
Proceeds from sale of assets | 0 | 0 | ||
Divestiture of business | 326 | |||
Acquisition of business | (6,071) | (70) | 0 | |
Acquisition purchase price derivatives and other | 0 | 0 | ||
(Contributions) distributions to/from subsidiaries | 0 | 0 | 0 | |
Intercompany advances (repayments) | 0 | 0 | 0 | |
Net cash from investing activities | (5,909) | (160) | (41) | |
Cash Flow from Financing Activities [Abstract] | ||||
Proceeds from long-term borrowings | 0 | 0 | 0 | |
Repayment of long-term borrowings | (2) | (1) | (1) | |
Proceeds from issuance of common stock | 0 | 0 | 0 | |
Repurchase of common stock | 0 | 0 | ||
Payment of tax receivable agreement | 0 | 0 | 0 | |
Debt financing costs | 0 | 0 | 0 | |
Changes in intercompany balances | (110) | (157) | (106) | |
Contribution from Parent | 6,071 | 73 | 0 | |
Net cash from financing activities | 5,959 | (85) | (107) | |
Effect of currency translation on cash | (7) | (7) | 8 | |
Net change in cash and cash equivalents | 462 | (32) | 60 | |
Cash and cash equivalents at beginning of period | 244 | 276 | 216 | |
Cash and cash equivalents at end of period | $ 706 | $ 244 | $ 276 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 30, 2017 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 30, 2017 | |
Quarterly Financial Data (Unaudited) [Abstract] | |||||||||||
Net sales | $ 3,019 | $ 1,937 | $ 1,950 | $ 1,972 | $ 2,054 | $ 2,072 | $ 1,967 | $ 1,776 | $ 8,878 | $ 7,869 | $ 7,095 |
Cost of goods sold | 2,511 | 1,551 | 1,578 | 1,619 | 1,705 | 1,690 | 1,596 | 1,447 | 7,259 | 6,438 | 5,691 |
Gross profit | 508 | 386 | 372 | 353 | 349 | 382 | 371 | 329 | |||
Net income | $ 229 | $ 13 | $ 74 | $ 88 | $ 133 | $ 110 | $ 90 | $ 163 | $ 404 | $ 496 | $ 340 |
Net Income per Share [Abstract] | |||||||||||
Basic (in dollars per share) | $ 1.74 | $ 0.10 | $ 0.57 | $ 0.67 | $ 1.01 | $ 0.83 | $ 0.69 | $ 1.24 | $ 3.08 | $ 3.77 | $ 2.66 |
Diluted (in dollars per share) | $ 1.69 | $ 0.10 | $ 0.55 | $ 0.66 | $ 0.99 | $ 0.81 | $ 0.66 | $ 1.20 | $ 3 | $ 3.67 | $ 2.56 |