Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 08, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-33988 | ||
Entity Registrant Name | Graphic Packaging Holding Co | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-0405422 | ||
Entity Address, Address Line One | 1500 Riveredge Parkway, Suite 100 | ||
Entity Address, City or Town | Atlanta, | ||
Entity Address, State or Province | GA | ||
Entity Address, Postal Zip Code | 30328 | ||
City Area Code | 770 | ||
Local Phone Number | 240-7200 | ||
Title of 12(b) Security | Common Stock, $0.01 par value per share | ||
Trading Symbol | GPK | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 6.3 | ||
Entity Common Stock, Shares Outstanding | 307,122,132 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive Proxy Statement for the 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001408075 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Audit Information [Abstract] | ||
Auditor Name | PricewaterhouseCoopers LLP | PricewaterhouseCoopers LLP |
Auditor Firm ID | 238 | 238 |
Auditor Location | Atlanta, Georgia |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | |||
Net Sales | $ 9,440 | $ 7,156 | $ 6,560 |
Cost of Sales | 7,610 | 6,085 | 5,460 |
Selling, General and Administrative | 774 | 528 | 513 |
Other (Income) Expense, Net | 19 | (2) | 2 |
Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net | 131 | 138 | 61 |
Income from Operations | 906 | 407 | 524 |
Nonoperating Pension and Postretirement Benefit Income (Expense) | 7 | 5 | (151) |
Interest Expense, Net | (197) | (123) | (129) |
Income before Income Taxes and Equity Income of Unconsolidated Entity | 716 | 289 | 244 |
Income Tax Expense | (194) | (74) | (42) |
Income before Equity Income of Unconsolidated Entity | 522 | 215 | 202 |
Equity Income of Unconsolidated Entity | 0 | 1 | 1 |
Net Income | 522 | 216 | 203 |
Net Income Attributable to Noncontrolling Interest | 0 | (12) | (36) |
Net Income Attributable to Graphic Packaging Holding Company | $ 522 | $ 204 | $ 167 |
Net Income Per Share Attributable to Graphic Packaging Holding Company — Basic (in dollars per share) | $ 1.69 | $ 0.69 | $ 0.60 |
Net Income Per Share Attributable to Graphic Packaging Holding Company — Diluted (in dollars per share) | $ 1.69 | $ 0.68 | $ 0.60 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Total | |||
Net Income (Loss) | $ 522 | $ 204 | $ 167 |
Derivative Instruments | 4 | 5 | 4 |
Pension and Postretirement Benefit Plans | (9) | 45 | 100 |
Currency Translation Adjustment | (148) | (28) | 17 |
Total Other Comprehensive Loss, Net of Tax | (153) | 22 | 121 |
Comprehensive Income (Loss) | 369 | 226 | 288 |
Noncontrolling Interest | |||
Net Income | 0 | 12 | 39 |
Derivative Instruments | 1 | 1 | |
Pension and Postretirement Benefit Plans | 0 | 29 | |
Currency Translation Adjustment | (1) | 0 | 2 |
Total Other Comprehensive Income, Net of Tax | (1) | 1 | 32 |
Total Comprehensive Income (Loss) | (1) | 13 | 71 |
Redeemable Noncontrolling Interest | |||
Net Income | (3) | ||
Derivative Instruments | 0 | ||
Pension and Postretirement Benefit Plans | 10 | ||
Currency Translation Adjustment | (1) | ||
Total Other Comprehensive Income, Net of Tax | 9 | ||
Total Comprehensive Income | 6 | ||
Total | |||
Net Income | 522 | 216 | 203 |
Net Income | 203 | ||
Derivative Instruments | 4 | 6 | 5 |
Pension and Postretirement Benefit Plans | (9) | 45 | 139 |
Currency Translation Adjustment | (149) | (28) | 18 |
Total Other Comprehensive Loss, Net of Tax | (154) | 23 | 162 |
Total Comprehensive Income (Loss) | $ 368 | $ 239 | $ 365 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and Cash Equivalents | $ 150 | $ 172 |
Receivables, Net | 879 | 859 |
Inventories, Net | 1,606 | 1,387 |
Other Current Assets | 71 | 84 |
Total Current Assets | 2,706 | 2,502 |
Property, Plant and Equipment, Net | 4,579 | 4,677 |
Goodwill | 1,979 | 2,015 |
Intangible Assets, Net | 717 | 868 |
Other Assets | 347 | 395 |
Total Assets | 10,328 | 10,457 |
Current Liabilities: | ||
Short-Term Debt and Current Portion of Long-Term Debt | 53 | 279 |
Accounts Payable | 1,123 | 1,125 |
Compensation and Employee Benefits | 295 | 211 |
Interest Payable | 51 | 35 |
Other Accrued Liabilities | 411 | 399 |
Total Current Liabilities | 1,933 | 2,049 |
Long-Term Debt | 5,200 | 5,515 |
Deferred Income Tax Liabilities | 668 | 579 |
Accrued Pension and Postretirement Benefits | 111 | 139 |
Other Noncurrent Liabilities | 266 | 282 |
Commitments (Note 13) | ||
SHAREHOLDERS' EQUITY | ||
Preferred Stock, par value $.01 per share; 100,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common Stock, par value $.01 per share; 1,000,000,000 shares authorized; 307,116,089 and 307,103,551 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively | 3 | 3 |
Capital in Excess of Par Value | 2,054 | 2,046 |
Retained Earnings | 469 | 66 |
Accumulated Other Comprehensive Loss | (377) | (224) |
Total Graphic Packaging Holding Company Shareholders' Equity | 2,149 | 1,891 |
Noncontrolling Interest | 1 | 2 |
Total Equity | 2,150 | 1,893 |
Total Liabilities and Shareholders' Equity | $ 10,328 | $ 10,457 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares, issued (in shares) | 307,116,089 | 307,103,551 |
Common stock, shares, outstanding (in shares) | 307,116,089 | 307,103,551 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Millions | Total | Common Stock | Capital in Excess of Par Value | (Accumulated Deficit) Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Noncontrolling Interests | Redeemable Noncontrolling Interest |
Beginning balance (in shares) at Dec. 31, 2019 | 290,246,907 | ||||||
Beginning balance at Dec. 31, 2019 | $ 2,057 | $ 3 | $ 1,877 | $ 56 | $ (367) | $ 488 | $ 304 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net Income (Loss) | 206 | 167 | 39 | (3) | |||
Redeemable Noncontrolling Interest Redemption Value Adjustment | 12 | 12 | (12) | ||||
Distribution of Membership Interest | (19) | (19) | (2) | ||||
Other Comprehensive Income, Net of Tax: | |||||||
Derivative Instruments | 5 | 4 | 1 | ||||
Pension and Postretirement Benefit Plans | 129 | 100 | 29 | 10 | |||
Currency Translation Adjustment | 19 | 17 | 2 | (1) | |||
Repurchase of Common Stock (in shares) | (23,420,010) | ||||||
Repurchase of Common Stock | (316) | (128) | (188) | ||||
Redemption of IP's Ownership Interest | (211) | (87) | (124) | (296) | |||
Tax Effect IP Redemption | 16 | 16 | |||||
Dividends Declared | (83) | (83) | |||||
Recognition of Stock-Based Compensation | 25 | 25 | |||||
Issuance of Shares for Stock-Based Awards (in shares) | 899,476 | ||||||
Ending balance (in shares) at Dec. 31, 2020 | 267,726,373 | ||||||
Ending balance at Dec. 31, 2020 | 1,840 | $ 3 | 1,715 | (48) | (246) | 416 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net Income (Loss) | 216 | 204 | 12 | ||||
Distribution of Membership Interest | (6) | (6) | |||||
Other Comprehensive Income, Net of Tax: | |||||||
Derivative Instruments | 6 | 5 | 1 | ||||
Pension and Postretirement Benefit Plans | 45 | 45 | |||||
Currency Translation Adjustment | (28) | (28) | |||||
Redemption of IP's Ownership Interest (in shares) | 38,080,072 | ||||||
Redemption of IP's Ownership Interest | (104) | 319 | (423) | ||||
Dividends Declared | (90) | (90) | |||||
Investment in Subsidiaries | 2 | 2 | |||||
Recognition of Stock-Based Compensation | $ 12 | 12 | |||||
Issuance of Shares for Stock-Based Awards (in shares) | 1,297,106 | ||||||
Ending balance (in shares) at Dec. 31, 2021 | 307,103,551 | 307,103,551 | |||||
Ending balance at Dec. 31, 2021 | $ 1,893 | $ 3 | 2,046 | 66 | (224) | 2 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net Income (Loss) | 522 | 522 | 0 | ||||
Other Comprehensive Income, Net of Tax: | |||||||
Derivative Instruments | 4 | ||||||
Pension and Postretirement Benefit Plans | (9) | (9) | |||||
Currency Translation Adjustment | (149) | (148) | |||||
Repurchase of Common Stock (in shares) | (1,315,839) | ||||||
Repurchase of Common Stock | (28) | (8) | (20) | ||||
Dividends Declared | (99) | (99) | |||||
Recognition of Stock-Based Compensation | $ 16 | 16 | |||||
Issuance of Shares for Stock-Based Awards (in shares) | 1,328,377 | ||||||
Ending balance (in shares) at Dec. 31, 2022 | 307,116,089 | 307,116,089 | |||||
Ending balance at Dec. 31, 2022 | $ 2,150 | $ 3 | $ 2,054 | $ 469 | $ (377) | $ 1 | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net Income | $ 522 | $ 216 | $ 203 |
Adjustments to Reconcile Net Income to Net Cash Provided by (Used in) Operating Activities: | |||
Depreciation and Amortization | 553 | 489 | 476 |
Amortization of Deferred Debt Issuance Costs | 9 | 9 | 6 |
Deferred Income Taxes | 131 | 55 | (1) |
Amount of Postretirement Expense (Less) Greater Than Funding | (18) | (24) | 147 |
Impairment Charges related to Divestiture | 96 | 0 | 0 |
Other, Net | 15 | 93 | 13 |
Changes in Operating Assets and Liabilities, Net of Acquisitions (See Note 3) | (218) | (229) | (19) |
Net Cash Provided by Operating Activities | 1,090 | 609 | 825 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Capital Spending | (522) | (775) | (616) |
Packaging Machinery Spending | (27) | (27) | (30) |
Acquisition of Businesses, Net of Cash Acquired | 0 | (1,704) | (121) |
Beneficial Interest on Sold Receivables | 125 | 130 | 136 |
Beneficial Interest Obtained in Exchange for Proceeds | (6) | (11) | (9) |
Other, Net | (5) | (5) | (8) |
Net Cash Used in Investing Activities | (435) | (2,392) | (648) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Repurchase of Common Stock | (28) | 0 | (316) |
Payments on Debt | (14) | (16) | (37) |
Proceeds from Issuance of Debt | 0 | 2,965 | 800 |
Retirement of Long-Term Debt | (250) | (1,626) | 0 |
Redemption of Noncontrolling Interest | 0 | (150) | (500) |
Borrowings under Revolving Credit Facilities | 3,929 | 4,485 | 2,614 |
Payments on Revolving Credit Facilities | (4,195) | (3,649) | (2,597) |
IP Tax Receivable Agreement Payment | 0 | (109) | 0 |
Debt Issuance Costs | 0 | (27) | (14) |
Repurchase of Common Stock related to Share-Based Payments | (18) | (15) | (9) |
Dividends and Distributions Paid to GPIP Partner | (92) | (92) | (103) |
Other, Net | 2 | 12 | 10 |
Net Cash Provided by (Used in) Financing Activities | (666) | 1,778 | (152) |
Effect of Exchange Rate Changes on Cash | (6) | (2) | 1 |
Net (Decrease) Increase in Cash and Cash Equivalents | (17) | (7) | 26 |
Cash and Cash Equivalents at Beginning of Year | 172 | 179 | 153 |
Cash and Cash Equivalents at End of Year (includes $5 million classified as held for sale as of December 31, 2022) | 155 | 172 | 179 |
Non-cash Investing Activities: | |||
Beneficial Interest Obtained (Sold) in Exchange for Trade Receivables | 118 | 121 | 135 |
Right-of-Use Assets Obtained in Exchange for New Operating Lease Liabilities | 52 | 118 | 71 |
Non-cash Financing Activities: | |||
Right-of-Use Assets Obtained in Exchange for New Finance Lease Liabilities | 42 | 11 | 0 |
Non-cash Exchange of Stock Issuance for Redemption of Noncontrolling Interest | $ 0 | $ (652) | $ 0 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) $ in Millions | Dec. 31, 2022 USD ($) |
Statement of Cash Flows [Abstract] | |
Cash and cash equivalents as held for sale | $ 5 |
NATURE OF BUSINESS AND SUMMARY
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business Graphic Packaging Holding Company (“GPHC” and, together with its subsidiaries, the “Company”) is committed to providing consumer packaging that makes a world of difference. The Company, a leading fiber-based consumer packaging provider, serves the world’s most widely-recognized food, beverage, foodservice and other consumer products companies and brands. The Company operates on a global basis, is one of the largest producers of folding cartons and fiber-based foodservice products in the United States ("U.S.") and Europe, and holds leading market positions in coated-recycled paperboard ("CRB"), coated unbleached kraft paperboard ("CUK") and solid bleached sulfate paperboard ("SBS"). The Company’s customers include many of the world’s most widely recognized companies and brands with prominent market positions in beverage, food, foodservice and other consumer products. The Company strives to provide its customers with innovative, fiber-based packaging solutions designed to deliver marketing and performance benefits at a competitive cost by capitalizing on its low-cost paperboard mills and global packaging network, its proprietary carton and packaging designs, and its commitment to quality, service, and environmental stewardship. On January 1, 2018, GPHC, a Delaware corporation, International Paper Company, a New York corporation (“IP”), Graphic Packaging International Partners, LLC, a Delaware limited liability company formerly known as Gazelle Newco LLC and a wholly-owned subsidiary of the Company (“GPIP”), and Graphic Packaging International, LLC, a Delaware limited liability company formerly known as Graphic Packaging International, Inc. and a direct subsidiary of GPIP (“GPIL”), completed a series of transactions pursuant to an agreement dated October 23, 2017, among the foregoing parties (the “Transaction Agreement”). Pursuant to the Transaction Agreement (i) a wholly-owned subsidiary of the Company transferred its ownership interest in GPIL to GPIP; (ii) IP transferred its North America Consumer Packaging (“NACP”) business to GPIP, which was then subsequently transferred to GPIL; (iii) GPIP issued membership interests to IP, and IP was admitted as a member of GPIP; and (iv) GPIL assumed certain indebtedness of IP (the "NACP Combination"). During 2020, GPIP purchased 32.5 million partnership units from IP for $500 million in cash, fully redeeming the 18.2 million partnership units that were required to be redeemed in cash. On February 16, 2021, the Company announced that IP had notified the Company of its intent to exchange additional partnership units. Per an agreement between the parties, on February 19, 2021, GPIP purchased 9.3 million partnership units from IP for $150 million in cash, and IP exchanged 15.3 million partnership units for an equivalent number of shares of GPHC common stock. On May 21, 2021, IP exchanged its remaining 22.8 million partnership units for an equivalent number of shares of GPHC common stock. As required by the parties' agreement, these shares were immediately sold by IP. As a result, IP had no ownership interest remaining in GPIP as of May 21, 2021. As a result of IP’s final exchange in 2021, the Company currently owns 100% of the outstanding interests in GPIP. GPIP continued to be treated as a partnership for U.S. federal and state income tax purposes despite IP’s exit as a minority partner until September 1, 2022, when, due to an internal restructuring, GPIP became a single member limited liability company, terminating the partnership for income tax purposes. Basis of Presentation and Principles of Consolidation The Company’s Consolidated Financial Statements include all subsidiaries in which the Company has the ability to exercise direct or indirect control over operating and financial policies. Intercompany transactions and balances are eliminated in consolidation. The Company, through its GPIL subsidiary, is a party to a Japanese joint venture, Rengo Riverwood Packaging, Ltd. in which it holds a 50% ownership interest that is accounted for using the equity method. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting periods. Actual results could differ from these estimates, and changes in these estimates are recorded when known. Estimates are used in accounting for, among other things, pension benefits, retained insurable risks, slow-moving and obsolete inventory, allowance for doubtful accounts, useful lives for depreciation and amortization, impairment testing of goodwill and long-lived assets, fair values related to acquisition accounting, fair value of derivative financial instruments, share based compensation, deferred income tax assets and potential income tax assessments, and loss contingencies. Cash and Cash Equivalents Cash and cash equivalents include bank deposits and other marketable securities that are highly liquid with maturities of three months or less. Accounts Receivable and Allowances Accounts receivable are stated at the amount owed by the customer, net of an allowance for estimated uncollectible accounts, returns and allowances, and cash discounts. The allowance for doubtful accounts is estimated based on historical experience, current economic conditions and the creditworthiness of customers. Receivables are charged to the allowance when determined to be no longer collectible. The Company has entered into agreements to sell, on a revolving basis, certain trade accounts receivable to third party financial institutions. Transfers under these agreements meet the requirements to be accounted for as sales in accordance with the Transfers and Servicing topic of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification (the "Codification"). The loss on sale is not material and is included in Other Expense (Income), Net line item on the Consolidated Statements of Operations. The following table summarizes the activity under these programs for the year ended December 31, 2022 and 2021, respectively: Year Ended December 31, In millions 2022 2021 Receivables Sold and Derecognized $ 3,299 $ 2,947 Proceeds Collected on Behalf of Financial Institutions 3,179 2,970 Net Proceeds Received From (Paid to) Financial Institutions 152 (6) Deferred Purchase Price at December 31 (a) — 4 Pledged Receivables at December 31 197 180 (a) Included in Other Current Assets on the Consolidated Balance Sheets and represents a beneficial interest in the receivables sold to the financial institutions, which is a Level 3 fair value measure. Receivables sold under all programs subject to continuing involvement, which consists principally of collection services, were $753 million and $613 million as of December 31, 2022 and 2021, respectively. The Company also participates in supply chain financing arrangements offered by certain customers that qualify for sale accounting in accordance with the Transfers and Servicing topic of the FASB Codification. As of December 31, 2022 and 2021, the Company sold receivables of $1,124 million and $693 million, respectively, related to these arrangements. Concentration of Credit Risk The Company’s cash, cash equivalents, and accounts receivable are potentially subject to concentration of credit risk. Cash and cash equivalents are placed with financial institutions that management believes are of high credit quality. Accounts receivable are derived from revenue earned from customers located in the U.S. and internationally and generally do not require collateral. For the years ended December 31, 2022, 2021, and 2020, no customer accounted for more than 10% of net sales. Inventories Inventories are stated at the lower of cost and net realizable value with cost determined based on standard (which approximates actual), average or actual cost. Work in progress and finished goods inventories are valued at the cost of raw material consumed plus direct manufacturing costs (such as labor, utilities and supplies) as incurred and an applicable portion of manufacturing overhead. Inventories are stated net of an allowance for slow-moving and obsolete inventory. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Betterments, renewals and extraordinary repairs that extend the life of the asset are capitalized; other repairs and maintenance charges are expensed as incurred. The Company’s cost and related accumulated depreciation applicable to assets retired or sold are removed from the accounts and the gain or loss on disposition is included in income from operations. Interest is capitalized on assets under construction for one year or longer with an estimated spending of $1 million or more. The capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life. Capitalized interest was $5 million, $14 million and $7 million for the years ended December 31, 2022, 2021 and 2020, respectively. Depreciation and Amortization Depreciation is computed using the straight-line method based on the following estimated useful lives of the related assets: Buildings 40 years Land improvements 15 years Machinery and equipment 3 to 40 years Furniture and fixtures 10 years Automobiles, trucks and tractors 3 to 5 years Depreciation expense, including the depreciation expense of assets under finance leases, for 2022, 2021 and 2020 was $463 million, $420 million and $414 million, respectively. Intangible Assets Intangible assets with a determinable life are amortized on a straight-line or accelerated basis over their useful lives. The amortization expense for each intangible asset is recorded in the Consolidated Statements of Operations according to the nature of that asset. Goodwill is the Company’s only intangible asset not subject to amortization. The following table displays the intangible assets that continue to be subject to amortization and accumulated amortization expense as of December 31, 2022 and 2021: December 31, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable Intangible Assets: Customer Relationships (a) $ 1,382 $ (706) $ 676 $ 1,462 $ (621) $ 841 Patents, Trademarks, Licenses, Leases and Developed Technology 152 (111) 41 140 (113) 27 Total $ 1,534 $ (817) $ 717 $ 1,602 $ (734) $ 868 (a) Please see "Note 4 - Business Combinations" for the intangibles acquired with the AR Packaging and Americraft acquisitions. The Company recorded amortization expense for the years ended December 31, 2022, 2021 and 2020 of $90 million, $69 million and $62 million, respectively. The Company expects amortization expense for the next five consecutive years to be approximately as follows: $88 million, $87 million, $61 million, $56 million, and $55 million. Goodwill The Company tests goodwill for impairment annually as of October 1, as well as whenever events or changes in circumstances suggest that the estimated fair value of a reporting unit may no longer exceed its carrying amount. The Company tests goodwill for impairment at the reporting unit level, which is an operating segment or a level below an operating segment, which is referred to as a component. A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and management regularly reviews the operating results of that component. Two or more components of an operating segment are aggregated and deemed a single reporting unit if the components have similar economic characteristics. Potential goodwill impairment is measured at the reporting unit level by comparing the reporting unit’s carrying amount (including goodwill), to the fair value of the reporting unit. When performing the quantitative analysis, the estimated fair value of each reporting unit is determined by utilizing a discounted cash flow analysis based on the Company’s forecasts, discounted using a weighted average cost of capital and market indicators of terminal year cash flows based upon a multiple of EBITDA. If the carrying amount of a reporting unit exceeds its estimated fair value, goodwill is considered impaired. In determining fair value, management relies on and considers a number of factors, including but not limited to, future operating results, business plans, economic projections of revenues and operating margins, forecasts including future cash flows, and market data and analysis, including market capitalization. The assumptions used are based on what a hypothetical market participant would use in estimating fair value. Fair value determinations are sensitive to changes in the factors described above. There are inherent uncertainties related to these factors and judgments in applying them to the analysis of goodwill impairment. Periodically, the Company may perform a qualitative impairment analysis of goodwill associated with each of its reporting units to determine if it is more likely than not that the carrying value of a reporting unit exceeded its fair value. However, the Company performed a quantitative impairment test as of October 1, 2022, and concluded goodwill was not impaired for any of its reporting units. The following is a rollforward of goodwill by reportable segment: In millions Paperboard Mills Americas Paperboard Packaging Europe Paperboard Packaging Corporate/Other (a) Total Balance at December 31, 2020 $ 506 $ 900 $ 59 $ 13 $ 1,478 Acquisition of Businesses — 68 475 — 543 Foreign Currency Effects — — (6) — (6) Balance at December 31, 2021 $ 506 $ 968 $ 528 $ 13 $ 2,015 Acquisition of Businesses (b) — 10 11 — 21 Impairment of Russian Business (c) — — (12) — (12) Foreign Currency Effects — 2 (46) (1) (45) Balance at December 31, 2022 $ 506 $ 980 $ 481 $ 12 $ 1,979 (a) Includes Australia operating segment. (b) The increases are related to the final purchase accounting adjustments recorded for Americraft and AR Packaging, respectively. (c) Relates to the Company's planned divestiture of its Russian business (see "Note 19 - Impairment and Divestiture of Russian Business"). Retained Insurable Risks It is the Company’s policy to self-insure or fund a portion of certain expected losses related to group health benefits and workers’ compensation claims. Provisions for expected losses are recorded based on the Company’s estimates, on an undiscounted basis, of the aggregate liabilities for known claims and estimated claims incurred but not reported. Asset Retirement Obligations Asset retirement obligations are accounted for in accordance with the provisions of the Asset Retirement and Environmental Obligations topic of the FASB Codification. A liability and asset are recorded equal to the present value of the estimated costs associated with the retirement of long-lived assets where a legal or contractual obligation exists and the liability can be reasonably estimated. The liability is accreted over time and the asset is depreciated over the remaining life of the asset. Upon settlement of the liability, the Company will recognize a gain or loss for any difference between the settlement amount and the liability recorded. Asset retirement obligations with indeterminate settlement dates are not recorded until such time that a reasonable estimate may be made. The Company's asset retirement obligations consist primarily of landfill closure and post-closure costs at certain of our mills. At December 31, 2022 and 2021, the Company had liabilities of $13 million and $12 million, respectively. The liabilities are primarily reflected as Other Noncurrent Liabilities in the Company's Consolidated Balance Sheets. International Currency The functional currency of the international subsidiaries is usually the local currency for the country in which the subsidiaries own their primary assets. The translation of the applicable currencies into U.S. dollars is performed for balance sheet accounts using current exchange rates in effect at the balance sheet date and for revenue and expense accounts using an average exchange rate during the period. Any related translation adjustments are recorded directly to a separate component of Shareholders’ Equity, unless there is a sale or substantially complete liquidation of the underlying foreign investments. Gains and losses on foreign currency transactions are included in Other Expense, Net for the period in which the exchange rate changes. The Company pursues a currency hedging program which utilizes derivatives to reduce the impact of foreign currency exchange fluctuations on its consolidated financial results. Under this program, the Company has entered into forward exchange contracts in the normal course of business to hedge certain foreign currency denominated transactions. Realized and unrealized gains and losses on these forward contracts are included in the measurement of the basis of the related foreign currency transaction when recorded . Revenue Recognition The Company has two primary activities, manufacturing and converting paperboard, from which it generates revenue from contracts with customers. Revenue is disaggregated primarily by geography and type of activity as further explained in " Note 15 - Business Segment and Geographic Area Information. " All reportable segments and the Australia and Pacific Rim operating segments recognize revenue under the same method, allocate transaction price using similar methods, and have similar economic factors impacting the uncertainty of revenue and related cash flows. Revenue is recognized on the Company's annual and multi-year supply contracts when the Company satisfies the performance obligation by transferring control over the product or service to a customer, which is generally based on shipping terms and passage of title under the point-in-time method of recognition. For the years ended December 31, 2022, 2021 and 2020, the Company recognized $9,410 million, $7,131 million and $6,537 million, respectively, of revenue from contracts with customers. The transaction price allocated to each performance obligation consists of the stand-alone selling price, estimates of rebates and other sales or contract renewal incentives, and cash discounts and sales returns ("Variable Consideration") and excludes sales tax. Estimates are made for Variable Consideration based on contract terms and historical experience of actual results and are applied to the performance obligations as they are satisfied. Purchases by the Company’s principal customers are manufactured and shipped with minimal lead time, therefore performance obligations are generally satisfied shortly after manufacturing and shipment. The Company uses standard payment terms that are consistent with industry practice. The Company's contract assets consist primarily of contract renewal incentive payments to customers which are amortized over the period in which performance obligations related to the contract renewal are satisfied. As of December 31, 2022 and 2021, contract assets were $8 million and $17 million, respectively. The Company's contract liabilities consist principally of rebates, and as of December 31, 2022 and 2021 were $65 million and $61 million, respectively. Shipping and Handling The Company includes shipping and handling costs in Cost of Sales. Research and Development Research and development costs, which relate primarily to the development and design of new packaging machines and products and are recorded as a component of Selling, General and Administrative expenses, are expensed as incurred. Expenses for the years ended December 31, 2022, 2021 and 2020 were $14 million, $10 million, and $10 million, respectively. Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net The following table summarizes the transactions recorded in Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net in the Consolidated Statements of Operations for the year ended December 31: In millions 2022 2021 2020 Charges Associated with Business Combinations (a) $ 23 $ 84 $ (2) Shutdown and Other Special Charges 2 33 38 Exit Activities (b) 10 21 25 Charges Associated with a Divestiture (c) 96 — — Total $ 131 $ 138 $ 61 (a) These costs relate to the Americraft Carton, Inc. and AR Packaging Group AB acquisitions (see "Note 4 - Business Combinations" ). (b) Relates to the Company's CRB mill and folding carton facility closures. (c) Relates to the Company's planned divestiture of its Russian business (see "Note 19 - Impairment and Divestiture of Russian Business"). 2022 In the second quarter of 2022, the Company began the process of divesting its interests in its two folding carton plants in Russia. Impairment charges associated with this divestiture are included in Charges Associated with a Divestiture in the table above. For more information, see "Note 19 - Impairment and Divestiture of Russian Business." In March 2022, the Company announced its decision to close the Norwalk, Ohio folding carton facility and closed the facility in September 2022. Severance charges associated with this project are included in Exit Activities in the table above. For more information, see "Note 18 - Exit Activities." 2021 During 2019, the Company announced its plans to invest in a new CRB paper machine in Kalamazoo, Michigan. At the time of the announcement, the Company expected to close two of its smaller CRB Mills in 2022 in order to remain capacity neutral. During the third quarter of 2021, the Company decided to continue to operate one of the two original smaller CRB mills. In the second quarter 2022, the Company closed the Battle Creek, MI CRB mill. Severance, retention, start-up costs, and other charges associated with this project are included in Exit Activities in the table above. For more information, see "Note 18 - Exit Activities." On May 14, 2021, in connection with the AR Packaging acquisition, the Company entered into deal contingent foreign exchange forward contracts, with no upfront cash cost, to hedge €700 million of the acquisition price. These forward contracts settled October 29, 2021, immediately prior to the acquisition of AR Packaging and are accounted for as derivatives under ASC 815, Derivatives and Hedging. Unrealized losses of $48 million for the year ended December 31, 2021 resulting from these contracts are recognized in Charges Associated with Business Combinations in the table above. For more information, see " Note 11 - Fair Value Measurement ." On July 1, 2021, the Company acquired substantially all the assets of Americraft Carton Inc. ("Americraft"), the largest remaining independent folding carton converter in North America for $292 million. The acquisition included seven converting plants across the United States and is reported within the Americas Paperboard Packaging reportable segment. Charges associated with this acquisition are included in Charges Associated with Business Combinations in the table above. For more information, see "Note 4 - Business Combinations." On November 1, 2021, the Company acquired all the shares of AR Packaging Group AB ("AR Packaging"), Europe's second largest producer of fiber-based consumer packaging, for $1,412 million in cash, net of cash acquired of $75 million, subject to customary adjustments. The acquisition included 30 converting plants in 13 countries and is reported within the Europe Paperboard Packaging reportable segment. The costs associated with this acquisition are included in Charges Associated with Business Combinations in the table above. For more information, see "Note 4 - Business Combinations." 2020 On January 31, 2020, the Company acquired a folding carton facility from Quad/Graphics, Inc. ("Quad"), a commercial printing company. The converting facility is located in Omaha, Nebraska and is included in the Americas Paperboard Packaging reportable segment. The Company paid $41 million using existing cash and borrowings under its revolving credit facility. The costs associated with this acquisition are included in Charges Associated with Business Combinations in the table above. During the first quarter of 2021, the acquisition accounting for Quad was finalized. In March 2020, the Company made the decision to close the White Pigeon, Michigan CRB mill and shut down the PM1 containerboard machine in West Monroe, Louisiana. Charges associated with these projects are included in Exit Activities in the table above. For more information, see "Note 18 - Exit Activities." On April 1, 2020, the Company acquired the Consumer Packaging Group business from Greif, Inc. ("Greif"), a leader in industrial packaging products and services. The acquisition included seven converting plants across the United States and will allow the company to increase its mill-to-converting plant integration over time. The Company paid approximately $80 million using existing cash and borrowings under its revolving credit facility. The costs associated with this acquisition are included in Charges Associated with Business Combinations in the table above. During the second quarter of 2021, the acquisition accounting for Greif was finalized. In June 2020, the Company made the decision to close certain converting plants that were acquired from Greif. The Burlington, North Carolina converting facility and the Los Angeles, California converting facility were closed during 2020. Charges associated with these projects are included in Exit Activities in the table above. The Company has established estimated liabilities related to the partial or complete withdrawal from certain multi-employment benefit plans for facilities which have been closed. During the second quarter of 2020, the Company increased its estimated withdrawal liability for these plans by $12 million. During the fourth quarter of 2020, the Company entered into a settlement agreement with one of its closed multi-employment benefit plans and recorded a $4 million reduction in its estimated withdrawal liability for this plan. These items were recorded in Shutdown and Other Special Charges in the table above. For more information, see "Note 8 - Pensions and Other Postretirement Benefits." During 2020, the Company incurred incremental costs associated with paying payroll to employees during necessary quarantines due to COVID-19. In addition, the Company made one-time payments to front-line production employees and made contributions to local food banks in the communities where our manufacturing operations are located. The charges associated with these costs and payments were recorded in Shutdown and Other Special Charges in the table above. Share Repurchases and Dividends On January 28, 2019, the Company's board of directors authorized a share repurchase program to allow the Company to purchase up to $500 million of the Company's issued and outstanding shares of common stock through open market purchases, privately negotiated transactions and Rule 10b5-1 plans (the "2019 share repurchase program"). Share repurchases are reflected as a reduction of common stock for the par value of the shares, with any excess of share repurchase price over par value allocated between capital in excess of par value and retained earnings. The following presents the Company's share repurchases for the years ended December 31, 2022, 2021, and 2020: Amount repurchased in millions, except share and per share amounts Amount Repurchased Number of Shares Repurchased Average Price, per Share 2022 $ 28 1,315,839 $ 20.91 2021 $ — — $ — 2020 $ 316 23,420,010 $ 13.48 At December 31, 2022, the Company had $119 million available for additional repurchases under the 2019 share purchase program. During 2022 and 2021, the Company paid cash dividends of $92 million and $87 million, respectively. On September 22, 2022, the Company's board of directors voted to increase the quarterly dividend to $0.10 per share of common stock, a 33% increase from the prior quarterly dividend of $0.075. The dividend was paid on January 5, 2023, to common stockholders of record at the close of business on December 15, 2022. Adoption of New Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This standard provides temporary optional expedients and exceptions for applying GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the LIBOR and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The ASU can be adopted after its issuance date through December 31, 2022. The Company adopted this standard in the first quarter of fiscal 2022 with no material impact on the Company's financial position and results of operations. Accounting Standards Not Yet Adopted In September 2022, the FASB issued ASU 2022-04, Liabilities - Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations , which is intended to enhance the transparency surrounding the use of supplier finance programs. Supplier finance programs may also be referred to as reverse factoring, payables finance, or structured payables arrangements. The amendments require a buyer that uses supplier finance programs to make annual disclosures about the program’s key terms, the balance sheet presentation of related amounts, the confirmed amount outstanding at the end of the period, and associated rollforward information. Only the amount outstanding at the end of the period must be disclosed in interim periods. The amendments are effective for all entities for fiscal years beginning after December 15, 2022 on a retrospective basis, including interim periods with those fiscal years, except for the requirement to disclose rollforward information, which is effective prospectively for fiscal years beginning after December 15, 2023. Early adoption is permitted. The Company will continue evaluating the impact of this ASU. In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions . This ASU clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company will continue evaluating the impact of this ASU. In March 2022, the FASB issued ASU 2022-01, “Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method.” This ASU expands and clarifies the portfolio layer method for fair value hedges of interest rate risk. This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods therein, with early adoption permitted. The Company will continue evaluating the impact of this ASU. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Acquired Contract Assets and Contract Liabilities . Under the new guidance, the acquirer should determine what contract assets and/or contract liabilities it would have recorded under ASC 606 as of the acquisition date, as if the acquirer had entered into the original contract at the same date and on the same terms as the acquiree. The recognition and measurement of those contract assets and contract liabilities will likely be comparable to what the acquiree has recorded on its books under ASC 606 as of the acquisition date. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted, including in an interim period, for any period for which financial statements have not yet been issued. However, adoption in an interim period other than the first fiscal quarter requires an entity to apply the new guidance to all prior business combinations that have occurred since the beginning of the annual period in which the new guidance is adopted. The Company will continue evaluating the impact of this ASU. |
SUPPLEMENTAL BALANCE SHEET DATA
SUPPLEMENTAL BALANCE SHEET DATA | 12 Months Ended |
Dec. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
SUPPLEMENTAL BALANCE SHEET DATA | SUPPLEMENTAL BALANCE SHEET DATA The following tables provide disclosure related to the components of certain line items included in our consolidated balance sheets. Receivables, Net: In millions 2022 2021 Trade $ 825 $ 803 Less: Allowance (21) (18) 804 785 Other 75 74 Total $ 879 $ 859 Inventories, Net by major class: In millions 2022 2021 Finished Goods $ 515 $ 528 Work in Progress 218 194 Raw Materials 645 473 Supplies 228 192 Total $ 1,606 $ 1,387 Property, Plant and Equipment, Net: In millions 2022 2021 Property, Plant and Equipment, at Cost: Land and Improvements $ 187 $ 175 Buildings (a) 1,067 908 Machinery and Equipment (b) 7,383 6,753 Construction-in-Progress 234 882 8,871 8,718 Less: Accumulated Depreciation (a)(b) (4,292) (4,041) Total $ 4,579 $ 4,677 (a) Includes gross assets under finance lease of $146 million and related accumulated depreciation of $22 million as of December 31, 2022, and gross assets under finance lease of $114 million and related accumulated depreciation of $13 million as of December 31, 2021. (b) Includes gross assets under finance lease of $51 million and related accumulated depreciation of $16 million as of December 31, 2022, and gross assets under finance lease of $39 million and related accumulated depreciation of $15 million as of December 31, 2021. Other Accrued Liabilities: In millions 2022 2021 Fair Value of Derivatives, current portion $ 12 $ — Unfavorable Supply Agreement 2 7 Accrued Severance 3 10 Dividends Payable 31 23 Deferred Revenue 32 29 Accrued Customer Rebates 44 41 Other Accrued Taxes 51 50 Accrued Payables 66 56 Operating Lease Liabilities, current portion 66 73 Other (a) 104 110 Total $ 411 $ 399 (a) Other accrued expenses include several types of expenses such as accrued bonus, external outside services and production costs. Other Noncurrent Liabilities: In millions 2022 2021 Deferred Revenue $ 8 $ 8 Workers Compensation Reserve 8 8 Unfavorable Supply Agreement 3 8 Multi-employer Plans 18 19 Deferred Compensation 19 21 Operating Lease Liabilities, noncurrent portion 184 193 Other 26 25 Total $ 266 $ 282 |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 12 Months Ended |
Dec. 31, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION Cash Flow (Used In) Provided by Operations Due to Changes in Operating Assets and Liabilities, net of acquisitions: In millions 2022 2021 2020 Receivables, Net $ (184) $ (106) $ (216) Inventories, Net (268) (80) 35 Other Current Assets 2 (12) (5) Other Assets (1) (22) (22) Accounts Payable 132 77 71 Compensation and Employee Benefits 87 (15) 40 Income Taxes (2) (6) 7 Interest Payable 16 4 6 Other Accrued Liabilities (11) 3 31 Other Noncurrent Liabilities 11 (72) 34 Total $ (218) $ (229) $ (19) Cash paid for interest and cash paid, net of refunds, for income taxes was as follows: In millions 2022 2021 2020 Interest $ 176 $ 116 $ 120 Income Taxes $ 43 $ 25 $ 27 |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS The Company accounts for acquisitions as business combinations using the acquisition method of accounting in accordance with ASC 805, Business Combinations (“ASC 805”). Americraft On July 1, 2021, the Company acquired substantially all of the assets of Americraft Carton Inc. ("Americraft"). The Company paid approximately $292 million, using existing cash and borrowings under its revolving credit facility. The acquisition included seven converting plants across the United States. The purchase price for Americraft was allocated to assets acquired and liabilities assumed based on the fair values as of the acquisition date. Tangible assets and liabilities were valued as of the acquisition date using the indirect and direct methods of the cost approach and intangible assets were valued using a discounted cash flow analysis, which represents a Level 3 measurement. The assigned goodwill, which is deductible for tax purposes, is reported within the Americas Paperboard Packaging reportable segment. The final purchase price allocation is as follows: Amounts Recognized as of Acquisition Date Measurement Period Adjustments Amounts Recognized as of Acquisition Date (as adjusted) In millions $ 292 $ — $ 292 Receivables, Net 22 — 22 Inventories, Net 37 (1) 36 Property, Plant and Equipment, Net 122 (28) 94 Intangible Assets, Net (a) 54 20 74 Other Assets 1 — 1 Total Assets Acquired 236 (9) 227 Current Liabilities 12 1 13 Total Liabilities Assumed 12 1 13 Net Assets Acquired 224 (10) 214 Goodwill 68 10 78 Total Estimated Fair Value of Net Assets Acquired $ 292 $ — $ 292 (a) Intangible Assets, Net, consists of Customer Relationships with a weighted average life of approximately 15 years. During the second quarter of 2022, the Company finalized the acquisition accounting for Americraft. AR Packaging On November 1, 2021, the Company completed the acquisition of AR Packaging, Europe's second largest producer of fiber-based consumer packaging, by acquiring all the AR Packaging Group AB shares that were issued and outstanding as of the date of acquisition. The acquisition included 30 converting plants in 13 countries and enhances the Company’s global scale, innovation capabilities, and value proposition for customers throughout Europe and bordering regions. The total cash consideration for the AR Packaging acquisition was $1,412 million net of cash acquired of $75 million, paid in Euros through the use of deal contingent, foreign exchange forward contracts, purchased through the use of available borrowing capacity on the Company’s Senior Secured Revolving Credit Facilities and the $400 million Incremental Facility Amendment to the Fourth Amended and Restated Credit Agreement. For more information, see "Note 5 - Debt." The purchase price was allocated to the assets acquired and liabilities assumed based on the estimated fair values as of the date of acquisition. The fair values of the tangible assets acquired and liabilities assumed were determined using the income and cost approaches. In many cases, the determination of the fair values required estimates about discount rates, future expected cash flows and other future events that are judgmental and subject to change. The fair value measurements were primarily based on significant inputs that are not observable in the market and thus represent a Level 3 measurement of the fair value hierarchy as defined in ASC 820, Fair Value Measurements (“ASC 820”). Intangible assets consisting of customer relationships, technology, and trade names were valued using a discounted cash flow analysis. The significant assumptions used to estimate the value of the customer relationships intangible assets included the discount rate, annual revenue growth rates, customer attrition rates, projected operating expenses, projected EBITDA margins, tax rate, depreciation, and contributory asset charge. Management believes that the purchase price attributable to goodwill represents the benefits expected, including enhanced revenue growth from expanded capabilities and geographic presence as well as substantial cost savings from reduction of duplicative overhead, streamlined operations and enhanced operational efficiency. The assigned goodwill, which is not deductible for tax purposes, is reported within the Europe Paperboard Packaging reportable segment. The final purchase price allocation is as follows: In millions Amounts Recognized as of Acquisition Date (a) Measurement Period Adjustments Amounts Recognized as of Acquisition Date (as adjusted) Total Purchase Consideration $ 1,487 $ — $ 1,487 Cash Acquired 75 — 75 Receivables, Net 206 — 206 Inventories 166 — 166 Other Current Assets 12 — 12 Property, Plant and Equipment (b) 529 27 556 Intangible Assets (c) 447 (38) 409 Other Assets 76 (14) 62 Total Assets Acquired 1,511 (25) 1,486 Accounts Payable 109 — 109 Compensation and Employee Benefits 12 — 12 Other Accrued Liabilities 95 4 99 Short-Term Debt and Current Portion of Long-Term Debt 9 — 9 Long-Term Debt 17 — 17 Deferred Income Tax Liabilities 164 (25) 139 Accrued Pension and Postretirement Benefits 50 5 55 Other Noncurrent Liabilities 41 2 43 Noncontrolling Interests 2 — 2 Total Liabilities Assumed 499 (14) 485 Net Assets Acquired 1,012 (11) 1,001 Goodwill 475 11 486 Total Estimated Fair Value of Net Assets Acquired $ 1,487 $ — $ 1,487 (a) The amounts were translated from Euro to USD using the rate at the acquisition date of 1.1539. (b) Property, Plant and Equipment primarily consists of Machinery and Equipment of $374 million with a weighted average life of approximately 13 years. (c) Intangible Assets primarily consists of Customer Relationships of $401 million with a weighted average life of approximately 15 years. During the fourth quarter of 2022, the Company finalized the acquisition accounting for AR Packaging, which included valuation adjustments to Property, Plant and Equipment, Net, Intangible Assets, Other Assets, Deferred Income Tax Liabilities, Accrued Pension and Postretirement Benefits and Other Noncurrent Liabilities. The Consolidated Statements of Operations include $1,135 million of Net Sales and $17 million of Loss from Operations for AR Packaging for the year ended December 31, 2022 and $176 million of Net Sales and $8 million of Loss from Operations for the year ended December 31, 2021. The year ended December 31, 2022 included $96 million of impairment charges related to the divestiture of its two folding carton plants in Russia. See " Note 19 - Impairment and Divestiture of Russian business " for further information. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Short-Term Debt is comprised of the following: In millions 2022 2021 Short Term Borrowings $ 16 $ 9 Current Portion of Finance Lease Obligations 11 7 Current Portion of Long-Term Debt 26 263 Total Short-Term Debt and Current Portion of Long-Term Debt $ 53 $ 279 Short-term borrowings are principally at the Company’s international subsidiaries. The weighted average interest rate on short-term borrowings as of December 31, 2022 and 2021 was 6.2% and 6.5%, respectively. Long-Term Debt is comprised of the following: In millions 2022 2021 Senior Notes with interest payable semi-annually at 4.875%, effective rate of 4.88%, payable in 2022 (a) $ — $ 250 Senior Notes with interest payable semi-annually at 0.821%, effective rate of 0.82%, payable in 2024 (b) 400 400 Senior Notes with interest payable semi-annually at 4.125%, effective rate of 4.14%, payable in 2024 (a) 300 300 Senior Notes with interest payable semi-annually at 1.512%, effective rate of 1.52%, payable in 2026 (b) 400 400 Senior Notes with interest payable semi-annually at 4.75%, effective rate of 4.79%, payable in 2027 (b) 300 300 Senior Notes with interest payable semi-annually at 3.50%, effective rate of 3.54%, payable in 2028 (b) 450 450 Senior Notes with interest payable semi-annually at 3.50%, effective rate of 3.54%, payable in 2029 (b) 350 350 Senior Notes (€290 million) with interest payable semi-annually at 2.625% , effective rate of 2.66%, payable in 2029 (b) 311 330 Senior Notes with interest payable semi-annually at 3.75% , effective rate of 3.80%, payable in 2030 (b) 400 400 Green Bond, net of unamortized premium with interest payable at 4.00%, effective rate of 1.72%, payable in 2026 (b) 108 110 Senior Secured Term Loan A-2 Facility with interest payable quarterly at 2.67%, effective rate of 2.68% payable in 2028 (b) 425 425 Senior Secured Term Loan A-3 Facility with interest payable monthly payable at floating rates (5.87% at December 31, 2022), effective rate of 5.90%, payable in 2028 (b) 250 250 Senior Secured Term Loan Facilities with interest payable at various dates at floating rates (5.62% at December 31, 2022) payable through 2026 (b) 529 543 Senior Secured Term Loan Facility (€210 million) with interest payable at various dates at floating rates (2.87% at December 31, 2022) payable through 2026 (b) 225 239 Senior Secured Revolving Credit Facilities with interest payable at floating rates (5.72% at December 31, 2022) payable in 2026 (b)(c) 634 920 Finance Leases and Financing Obligations 170 146 Other 15 9 Total Long-Term Debt Including Current Portion 5,267 5,822 Less: Current Portion 37 270 Total Long-Term Debt Excluding Current Portion 5,230 5,552 Less: Unamortized Deferred Debt Issuance Costs 30 37 Total Long-Term Debt $ 5,200 $ 5,515 (a) Guaranteed by GPHC and certain domestic subsidiaries. (b) Guaranteed by GPIP and certain domestic subsidiaries. (c) The weighted average effective interest rates for the Company’s Senior Secured Revolving Credit Facilities were 3.52% and 1.63% as of December 31, 2022 and 2021, respectively. 2022 On November 4, 2022, GPIL entered into Amendment No. 2 to the Fourth Amended and Restated Credit Agreement (the “Second Amendment”). The Second Amendment provided for a change in the floating interest rate benchmark for the domestic revolving credit facility and the USD denominated term loans, from LIBOR-based to Term SOFR plus 10bps. The Second Amendment also added JSC AR Packaging to the Schedule of Permitted Asset Sales to facilitate the sale of the Company's Russian operations. On November 15, 2022, the Company drew $250 million from the senior secured domestic revolving credit facilities and used the proceeds, together with cash on hand, to redeem its 4.875% Senior Notes due in 2022. 2021 On January 14, 2021, the Company drew the $425 million Incremental Term A-2 Facility (as hereinafter defined) and used the proceeds, together with cash on hand, to redeem its 4.75% Senior Notes due in 2021. On March 8, 2021, GPIL completed a private offering of $400 million aggregate principal amount of its 0.821% Senior Secured Notes due 2024 and $400 million aggregate principal amount of its 1.512% Senior Secured Notes due 2026. The net proceeds were used by the Company to repay a portion of the outstanding borrowings under GPIL's term loan credit facilities, which is under its senior secured credit facility. On April 1, 2021, GPIL entered into a Fourth Amended and Restated Credit Agreement (the “Fourth Amended and Restated Credit Agreement”) to extend the maturity date of certain of its senior secured term loan facilities and senior secured revolving credit facilities and to amend certain other terms of the agreement, including revised debt covenants and collateral requirements. Under the terms of the agreement, $975 million of the Company’s senior secured term loan facilities remains outstanding. The Company added approximately $400 million to its senior secured revolving credit facilities. $550 million of the senior secured term loan facilities and all of the senior secured revolving credit facility loans continue to bear interest at a floating rate per annum ranging from LIBOR plus 1.25% to LIBOR plus 2.00%, determined using a pricing grid based upon the Company’s consolidated total leverage ratio from time to time, and the maturity for these loans were extended from January 1, 2023 to April 1, 2026. $425 million of the senior secured term loan facilities, which is a Farm Credit System incremental term loan (the “Incremental Term A-2 Facility Amendment”) continue to bear interest at a fixed rate per annum equal to 2.67% and matures on their originally scheduled maturity date of January 14, 2028. As long as the Incremental Term A-2 Facility Amendment is outstanding, GPIL will be eligible to receive an annual patronage credit from the participating banks, which will be paid in cash and stock in the lead member bank. Patronage payable each year is variable and based on the individual financial performance of each of the member banks then participating in the loan. On July 22, 2021, GPIL entered into an Incremental Facility Amendment to the Fourth Amended and Restated Credit Agreement for a second Farm Credit System incremental term loan (the “Incremental Term A-3 Facility”). The Incremental Term A-3 Facility is a senior secured term loan in the aggregate principal amount of $250 million maturing on July 22, 2028. The Incremental Term A-3 Facility bears interest at a floating rate ranging from LIBOR plus 1.50% to LIBOR plus 2.25%, determined using a pricing grid based upon GPIL’s consolidated leverage ratio. As long as the Incremental Term A-3 Facility is outstanding, GPIL will be eligible to receive an annual patronage credit from the participating banks, which will be paid in cash and stock in the lead member bank. Patronage payable each year is variable and based on the individual financial performance of each of the member banks then participating in the loan. The Incremental Term A-3 Facility is governed by the same covenants as are set forth in the Fourth Amended and Restated Credit Agreement and is secured by a first priority lien and security interest in certain assets of GPIL. On July 23, 2021, GPIL entered into Amendment No. 1 to the Fourth Amended and Restated Credit Agreement and the Fourth Amended and Restated Guarantee and Collateral Agreement and Incremental Facility Amendment (the “First Amendment”). The First Amendment provided for a delayed draw term loan facility in an aggregate amount of €210 million and a €25 million increase to the existing Euro-denominated revolving credit facility. The new term loan facility was drawn on October 29, 2021, and bears interest at a floating rate ranging from EURIBOR plus 1.125% to EURIBOR plus 1.75%, determined using a pricing grid based upon GPIL’s consolidated total leverage ratio from time to time. The Company designated this Euro-denominated debt as a non-derivative net investment hedge of a portion of our net investment in Euro functional currency denominated subsidiaries to offset currency fluctuations. The new term loan facility is governed by the same covenants as set forth in the Fourth Amended and Restated Credit Agreement and is secured by a first priority lien and security interest in certain assets of GPIL. On September 29, 2021, GPIL completed a $100 million tax-exempt green bond transaction through the Michigan Strategic Fund’s Private Activity Bond Program (the “Green Bonds”). The Green Bonds are special limited obligations of the Michigan Strategic Fund, as issuer, payable from and secured by a pledge of payments to be made by GPIL under a loan agreement between the Michigan Strategic Fund and GPIL. The Green Bonds mature in 2061 and include a mandatory purchase on October 1, 2026. The Green Bonds were issued at a price of 110.99% and bear interest at an annual rate of 4.0%. The equivalent yield is 1.70%. The net proceeds of $109.5 million were used to fund a portion of its spend on the CRB platform optimization project that includes the construction of a new CRB machine at its Kalamazoo, Michigan mill. The bonds have been designated as Green Bonds primarily because the proceeds were used to finance a solid waste disposal/recycling facility resulting in diversion of waste from landfills. In addition to the solid waste recycling aspect, the project improves the environmental footprint of its CRB mill system through expected reductions in water usage, energy consumption and GHG emissions. On October 6, 2021, GPIL entered into a $400 million Incremental Facility Amendment to the Fourth Amended and Restated Credit Agreement (the "Incremental Term A-4 Facility"). The Incremental Term A-4 Facility has a delayed draw feature, and the Company funded the new term loan on October 29, 2021. The Incremental Term A-4 Facility was collateralized by the same assets as GPIL’s Senior Secured Facilities on a pari passu basis. The Incremental Term A-4 Facility bore interest at a floating rate per annum equal to the Base Rate, the Euro currency Rate plus 0.875%, or the Daily Floating LIBOR Rate plus 0.875%, as selected by the Company. The loan was repaid on November 19, 2021 with the proceeds from the 3.75% senior unsecured notes due 2030. On November 19, 2021, GPIL completed a private offering of $400 million aggregate principal amount of 3.750% senior unsecured notes due 2030 (the “Dollar Notes”) and €290 million aggregate principal amount of 2.625% senior unsecured notes due 2029 (the “Euro Notes”). The net proceeds of the Dollar Notes were used to repay in full the term loan borrowed under the Incremental Term A-4 Loan, which was under its senior secured credit facility. The net proceeds of the Euro Notes were used to repay revolver borrowings outstanding under its senior secured credit facility. The Company designated this Euro-denominated debt as a non-derivative net investment hedge of a portion of our net investment in Euro functional -currency denominated subsidiaries to offset currency fluctuations. The following describes the Company's senior secured term loans and revolving credit facilities within the Fourth Amended and Restated Credit Agreement: Document (a) Provision Expiration Fourth Amended and Restated Credit Agreement • Increased the domestic revolving credit facility by $400 million to $1,850 million. • Increased the European revolving credit facility by €7 million to €145 million. • Decreased the Japanese revolving credit facility by ¥850 million to ¥1,650 million, and • Reduced the term loan by approximately $5 million to $550 million. LIBOR plus variable spread (between 125 basis points and 200 basis points) depending on consolidated total leverage ratio. April 2026 Amendment 1 Increased the European revolving credit facility by €25 million to €170 million. Added Incremental EUR Term Loan Facility of €210 million. April 2026 Incremental Term A-2 Facility Amendment Incremental $425 million term loan facility under the Fourth Amended and Restated Credit Agreement with a delayed draw feature, which was exercised in January 2021. January 2028 Incremental Term A-3 Facility Amendment Incremental $250 million term loan facility under the Fourth Amended and Restated Credit Agreement, which was exercised in July 2021. July 2028 Second Incremental Term A-4 Facility Amendment Incremental $400 million term loan facility under the Fourth Amended and Restated Credit Agreement, which was funded in October 2021, and settled in November 2021. November 2021 (a) The Company's obligations under the Fourth Amended and Restated Credit Agreement (as amended by the Incremental Term A-3 Facility Amendment, the First Amendment, the Incremental Term A-4 Facility Amendment and the Second Amendment (collectively, the “Current Credit Agreement”) are secured by substantially all of the Company's domestic assets. At December 31, 2022, the Company and its U.S. and international subsidiaries had the following commitments, amounts outstanding and amounts available under revolving credit facilities: In millions Total Commitments Total Outstanding Total Available Senior Secured Domestic Revolving Credit Facility (a) $ 1,850 $ 565 $ 1,262 Senior Secured International Revolving Credit Facilities 195 69 126 Other International Facilities 75 31 44 Total $ 2,120 $ 665 $ 1,432 (a) In accordance with its debt agreements, the Company's availability under its revolving credit facilities has been reduced by the amount of standby letters of credit issued of $23 million as of December 31, 2022. These letters of credit are primarily used as security against its self-insurance obligations and workers' compensation obligations. These letters of credit expire at various dates throughout 2023 unless extended. Long-Term Debt maturities (excluding finance leases and finance obligations) are as follows: In millions 2023 $ 26 2024 752 2025 39 2026 1,794 2027 300 After 2027 2,186 Total $ 5,097 Covenant Agreements The Covenants in the Company's Fourth Amended and Restated Credit Agreement (the "Current Credit Agreement") and the indentures governing the 0.821% Senior Notes due 2024, 4.125% Senior Notes due 2024, 1.512% Senior Notes due 2026, 4.75% Senior Notes due 2027, 3.50% Senior Notes due 2028, 3.50% Senior Notes due 2029, 2.625% Senior Notes due 2029 and 3.75% Senior Notes due 2030 (the “Indentures”), limit the Company's ability to incur additional indebtedness. Additional covenants contained in the Current Credit Agreement and the Indentures may, among other things, restrict the ability of the Company to dispose of assets, incur guarantee obligations, prepay other indebtedness, repurchase stock, pay dividends and make other restricted payments, create liens, make equity or debt investments, make acquisitions, modify terms of the Indentures, engage in mergers or consolidations, change the business conducted by the Company and its subsidiaries, and engage in certain transactions with affiliates. Such restrictions could limit the Company’s ability to respond to changing market conditions, fund its capital spending program, provide for unexpected capital investments or take advantage of business opportunities. As of December 31, 2022, the Company was in compliance with the covenants in the Current Credit Agreement and the Indentures. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
LEASES | LEASES The Company determines if a contract is or contains a lease at inception. The Company has operating and finance leases for warehouses, corporate and regional offices, and machinery and equipment. The Company enters into lease contracts ranging from one of three to seven years, many of which include options to extend in various increments. Variable lease costs consist primarily of variable warehousing costs, common area maintenance, taxes, and insurance. The Company’s leases do not have any significant residual value guarantees or restrictive covenants. As the implicit rate is not readily determinable for most of the Company’s leases agreements, the Company uses an estimated incremental borrowing rate to determine the initial present value of lease payments. These discount rates for leases are calculated using the Company's credit spread adjusted for current market factors, including fixed rate swaps, EURIBOR, and foreign currency rates. The components of lease costs are as follows: Year Ended December 31, In millions 2022 2021 Finance lease costs: Amortization of right-of-use asset $ 11 $ 8 Interest on lease liabilities 8 8 Operating lease costs 82 75 Short-term lease costs 21 23 Variable lease costs 16 10 Total lease costs, net $ 138 $ 124 Supplemental cash flow information related to leases was as follows: Year Ended December 31, In millions 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 83 $ 76 Operating cash flows from finance leases 8 8 Financing cash flows from finance leases 9 6 Right-of-use assets obtained in exchange for lease obligations: Operating leases 52 118 Finance leases 42 11 Supplemental balance sheet information related to leases was as follows: December 31, In millions, except lease term and discount rate Balance Sheet Classification 2022 2021 Operating Leases: Operating lease right-of-use asset Other Assets $ 245 $ 258 Current operating lease liabilities Other Accrued Liabilities $ 66 $ 73 Noncurrent operating lease liabilities Other Noncurrent Liabilities 184 193 Total operating lease liabilities $ 250 $ 266 Finance Leases and Financing Obligations: Property, Plant and Equipment $ 197 $ 153 Accumulated depreciation (38) (28) Property, Plant and Equipment, net $ 159 $ 125 Current finance lease liabilities Short-Term Debt and Current Portion of Long-Term Debt $ 11 $ 7 Noncurrent finance lease liabilities and financing obligations Long-Term Debt 159 139 Total finance lease liabilities and financing obligations $ 170 $ 146 Weighted Average Remaining Lease Term (Years) Operating leases 7 6 Finance leases 16 15 Weighted Average Discount Rate Operating leases 3.76 % 2.74 % Finance leases 5.31 % 5.91 % Maturities of lease liabilities are as follows: In millions Year ending December 31, Operating Leases Finance Leases 2023 $ 73 $ 19 2024 54 16 2025 41 15 2026 28 14 2027 21 15 Thereafter 64 178 Total lease payments $ 281 $ 257 Less imputed interest (31) (87) Total $ 250 $ 170 |
LEASES | LEASES The Company determines if a contract is or contains a lease at inception. The Company has operating and finance leases for warehouses, corporate and regional offices, and machinery and equipment. The Company enters into lease contracts ranging from one of three to seven years, many of which include options to extend in various increments. Variable lease costs consist primarily of variable warehousing costs, common area maintenance, taxes, and insurance. The Company’s leases do not have any significant residual value guarantees or restrictive covenants. As the implicit rate is not readily determinable for most of the Company’s leases agreements, the Company uses an estimated incremental borrowing rate to determine the initial present value of lease payments. These discount rates for leases are calculated using the Company's credit spread adjusted for current market factors, including fixed rate swaps, EURIBOR, and foreign currency rates. The components of lease costs are as follows: Year Ended December 31, In millions 2022 2021 Finance lease costs: Amortization of right-of-use asset $ 11 $ 8 Interest on lease liabilities 8 8 Operating lease costs 82 75 Short-term lease costs 21 23 Variable lease costs 16 10 Total lease costs, net $ 138 $ 124 Supplemental cash flow information related to leases was as follows: Year Ended December 31, In millions 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 83 $ 76 Operating cash flows from finance leases 8 8 Financing cash flows from finance leases 9 6 Right-of-use assets obtained in exchange for lease obligations: Operating leases 52 118 Finance leases 42 11 Supplemental balance sheet information related to leases was as follows: December 31, In millions, except lease term and discount rate Balance Sheet Classification 2022 2021 Operating Leases: Operating lease right-of-use asset Other Assets $ 245 $ 258 Current operating lease liabilities Other Accrued Liabilities $ 66 $ 73 Noncurrent operating lease liabilities Other Noncurrent Liabilities 184 193 Total operating lease liabilities $ 250 $ 266 Finance Leases and Financing Obligations: Property, Plant and Equipment $ 197 $ 153 Accumulated depreciation (38) (28) Property, Plant and Equipment, net $ 159 $ 125 Current finance lease liabilities Short-Term Debt and Current Portion of Long-Term Debt $ 11 $ 7 Noncurrent finance lease liabilities and financing obligations Long-Term Debt 159 139 Total finance lease liabilities and financing obligations $ 170 $ 146 Weighted Average Remaining Lease Term (Years) Operating leases 7 6 Finance leases 16 15 Weighted Average Discount Rate Operating leases 3.76 % 2.74 % Finance leases 5.31 % 5.91 % Maturities of lease liabilities are as follows: In millions Year ending December 31, Operating Leases Finance Leases 2023 $ 73 $ 19 2024 54 16 2025 41 15 2026 28 14 2027 21 15 Thereafter 64 178 Total lease payments $ 281 $ 257 Less imputed interest (31) (87) Total $ 250 $ 170 |
STOCK INCENTIVE PLANS
STOCK INCENTIVE PLANS | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK INCENTIVE PLANS | STOCK INCENTIVE PLANS The Company has one active equity compensation plan from which new grants may be made, the Graphic Packaging Holding Company 2014 Omnibus Stock and Incentive Compensation Plan (the “2014 Plan”). The 2014 Plan allows for granting shares of stock, options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), restricted stock awards (“RSAs”), and other types of stock-based and cash awards. Awards under the 2014 Plan vest and expire in accordance with terms established at the time of grant. Shares issued pursuant to awards under the 2014 Plan are from GPHC’s authorized but unissued shares. Compensation costs are recognized on a straight-line basis over the requisite service period of the award and are adjusted for actual performance for performance-based awards. As of December 31, 2022, there were 10.0 million shares remaining available to be granted under the 2014 Plan. Stock Awards, Restricted Stock and Restricted Stock Units Under the 2014 Plan and related RSU grant agreements, RSUs granted to employees generally vest and become payable in three years from date of grant. RSUs granted to employees generally contain some combination of service and performance objectives based on various financial targets and relative total shareholder return that must be met for the RSUs to vest. RSUs granted as deferred compensation for non-employee directors are fully vested but not payable until the distribution date elected by the director. Stock awards issued to non-employee directors as part of their compensation for service on the Board are unrestricted on the grant date. Data concerning RSUs and Stock Awards granted in the years ended December 31 is as follows: 2022 2021 2020 RSUs — Employees 1,943,769 1,680,997 1,655,854 Weighted-average grant date fair value $ 20.19 $ 16.14 $ 15.40 Stock Awards — Board of Directors 34,160 55,055 71,160 Weighted-average grant date fair value $ 20.49 $ 17.80 $ 13.49 A summary of the changes in the number of unvested RSUs from December 31, 2019 to December 31, 2022 is presented below: RSUs Weighted Average Grant Date Fair Value Outstanding — December 31, 2019 5,059,690 $ 13.27 Granted (a) 1,655,854 15.40 Released (1,415,365) 12.91 Forfeited (158,473) 14.25 Performance adjustment (b) — — Outstanding — December 31, 2020 5,141,706 $ 14.02 Granted (a) 1,680,997 16.14 Released (2,121,203) 14.88 Forfeited (359,100) 14.39 Performance adjustment (b) 587,461 15.09 Outstanding — December 31, 2021 4,929,861 $ 14.47 Granted (a) 1,943,769 20.19 Released (2,180,435) 12.34 Forfeited (193,145) 17.59 Performance adjustment (b) 324,814 12.52 Outstanding — December 31, 2022 4,824,864 $ 17.48 (a) Grant activity for all performance-based RSUs is disclosed at target. (b) Reflects the number of RSUs above and below target levels based on actual performance measured at the end of the performance period. The initial value of the service-based RSUs is based on the closing market value of GPHC’s common stock on the date of grant. The 2022 performance-based RSU grants were valued using a Monte Carlo simulation as the total shareholder return contains a market condition. RSUs are recorded in Shareholders' Equity. The unrecognized expense at December 31, 2022 is approximately $40 million and is expected to be recognized over a weighted average period of 2 years. The value of stock awards granted to the Company's directors as compensation are based on the market value of GPHC’s common stock on the date of grant. These awards are unrestricted on the date of grant. During 2022, 2021, and 2020, $34 million, $27 million and $34 million, respectively, were charged to compensation expense for stock incentive plans and such amounts are included in Selling, General and Administrative expenses in the Consolidated Statements of Operations. During 2022, 2021, and 2020, RSUs with an aggregate fair value of $44 million, $35 million and $23 million, respectively, vested and were paid out. The RSUs vested and paid out in 2022 were granted primarily during 2019. |
PENSIONS AND OTHER POSTRETIREME
PENSIONS AND OTHER POSTRETIREMENT BENEFITS | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
PENSIONS AND OTHER POSTRETIREMENT BENEFITS | PENSIONS AND OTHER POSTRETIREMENT BENEFITS DEFINED BENEFIT PLANS The Company maintains both defined benefit pension plans and postretirement health care plans that provide medical and life insurance coverage to eligible salaried and hourly retired employees in North America and their dependents. The Company maintains international defined benefit pension plans which are either noncontributory or contributory and are funded in accordance with applicable local laws. Pension or termination benefits are based primarily on years of service and the employee's compensation. Currently, the North American plans are closed to newly-hired employees except as noted below. Effective July 1, 2011, the North American plans were frozen for most salaried and non-union hourly employees and replaced with a defined contribution plan. During 2018, the Company began the process of terminating its largest U.S. pension plan (the "U.S. Plan"). This included freezing the plan as of December 31, 2018 and spinning off the active participants to the plan established as part of the NACP Combination (the "NACP Plan"). The NACP Plan is open for union and non-union hourly employees of locations that were part of the NACP Combination. In the first quarter of 2020, the Company, using the assets held within the pension trust, purchased a group annuity contract that transferred the remaining pension obligation under the U.S. Plan to an insurance company. The Company incurred a non-cash settlement charge of $154 million related to this transfer. These non-cash settlement charges relate to Net Actuarial Loss previously recognized in Accumulated Other Comprehensive Loss. During the fourth quarter of 2021, the Company acquired substantially all the shares of AR Packaging. The business combination led to the Company acquiring approximately $53 million in pension benefit obligations at December 31, 2021. Pension and Postretirement Expense The pension and postretirement expenses related to the Company’s plans consisted of the following: Pension Benefits Postretirement Benefits Year Ended December 31, In millions 2022 2021 2020 2022 2021 2020 Components of Net Periodic Cost: Service Cost $ 14 $ 15 $ 15 $ — $ — $ 1 Interest Cost 12 10 14 1 1 1 Expected Return on Plan Assets (21) (19) (21) — — — Amortization of Actuarial Loss (Gain) 3 5 5 (2) (2) (2) Net Curtailment/Settlement Loss — — 154 — — — Net Periodic Cost (Benefit) $ 8 $ 11 $ 167 $ (1) $ (1) $ — Certain assumptions used in determining the pension and postretirement expenses were as follows: Pension Benefits Postretirement Benefits Year Ended December 31, 2022 2021 2020 2022 2021 2020 Weighted Average Assumptions: Discount Rate 2.46 % 2.11 % 2.69 % 2.92 % 2.52 % 3.22 % Rate of Increase in Future Compensation Levels 1.80 % 3.62 % 2.36 % — — — Expected Long-Term Rate of Return on Plan Assets 3.86 % 3.59 % 4.12 % — — — Initial Health Care Cost Trend Rate — — — 6.15 % 6.40 % 6.65 % Ultimate Health Care Cost Trend Rate — — — 4.50 % 4.50 % 4.50 % Ultimate Year — — — 2031 2028 2028 Funded Status The following table sets forth the funded status of the Company’s pension and postretirement plans as of December 31: Pension Benefits Postretirement Benefits In millions 2022 2021 2022 2021 Change in Benefit Obligation: Benefit Obligation at Beginning of Year $ 627 $ 593 $ 33 $ 36 Service Cost 14 15 — — Interest Cost 12 10 1 1 Net Actuarial Gain (152) (21) (7) (3) Foreign Currency Exchange (27) (4) — — Benefits Paid (24) (19) (1) (1) Acquisition 12 53 — — Other 9 — — — Benefit Obligation at End of Year $ 471 $ 627 $ 26 $ 33 Change in Plan Assets: Fair Value of Plan Assets at Beginning of Year $ 557 $ 516 $ — $ — Actual Return on Plan Assets (149) 28 — — Employer Contributions 24 33 1 1 Foreign Currency Exchange (27) (2) — — Benefits Paid (24) (19) (1) (1) Acquisition 7 1 — — Other 9 — — — Fair Value of Plan Assets at End of Year $ 397 $ 557 $ — $ — Plan Assets Less than Projected Benefit Obligation $ (74) $ (70) $ (26) $ (33) Amounts Recognized in the Consolidated Balance Sheets Consist of: Pension Assets $ 19 $ 43 $ — $ — Accrued Pension and Postretirement Benefits Liability — Current $ (5) $ (4) $ (3) $ (3) Accrued Pension and Postretirement Benefits Liability — Noncurrent $ (88) $ (109) $ (23) $ (30) Accumulated Other Comprehensive Income: Net Actuarial Loss (Gain) $ 82 $ 71 $ (1) $ (1) Prior Service Cost (Credit) $ 3 $ 4 $ (21) $ (16) Weighted Average Calculations: Discount Rate 4.86 % 2.46 % 5.12 % 2.92 % Rates of Increase in Future Compensation Levels 3.16 % 1.80 % — — Initial Health Care Cost Trend Rate — — 7.25 % 6.15 % Ultimate Health Care Cost Trend Rate — — 4.50 % 4.50 % Ultimate Year — — 2032 2031 The Company determined pension expense using both the fair value of assets and a calculated value that averages gains and losses over a period of years. Investment gains or losses represent the difference between the expected and actual return on assets. As of December 31, 2022, the net actuarial loss was $82 million. These net losses may increase future pension expense if not offset by (i) actual investment returns that exceed the assumed investment returns, or (ii) other factors, including reduced pension liabilities arising from higher discount rates used to calculate pension obligations, or (iii) other actuarial gains, including whether such accumulated actuarial losses at each measurement date exceed the “corridor” determined under the Compensation — Retirement Benefits topic of the FASB Codification. For the largest plan, the actuarial loss is amortized over the average remaining service period of employees expected to receive benefits. The discount rate used to determine the present value of future pension obligations at December 31, 2022 was based on a yield curve constructed from a portfolio of high-quality corporate debt securities with maturities ranging from 1 year to 30 years. Each year’s expected future benefit payments were discounted to their present value at the spot yield curve rate thereby generating the overall discount rate for the Company’s pension obligations. The weighted average discount rate used to determine the pension obligations was 4.86% and 2.46% in 2022 and 2021, respectively. The pension net actuarial gain of $152 million was primarily due to changes in the discount rate. The weighted average discount rate at December 31, 2022 was 4.86% compared to 2.46% at December 31, 2021. Accumulated Benefit Obligation The accumulated benefit obligation, (“ABO”), for all defined benefit pension plans was $465 million and $621 million at December 31, 2022 and 2021, respectively. The projected benefit obligation (“PBO”) and fair value of plan assets where the PBO exceeded plan assets were $311 million and $383 million, respectively. The ABO and fair value of plan assets where the ABO exceeded plan assets were $304 million and $378 million, respectively. Employer Contributions The Company made $24 million and $33 million of contributions to its pension plans during 2022 and 2021, respectively. During 2022 and 2021, the Company made a $6 million and a $14 million contribution, respectively, to the remaining U.S. defined benefit plan by effectively utilizing the excess balance related to the U.S. defined benefit plan terminated in 2020. The Company expects to make contributions in the range of $15 million to $25 million in 2023. The Company also made postretirement health care benefit payments of $1 million during 2022 and 2021. For 2023, the Company expects to make approximately $2 million contributions to its postretirement health care plans. Pension Assets The Company’s overall investment strategy is to achieve a mix of investments for long-term growth and near-term benefit payments through diversification of asset types, fund strategies and fund managers. Investment risk is measured on an on-going basis through annual liability measurements, periodic asset/liability studies, and quarterly investment portfolio reviews. The plans invest in the following major asset categories: cash, equity securities, fixed income securities, real estate and diversified growth funds. At December 31, 2022 and 2021, pension investments did not include any direct investments in the Company’s stock or the Company’s debt. The Company implemented a de-risking or liability driven investment strategy for its U.S. and U.K. pension plans. This strategy moved assets from return seeking (equities) to investments that mirror the underlying benefit obligations (fixed income). The weighted average allocation of plan assets and the target allocation by asset category is as follows: Target 2022 2021 Cash 1 % 4 % 3 % Equity Securities 21 26 26 Fixed Income Securities 55 45 46 Other Investments 23 25 25 Total 100 % 100 % 100 % The plans’ investment in equity securities primarily includes investments in U.S. and international companies of varying sizes and industries. The strategy of these investments is to 1) exceed the return of an appropriate benchmark for such equity classes and 2) through diversification, reduce volatility while enhancing long term real growth. The plans’ investment in fixed income securities includes government bonds, investment grade bonds and non-investment grade bonds across a broad and diverse issuer base. The strategy of these investments is to provide income and stability and to diversify the fixed income exposure of the plan assets, thereby reducing volatility. The Company’s approach to developing the expected long-term rate of return on pension plan assets is based on fair values and combines an analysis of historical investment performance by asset class, the Company’s investment guidelines and current and expected economic fundamentals. The following tables set forth, by category and within the fair value hierarchy, the fair value of the Company’s pension assets at December 31, 2022 and 2021: Fair Value Measurements at December 31, 2022 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Net Asset Value at December 31, 2022 (b) Asset Category: Cash $ 15 $ 10 $ 2 $ — $ 3 Equity Securities: Domestic 94 5 1 — 88 Foreign 7 7 — — — Fixed Income Securities 180 15 165 — — Other Investments: Real estate 4 — 4 — — Liability Driven Investment 56 35 21 — — Diversified growth fund (a) 32 — 8 24 — Insurance Contracts 9 — — 9 — Total $ 397 $ 72 $ 201 $ 33 $ 91 Fair Value Measurements at December 31, 2021 In millions Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Net Asset Value at December 31, 2021 (b) Asset Category: Cash $ 19 $ 17 $ 1 $ — $ 1 Equity Securities: Domestic 140 5 13 — 122 Foreign 8 8 — — — Fixed Income Securities 254 19 234 1 — Other Investments: Real estate 7 — 7 — — Liability Driven Investment 90 31 59 — — Diversified growth fund (a) 39 — 7 32 — Total $ 557 $ 80 $ 321 $ 33 $ 123 (a) The fund invests in a combination of traditional investments (equities, bonds, and foreign exchange), seeking to achieve returns through active asset allocation over a three (b) Investments that are measured at net asset value (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. A reconciliation of fair value measurements of plan assets using significant unobservable inputs (Level 3) is as follows: In millions 2022 2021 Balance at January 1, $ 33 $ 14 Return on Assets, Net — 2 Purchases 11 24 Transfers Out, Net (7) (7) Foreign Currency Exchange (4) — Balance at December 31, $ 33 $ 33 Estimated Future Benefit Payments The following represents the Company’s estimated future pension and postretirement health care benefit payments through the year 2032: In millions Pension Plans Postretirement Health Care Benefits 2023 $ 28 $ 3 2024 30 2 2025 32 2 2026 33 2 2027 35 2 2028— 2032 186 10 Multi-Employer Plans Certain of the Company’s employees participate in multi-employer plans that provide both pension and other postretirement health care benefits to employees under union-employer organization agreements. Estimated liabilities have been established related to the partial or complete withdrawal from certain multi-employment benefit plans for facilities that have been closed. During 2020, the Company entered into a settlement agreement with one of its closed multi-employment benefit plans and recorded an $8 million increase in its estimated withdrawal liability for this plan. Under the terms of this settlement agreement, the Company paid $17 million in 2021. At December 31, 2022 and December 31, 2021, the Company has withdrawal liabilities of $18 million and $19 million, respectively, related to these plans, which is recorded as Compensation and Employee Benefits and Other Noncurrent Liabilities in the Company's Consolidated Balance Sheets, which represents the Company's best estimate of the expected withdrawal liability. DEFINED CONTRIBUTION PLANS |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The U.S. and international components of Income before Income Taxes and Equity Income of Unconsolidated Entity consisted of the following: Year Ended December 31, In millions 2022 2021 2020 U.S. $ 683 $ 237 $ 181 International 33 52 63 Income before Income Taxes and Equity Income of Unconsolidated Entity $ 716 $ 289 $ 244 The provisions for Income Tax (Expense) Benefit on Income before Income Taxes and Equity Income of Unconsolidated Entity consisted of the following: Year Ended December 31, In millions 2022 2021 2020 Current Expense: U.S. $ (25) $ (2) $ (23) International (38) (17) (20) Total Current $ (63) $ (19) $ (43) Deferred (Expense) Benefit: U.S. (137) (57) (8) International 6 2 9 Total Deferred $ (131) $ (55) $ 1 Income Tax Expense $ (194) $ (74) $ (42) A reconciliation of Income Tax (Expense) Benefit on Income before Income Taxes and Equity Income of Unconsolidated Entity at the federal statutory rate of 21.0% compared with the Company’s actual Income Tax (Expense) Benefit is as follows: Year Ended December 31, In millions 2022 Percent 2021 Percent 2020 Percent Income Tax Expense at U.S. Statutory Rate $ (150) 21.0 % $ (61) 21.0 % $ (51) 21.0 % U.S. State and Local Tax Expense (29) 4.1 (12) 4.1 (8) 3.2 Permanent Items 2 (0.3) (9) 3.2 (1) 0.4 Provision to Return Adjustments 4 (0.5) 4 (1.4) 2 (0.9) Change in Valuation Allowance (21) 2.9 (1) 0.4 7 (2.9) Unrealized Foreign Exchange 22 (3.1) 5 (1.7) — — International Tax Rate Differences (6) 0.8 (3) 1.0 (3) 1.2 U.S. Federal & State Tax Credits 9 (1.3) 13 (4.5) 10 (4.0) Domestic Minority Interest — — 2 (0.7) 5 (2.2) Deferred Adjustment due to IP Exit — — (4) 1.5 — — Russia Impairment (20) 2.8 — — — — Tax Effects Released from OCI (10) 1.4 — — — — Other 5 (0.6) (8) 2.8 (3) 1.2 Income Tax Expense $ (194) 27.2 % $ (74) 25.7 % $ (42) 17.0 % During 2022, tax expense differs from the amount at the statutory rate by $20 million due to impairment charges from the planned sale of the Company's Russian business that resulted in no corresponding tax benefit and due to the recording of $10 million of tax expense to release the tax expense remaining in Other Comprehensive Income after the settlement of certain swaps. The Company also recognized tax benefits of approximately $22 million related to deferred tax assets and liabilities recognized on unrealized foreign currency activity for intercompany loans where the entity’s functional currency and the loan denomination currency are different than the tax reporting currency (primarily in Sweden). However, a valuation allowance of approximately $25 million was recorded during the year against deferred tax assets in Sweden, including the deferred tax asset related to the unrealized foreign currency activity. Additionally, the Company recorded a tax benefit of approximately $5 million related to the release of a valuation allowance recorded against the net deferred tax assets of its Brazilian subsidiary based on historic earnings. As a result of the NACP Combination, during 2020 and 2021, federal and state income taxes are not recorded with respect to consolidated domestic earnings attributable to the Company’s minority interest partner, resulting in a difference between the effective tax rate and the statutory tax rate. As a result of decreases in the minority partner's interest during 2021 and 2020, the difference between the effective tax rate and the statutory tax also declined. In addition, during 2021, the Company recognized tax expense of approximately $4 million related to the remeasurement of deferred tax assets for executive compensation as a result of IP’s exchange of its remaining shares in GPIP during the period and approximately $3 million related to the remeasurement of its net deferred tax liability for its UK subsidiaries due to the statutory tax rate increase enacted during the second quarter. During 2020, the Company recognized a tax benefit of approximately $8 million attributable to the release of a valuation allowance recorded against the net deferred tax assets of two of its Canadian subsidiaries as a result of internal restructuring. The Company also recognized a tax benefit related to updates to its 2019 financial statement income tax calculations of approximately $2 million primarily due to new guidance in final U.S. Treasury Regulations issued during 2020. As a result of IP’s final exchange in 2021, the Company currently owns 100% of the outstanding interests in GPIP. GPIP continued to be treated as a partnership for U.S. federal and state income tax purposes despite IP’s exit as a minority partner until September 1, 2022, when, due to an internal restructuring, GPIP became a single member limited liability company, terminating the partnership for income tax purposes. Accordingly, as of December 31, 2022, domestic deferred tax assets and liabilities are tracked based on the inside basis difference of assets and liabilities and are no longer tracked based on the Company’s outside basis difference in the partnership. As a result, the deferred tax liability on the Investment in Partnership has been reduced to zero and other deferred tax assets and liabilities, including PP&E and Intangibles, have been increased to reflect the tax effect of the inside basis difference of the respective assets and liabilities. The tax effects of differences that give rise to significant portions of the deferred income tax assets and deferred income tax liabilities as of December 31 were as follows: In millions 2022 2021 Deferred Income Tax Assets: Compensation Based Accruals $ 37 $ 4 Net Operating Loss Carryforwards 103 192 Postretirement Benefits 26 1 Tax Credits 26 31 Capitalized Research & Development Costs 44 — Unrealized Foreign Exchange 28 7 Other 81 30 Valuation Allowance (57) (38) Total Deferred Income Tax Assets $ 288 $ 227 Deferred Income Tax Liabilities: Property, Plant and Equipment (661) (108) Goodwill & Other Intangibles (280) (111) Investment in Partnership — (564) Net Noncurrent Deferred Income Tax Liabilities $ (941) $ (783) Net Deferred Income Tax Liability $ (653) $ (556) The Company has evaluated the need to maintain a valuation allowance for deferred tax assets based on its assessment of whether it is more likely than not that deferred tax assets will be realized through the generation of future taxable income. Appropriate consideration was given to all available evidence, both positive and negative, in assessing the need for a valuation allowance. The Company reviewed its deferred income tax assets as of December 31, 2022 and 2021, respectively, and determined that it is more likely than not that a portion will not be realized. A valuation allowance of $57 million and $38 million as of December 31, 2022 and 2021, respectively, is maintained on the deferred income tax assets for which the Company has determined that realization is not more likely than not. Of the total valuation allowance at December 31, 2022, $27 million relates to net deferred tax assets in Sweden, $25 million relates to net deferred tax assets in various other foreign jurisdictions and $5 million relates to net operating losses and tax credit carryforwards in certain U.S. states as well as U.S. foreign tax carryforwards. The need for a valuation allowance is made on a jurisdiction-by-jurisdiction basis. As of December 31, 2022, the Company concluded that due to cumulative pretax losses and the lack of sufficient future taxable income of the appropriate character, realization is not more likely than not on the net deferred income tax assets related primarily to the Company’s operations in Australia, the Netherlands, and Norway as well as certain operations in Germany and Sweden. The following table represents a summary of the valuation allowances against deferred tax assets as of and for the three years ended December 31, 2022, 2021, and 2020, respectively: In millions Additions Deductions December 31, Balance at Beginning of Period Charged to Costs and Expenses Charged to Other Accounts Credited to Costs and Expenses Credited to Other Accounts Balance at End of Period 2022 $ 38 $ 29 $ 1 $ (8) $ (3) $ 57 2021 34 4 4 (3) (1) 38 2020 41 2 1 (9) (1) 34 The Company utilized its remaining U.S. federal net operating loss carryforwards during 2020. However, as a result of deductions associated with the step up in tax basis of certain assets as a result of International Paper’s exit from the partnership, the Company generated a taxable loss of $564 million during 2021 that can be carried forward for U.S. federal income tax purposes indefinitely. As of December 31, 2022, the Company's remaining U.S. federal net operating loss carryforward is approximately $238 million. As such, based on the remaining net operating loss carryforward and tax credit carryforwards, which are available to offset future U.S. federal income tax, the Company expects its U.S. federal cash tax liability in 2023 to be reduced by approximately $100 million. The Company's U.S. state net operating loss carryforwards total $177 million and expire in various years through 2041. International net operating loss carryforward amounts total $174 million, of which substantially all have no expiration date. Tax Credit carryforwards total $26 million which expire in various years through 2042. Uncertain Tax Positions A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: In millions 2022 2021 2020 Balance at January 1, $ 24 $ 20 $ 21 Additions for Tax Positions of Current Year 2 1 1 Additions for Tax Positions of Prior Years 1 3 2 Reductions for Tax Positions of Prior Years (1) — (4) Balance at December 31, $ 26 $ 24 $ 20 At December 31, 2022, $26 million of the total gross unrecognized tax benefits, if recognized, would affect the annual effective income tax rate. As of December 31, 2022, none of the total gross unrecognized tax benefits recorded are related to indefinite lived deferred tax assets and did not have an impact on total tax expense. The Company recognizes potential accrued interest and penalties related to unrecognized tax benefits within its global operations in Income Tax Expense. The Company had an immaterial accrual for the payment of interest and penalties at December 31, 2022. The Company anticipates that an immaterial portion of the total unrecognized tax benefits at December 31, 2022 could change within the next twelve months. The Company files income tax returns in the U.S. federal jurisdiction, and various states and foreign jurisdictions and our income tax filings are regularly examined by federal, state and non-U.S. tax authorities. The Company’s 2018 U.S. federal corporate and partnership income tax filings are currently under examination by the Internal Revenue Service. With few exceptions, the Company is no longer subject to U.S. federal, state and local tax examinations for years before 2018. As of December 31, 2022, the Company has provided for deferred income taxes attributable to future foreign withholding tax expense related to the Company's equity investment in the joint venture, Rengo Riverwood Packaging, Ltd. In addition, Company provides deferred income taxes for future Canadian withholding tax to the extent of excess cash available for distribution after consideration of working capital needs and other debt settlement of its Canadian subsidiary, Graphic Packaging International Canada, ULC. The Company continues to assert that it is permanently reinvested in the cumulative earnings of its Canadian subsidiary in excess of the amount of cash that is on hand and available for distribution after consideration of working capital needs and other debt settlement. The Company determined that no deferred tax liability should be recorded related to the outside basis difference of its Canadian subsidiary as of December 31, 2022. The Company has not provided for deferred U.S. income taxes on approximately $44 million of its undistributed earnings in other international subsidiaries because of the Company’s intention to indefinitely reinvest these earnings outside the U.S. The determination of the amount of the unrecognized deferred U.S. income tax liability (primarily withholding tax in certain jurisdictions) on the unremitted earnings or any other associated outside basis difference is not practicable because of the complexities associated with the calculation. The Company has elected to recognize global intangible low-taxed income (“GILTI”) as period cost as incurred, therefore there are no deferred taxes recognized for basis differences that are expected to impact the amount of the GILTI inclusion upon reversal. |
FINANCIAL INSTRUMENTS, DERIVATI
FINANCIAL INSTRUMENTS, DERIVATIVES AND HEDGING ACTIVITIES | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
FINANCIAL INSTRUMENTS, DERIVATIVES AND HEDGING ACTIVITIES | FINANCIAL INSTRUMENTS, DERIVATIVES AND HEDGING ACTIVITIES The Company enters into derivative instruments for risk management purposes only, including derivatives designated as hedging instruments under the Derivatives and Hedging topic of the FASB Codification and those not designated as hedging instruments under this guidance. The Company uses natural gas swap contracts and has previously used interest rate swaps and forward exchange contracts. These derivative instruments are designated as cash flow hedges and, to the extent they are effective in offsetting the variability of the hedged cash flows, changes in the derivatives’ fair value are not included in current earnings but are included in Accumulated Other Comprehensive Loss. These changes in fair value will subsequently be reclassified to earnings, contemporaneously with and offsetting changes in the related hedged exposure, and presented in the same line of the income statement expected for the hedged item. Interest Rate Risk The Company has previously used interest rate swaps to manage interest rate risks on future interest payments caused by interest rate changes on its variable rate term loan facility. Changes in fair value will subsequently be reclassified into earnings as a component of Interest Expense, Net as interest is incurred on amounts outstanding under the term loan facility. As of December 31, 2021, the Company had interest rate swap positions with a notional value of $200 million which matured in January 2022. As discussed in "Note 9 - Income Taxes" , a $10 million expense was recorded to release the tax expense remaining in Other Comprehensive Income after the settlement of these swaps in the first quarter of 2022. As of December 31, 2022, the Company had no outstanding interest rate swaps These derivative instruments are designated as cash flow hedges and, to the extent they are effective in offsetting the variability of the hedged cash flows, changes in the derivatives’ fair value are not included in current earnings but are included in Accumulated Other Comprehensive Loss. Ineffectiveness measured in the hedging relationship is recorded in earnings in the period it occurs. During 2022 and 2021, there were no amounts of ineffectiveness. During 2022 and 2021, there were no amounts excluded from the measure of effectiveness. Commodity Risk To manage risks associated with future variability in cash flows and price risk attributable to purchases of natural gas, the Company enters into natural gas swap contracts to hedge prices for a designated percentage of its expected natural gas usage. Such contracts are designated as cash flow hedges. The contracts are carried at fair value with changes in fair value recognized in Accumulated Other Comprehensive Loss and resulting gain or loss reclassified into Cost of Sales concurrently with the recognition of the commodity consumed. The Company has hedged approximately 52% of its expected natural gas usage for 2023. During 2022 and 2021, there were no amounts of ineffectiveness related to changes in the fair value of natural gas swap contracts. Additionally, there were no amounts excluded from the measure of effectiveness. Foreign Currency Risk The Company has previously entered into forward exchange contracts to manage risks associated with foreign currency transactions and future variability of cash flows arising from those transactions that may be adversely affected by changes in exchange rates. The contracts are carried at fair value with changes in fair value recognized in Accumulated Other Comprehensive Loss and gains/losses related to these contracts are recognized in Other Expense (Income), Net or Net Sales, when appropriate. As of December 31, 2022 and 2021, the Company had no outstanding forward exchange contracts. As of December 31, 2020, multiple forward exchange contracts existed that expired on various dates throughout the following year No amounts were reclassified to earnings during 2022, 2021 or 2020 in connection with forecasted transactions that were considered probable of not occurring and there was no amount of ineffectiveness related to changes in the fair value of foreign currency forward contracts. Additionally, there were no amounts excluded from the measure of effectiveness during 2022, 2021 or 2020. The Company has not entered into any foreign exchange contracts in 2022. Derivatives not Designated as Hedges The Company enters into forward exchange contracts to effectively hedge substantially all of its accounts receivables resulting from sales transactions and intercompany loans denominated in foreign currencies in order to manage risks associated with variability in cash flows that may be adversely affected by changes in exchange rates. At December 31, 2022 and 2021, multiple foreign currency forward exchange contracts existed, with maturities ranging up to three months. Those foreign currency exchange contracts outstanding at December 31, 2022 and 2021, when aggregated and measured in U.S. dollars at contractual rates at December 31, 2022 and 2021, respectively, had net notional amounts totaling $111 million and $103 million. Unrealized gains and losses resulting from these contracts are recognized in Other (Income) Expense, Net and approximately offset corresponding recognized but unrealized gains and losses on the remeasurement of these accounts receivable. Deal Contingent Hedge On May 14, 2021, in connection with the AR Packaging acquisition, the Company entered into deal contingent foreign exchange forward contracts, with no upfront cash cost, to hedge €700 million of the acquisition price. These forward contracts settled October 29, 2021, immediately prior to the acquisition of AR Packaging and are accounted for as derivatives under ASC 815, Derivatives and Hedging. Realized losses of $48 million for the year ended December 31, 2021 resulting from these contracts are recognized in Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net on the Company’s Consolidated Statements of Operations. For more information, see "Note 1 - General Information" of the Company's 2021 Annual Report on Form 10-K for the year ended December 31, 2021. Foreign Currency Movement Effect For the year ended December 31, 2022, 2021 and 2020 net currency exchange losses (gains) included in determining Income from Operations were $3 million, $3 million, and $3 million, respectively. |
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENT | FAIR VALUE MEASUREMENT The Company follows the fair value guidance integrated into the Fair Value Measurements and Disclosures topic of the FASB Codification in regards to financial and nonfinancial assets and liabilities. Nonfinancial assets and nonfinancial liabilities include those measured at fair value in goodwill impairment testing, asset retirement obligations initially measured at fair value, and those assets and liabilities initially measured at fair value in a business combination. The FASB’s guidance defines fair value, establishes a framework for measuring fair value and expands the fair value disclosure requirements. The accounting guidance applies to accounting pronouncements that require or permit fair value measurements. It indicates, among other things, that a fair value measurement assumes that the transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The guidance defines fair value based upon an exit price model, whereby fair value is 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 guidance clarifies that fair value should be based on assumptions that market participants would use, including a consideration of non-performance risk. Valuation Hierarchy The Fair Value Measurements and Disclosures topic establishes a valuation hierarchy for disclosure of the inputs used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 inputs — quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs — quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs — unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company has determined that its financial assets and financial liabilities include derivative instruments which are carried at fair value and are valued using Level 2 inputs in the fair value hierarchy. The Company uses valuation techniques based on discounted cash flow analyses, which reflects the terms of the derivatives and uses observable market-based inputs, including forward rates and uses market price quotations obtained from third party derivatives brokers, corroborated with information obtained from third party pricing service providers. Fair Value of Financial Instruments As of December 31, 2022 and 2021, there has not been any significant impact to the fair value of the Company's derivative liabilities due to its own credit risk. Similarly, there has not been any significant adverse impact to the Company's derivative assets based on evaluation of the Company's counterparties' credit risks. As of December 31, 2022, the Company had commodity contract derivative liabilities, which were included in Other Accrued Liabilities on the Condensed Consolidated Balance Sheet, of $12 million. As of December 31, 2021 the Company had commodity contract assets, which were included in Other Current Assets on the Condensed Consolidated Balance Sheet, of $2 million. The fair values of the Company’s other financial assets and liabilities at December 31, 2022 and 2021 approximately equal the carrying values reported on the Consolidated Balance Sheets except for Long-Term Debt. The fair value of the Company’s Long-Term Debt (excluding finance leases and deferred financing fees) was $4,749 million and $5,715 million, as compared to the carrying amounts of $5,097 million and $5,676 million as of December 31, 2022 and 2021, respectively. The fair value of the Company's Total Debt, including the Senior Notes, is based on quoted market prices (Level 2 inputs). Level 2 valuation techniques for Long-Term Debt are based on quotations obtained from independent pricing service providers. Effect of Derivative Instruments The pre-tax effect of derivative instruments in cash flow hedging relationships on the Company’s Consolidated Statements of Operations for the year ended December 31, 2022 and 2021 is as follows: Amount of Loss (Gain) Recognized in Accumulated Other Comprehensive Loss Location in Statement of Operations Amount of (Gain) Loss Recognized in Statement of Operations Year Ended December 31, Year Ended December 31, In millions 2022 2021 2020 2022 2021 2020 Commodity Contracts $ 2 $ (11) $ 1 Cost of Sales $ (12) $ (11) $ 6 Foreign Currency Contracts — (2) 2 Other (Income) Expense, Net — 2 — Interest Rate Swap Agreements — — 6 Interest Expense, Net — 6 7 Total $ 2 $ (13) $ 9 $ (12) $ (3) $ 13 At December 31, 2022, the Company expects to reclassify $12 million of pre-tax loss in the next twelve months from Accumulated Other Comprehensive Loss to earnings, contemporaneously with and offsetting changes in the related hedged exposure. The actual amount that will be reclassified to future earnings may vary from this amount as a result of changes in market conditions. The pre-tax effect of derivative instruments not designated as hedging instruments on the Company’s Consolidated Statements of Operations for the years ended December 31, 2022 and 2021 is as follows: In millions 2022 2021 2020 Foreign Currency Contracts Other (Income) Expense, Net $ (9) $ (5) $ 9 Deal Contingent Foreign Exchange Hedge Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net $ — $ 48 $ — |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The components of Other Comprehensive Income (Loss) attributable to Graphic Packaging Holding Company are as follows: Year Ended December 31, 2022 2021 2020 Pretax Amount Tax Effect Net Amount (a) Pretax Amount Tax Effect Net Amount (a) Pretax Amount Tax Effect Net Amount Derivative Instruments Gain (Loss) $ 22 $ (18) $ 4 $ 7 $ (2) $ 5 $ 5 $ (1) $ 4 Pension and Postretirement Benefit Plans (22) 13 (9) 53 (8) 45 126 (26) 100 Currency Translation Adjustment (156) 8 (148) (28) — (28) 17 — 17 Other Comprehensive Income (Loss) $ (156) $ 3 $ (153) $ 32 $ (10) $ 22 $ 148 $ (27) $ 121 (a) Amounts exclude impact of noncontrolling interest. See "Note 17 - Changes in Accumulated Other Comprehensive Loss." The balances of Accumulated Other Comprehensive Loss Attributable to Graphic Packaging Holding Company, net of applicable taxes are as follows: December 31, In millions 2022 2021 Accumulated Derivative Instruments Loss $ (4) $ (8) Pension and Postretirement Benefit Plans (103) (94) Currency Translation Adjustment (270) (122) Accumulated Other Comprehensive Loss $ (377) $ (224) |
COMMITMENTS
COMMITMENTS | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | COMMITMENTS The Company has entered into other long-term contracts principally for the purchase of fiber and chip processing. The minimum purchase commitments extend beyond 2027. At December 31, 2022, total commitments under these contracts were as follows: In millions 2023 $ 98 2024 55 2025 50 2026 18 2027 8 Thereafter 34 Total $ 263 |
ENVIRONMENTAL AND LEGAL MATTERS
ENVIRONMENTAL AND LEGAL MATTERS | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
ENVIRONMENTAL AND LEGAL MATTERS | ENVIRONMENTAL AND LEGAL MATTERS Environmental Matters The Company is subject to a broad range of foreign, federal, state and local environmental, health and safety laws and regulations, including those governing discharges to air, soil and water, the management, treatment and disposal of hazardous substances, solid waste and hazardous wastes, the investigation and remediation of contamination resulting from historical site operations and releases of hazardous substances, the recycling of packaging and the health and safety of employees. Compliance initiatives could result in significant costs, which could negatively impact the Company’s consolidated financial position, results of operations or cash flows. Any failure to comply with environmental or health and safety laws and regulations or any permits and authorizations required thereunder could subject the Company to fines, corrective action or other sanctions. Some of the Company’s current and former facilities are the subject of environmental investigations and remediations resulting from historic operations and the release of hazardous substances or other constituents. Some current and former facilities have a history of industrial usage for which investigation and remediation obligations may be imposed in the future or for which indemnification claims may be asserted against the Company. Also, closures or sales of facilities may necessitate investigation and may result in remediation activities at those facilities. The Company has established reserves for those facilities or issues where a liability is probable and the costs are reasonably estimable. The Company believes that the amounts accrued for its loss contingencies, and the reasonably possible loss beyond the amounts accrued, are not material to the Company’s consolidated financial position, results of operations or cash flows. The Company cannot estimate with certainty other future compliance, investigation or remediation costs. Some costs relating to historic usage that the Company considers to be reasonably possible of resulting in liability are not quantifiable at this time. The Company will continue to monitor environmental issues at each of its facilities, as well as regulatory developments, and will revise its accruals, estimates and disclosures relating to past, present and future operations, as additional information is obtained. Legal Matters The Company is a party to a number of lawsuits arising in the ordinary conduct of its business. Although the timing and outcome of these lawsuits cannot be predicted with certainty, the Company does not believe that disposition of these lawsuits will have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. |
BUSINESS SEGMENT AND GEOGRAPHIC
BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION | BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION The Company has three reportable segments as follows: Paperboard Mills includes the seven North American paperboard mills that produce primarily CRB, CUK, and SBS, which is consumed internally to produce paperboard packaging for the Americas and Europe Packaging segments. Paperboard not consumed internally is sold externally to a wide variety of paperboard packaging converters and brokers. The Paperboard Mills segment Net Sales represent the sale of paperboard only to external customers. The effect of intercompany transfers to the paperboard packaging segments has been eliminated from the Paperboard Mills segment to reflect the economics of the integration of these segments. Americas Paperboard Packaging includes paperboard packaging, primarily folding cartons, sold primarily to consumer packaged goods ("CPG") companies, and cups, lids and food containers sold primarily to foodservice companies and quick-service restaurants ("QSR"), serving the food, beverage, and consumer product markets in the Americas. Europe Paperboard Packaging includes paperboard packaging, primarily folding cartons, sold primarily to CPG companies serving the food, beverage and consumer product markets including healthcare and beauty primarily in Europe. The Company allocates certain mill and corporate costs to the reportable segments to appropriately represent the economics of these segments. The Corporate and Other caption includes the Pacific Rim and Australia operating segments and unallocated corporate and one-time costs. These segments are evaluated by the chief operating decision maker based primarily on Income from Operations as adjusted for depreciation and amortization. The accounting policies of the reportable segments are the same as those described above in "Note 1 - Nature of Business and Summary of Significant Accounting Policies." The Company did not have any one customer who accounted for 10% or more of the Company's net sales during 2022, 2021 or 2020. Business segment information is as follows: Year Ended December 31, In millions 2022 2021 2020 NET SALES: Paperboard Mills $ 1,290 $ 1,007 $ 988 Americas Paperboard Packaging 6,015 4,996 4,650 Europe Paperboard Packaging 1,973 992 765 Corporate/Other/Eliminations (a) 162 161 157 Total $ 9,440 $ 7,156 $ 6,560 INCOME (LOSS) FROM OPERATIONS: Paperboard Mills (b)(d) $ 45 $ (10) $ (110) Americas Paperboard Packaging 800 456 639 Europe Paperboard Packaging (c) 59 82 66 Corporate and Other 2 (121) (71) Total $ 906 $ 407 $ 524 CAPITAL EXPENDITURES: Paperboard Mills $ 336 $ 615 $ 444 Americas Paperboard Packaging 131 113 120 Europe Paperboard Packaging 43 37 40 Corporate and Other 39 37 42 Total $ 549 $ 802 $ 646 DEPRECIATION AND AMORTIZATION: Paperboard Mills $ 242 $ 231 $ 249 Americas Paperboard Packaging 173 176 163 Europe Paperboard Packaging 109 53 41 Corporate and Other 29 29 23 Total $ 553 $ 489 $ 476 (a) Includes revenue from customers for the Australia and Pacific Rim operating segments. (b) Includes accelerated depreciation related to exit activities in 2022, 2021, and 2020. (c) Includes impairment charges of $96 million related to Russia incurred in 2022. See "Note 19 - Impairment and Divestiture of Russian Business" in the Notes to Condensed Consolidated Financial Statements for further information. (d) Includes expenses related to business combinations, shutdown and other special charges, and exit activities. December 31, In millions 2022 2021 2020 ASSETS AT DECEMBER 31: Paperboard Mills $ 3,516 $ 3,482 $ 3,097 Americas Paperboard Packaging 3,822 3,682 3,327 Europe Paperboard Packaging 2,474 2,669 746 Corporate and Other 516 624 635 Total $ 10,328 $ 10,457 $ 7,805 Business geographic area information is as follows: Year Ended December 31, In millions 2022 2021 2020 NET SALES: United States $ 6,741 $ 5,543 $ 5,200 International (a) 2,699 1,613 1,360 Total $ 9,440 $ 7,156 $ 6,560 In millions 2022 2021 2020 LONG-LIVED ASSETS AT DECEMBER 31: United States $ 3,813 $ 3,865 $ 3,253 International (a) 766 812 307 Total $ 4,579 $ 4,677 $ 3,560 (a) Net Sales and long-lived assets of individual countries outside of the United States are not material. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Year Ended December 31, In millions, except per share data 2022 2021 2020 Net Income Attributable to Graphic Packaging Holding Company $ 522 $ 204 $ 167 Weighted Average Shares: Basic 308.8 297.1 278.8 Dilutive effect of RSUs 0.7 0.8 0.8 Diluted 309.5 297.9 279.6 Earnings Per Share — Basic $ 1.69 $ 0.69 $ 0.60 Earnings Per Share — Diluted $ 1.69 $ 0.68 $ 0.60 |
CHANGES IN ACCUMULATED OTHER CO
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS | CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS The following represents changes in Accumulated Other Comprehensive Loss attributable to Graphic Packaging Holding Company by component for the year ended December 31, 2022: In millions Derivatives Instruments Pension and Postretirement Benefit Plans Currency Translation Adjustments Total Balance at December 31, 2021 $ (8) $ (94) $ (122) $ (224) Other Comprehensive Income (Loss) before Reclassifications 3 (10) (149) (156) Amounts Reclassified from Accumulated Other Comprehensive (Loss) Income (a) 1 1 — 2 Net Current-period Other Comprehensive Income (Loss) 4 (9) (149) (154) Less: Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest — — 1 1 Balance at December 31, 2022 $ (4) $ (103) $ (270) $ (377) (a) See following table for details about these reclassifications. The following represents reclassifications out of Accumulated Other Comprehensive Loss for the year ended December 31, 2022: In millions Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement Where Net Income is Presented Derivatives Instruments: Commodity Contracts $ (12) Cost of Sales (12) Total before Tax 13 (a) Tax Expense $ 1 Total, Net of Tax Amortization of Defined Benefit Pension Plans: Prior Service Costs $ 3 (b) 3 Total before Tax (1) Tax Expense $ 2 Total, Net of Tax Amortization of Postretirement Benefit Plans: Actuarial Gains (2) (b) 1 Tax Expense $ (1) Total, Net of Tax Total Reclassifications for the Period $ 2 (a) Includes tax expense of $10 million to release the lingering tax effect after settling the interest rate swaps (see " Note 10 - Financial Instruments, Derivatives and Hedging Activities " and " Note 9 - Income Taxes "). (b) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see "Note 8 - Pensions and Other Postretirement Benefits" ). |
EXIT ACTIVITIES
EXIT ACTIVITIES | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
EXIT ACTIVITIES | EXIT ACTIVITIES During 2019, the Company announced its plans to invest in a new CRB paper machine in Kalamazoo, Michigan. At the time of the announcement, the Company expected to close two of its smaller CRB mills in 2022 in order to remain capacity neutral. During the third quarter of 2021, the Company decided to continue to operate one of the two original smaller CRB mills. In the second quarter of 2022, the Company closed the Battle Creek, MI CRB mill. The Company has incurred charges associated with this exit activity for post-employment benefits, retention bonuses and incentives, which are included in the Severance costs and other line item in the table below for the years ended December 31, 2022, 2021 and 2020. In March 2020, the Company made the decision to close the White Pigeon, Michigan CRB mill and shut down the PM1 containerboard machine in West Monroe, Louisiana. During the second quarter of 2020, the Company closed the White Pigeon, Michigan CRB mill and shut down the PM1 containerboard machine. In June 2020, the Company made the decision to close certain converting plants that were acquired from Greif. The Burlington, North Carolina converting facility and the Los Angeles, California converting facility were closed during 2020. In March 2022, the Company announced its decision to close the Norwalk, Ohio folding carton facility and closed the facility in September 2022. The Company has incurred charges associated with this exit activity for post-employment benefits, retention bonuses and incentives, which are included in the Severance costs and other line item in the table below for the year ended December 31, 2022. During the years ended December 31, 2022, 2021, and 2020 the Company recorded $17 million, $38 million and $51 million of exit costs, respectively, associated with these restructurings. Other costs associated with the start-up of the new CRB paper machine recorded in the period in which they are incurred. The following table summarizes the costs incurred during 2022, 2021 and 2020 related to these restructurings: Year Ended December 31, In millions Location in Statement of Operations 2022 2021 2020 Severance Costs and Other (a) Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net $ 1 $ 21 $ 11 Asset Write-offs and Start-Up Costs (b) Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net 9 — 14 Accelerated Depreciation Cost of Sales 7 17 26 Total $ 17 $ 38 $ 51 (a) Costs incurred include activities for post-employment benefits, retention bonuses, incentives and professional services. (see "Note 1 - Business Combinations, Shutdown and Other Special Charges and Exit Activities, Net" ). (b) Costs incurred include non-cash write-offs for items such as supplies and inventory. The following table summarizes the balance of accrued expenses related to restructuring: In millions Total Balance at December 31, 2020 $ 12 Costs Incurred 21 Payments (20) Adjustments (a) (5) Balance at December 31, 2021 $ 8 Costs Incurred 1 Payments (6) Adjustments (a) (2) Balance at December 31, 2022 $ 1 (a) Adjustments related to changes in estimates of severance costs. In conjunction with the CRB platform optimization project and closure of the Battle Creek, MI CRB Mill, the Company incurred charges associated with these exit activities for post-employment benefits, retention bonuses and incentives of $15 million, and accelerated depreciation and inventory and asset write-offs of $52 million through December 31, 2022. |
IMPAIRMENT AND DIVESTITURE OF R
IMPAIRMENT AND DIVESTITURE OF RUSSIAN BUSINESS | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
IMPAIRMENT AND DIVESTITURE OF RUSSIAN BUSINESS | IMPAIRMENT AND DIVESTITURE OF RUSSIAN BUSINESS In the second quarter of 2022, the Company began the process of the divesting its interests in its two carton folding plants in Russia (the “Disposal Group”), which met the criteria of to be considered a business, through a sale of 100% of the Disposal Group’s outstanding shares. The Company expects the sale to be complete within the next six months. The assets and liabilities to be disposed of in connection with this transaction continued to meet the held for sale criteria as of December 31, 2022. The carrying value of the net assets held for sale, inclusive of the cumulative translation adjustment balance attributable to the business, was greater than their fair value, less costs to sell, resulting in a pre-tax loss of $84 million, which in included in the Business, Combinations, Shutdown and Other Special Charges, and Exit Activities, Net in the Consolidated Statement of Operations. The assets related to the sale, inclusive of the valuation allowance, and liabilities related to the sale were classified as Other current assets and Other accrued liabilities, respectively, within the Consolidated Balance Sheet as of December 31, 2022. Excluded from the assets classified as held for sale within the Consolidated Balance Sheet is an intercompany note receivable totaling $32 million from the Company to the Disposal Group. The intercompany note will be sold as part of the transaction and, thus, should be considered when calculating the carrying value of the Disposal Group and the allowance to adjust the carrying value to the fair value less costs to sell. Upon consummation of the sale of the Disposal Group, the Company will reclassify this note from intercompany to the applicable liability line item in the Consolidated Balance Sheet as it will represent a liability to an external third party. The cumulative translation adjustment attributable to the business of $4 million is included within Accumulated Other Comprehensive Income within the Consolidated Balance Sheet as of December 31, 2022. Goodwill totaling $12 million associated with the Disposal Group was determined to be impaired as of December 31, 2022. The pre-tax impairment loss is included in the Business, Combinations, Shutdown and Other Special Charges, and Exit Activities, Net in the Consolidated Statement of Operations. As the Disposal Group is not considered a strategic shift that will have a major effect on the Company’s operations or financial results, it was not reported as discontinued operations. We will continue to evaluate the Disposal Group for future impairments until it is sold. The Disposal Group is reported within the Europe Paperboard Packaging segment. The following table summarizes the Company’s assets and liabilities held for sale by major class: In millions December 31, 2022 Cash and Cash Equivalents $ 5 Receivables, Net 15 Inventories 19 Property, Plant and Equipment, Net 24 Intangible Assets, Net 15 Assets Held for Sale 78 Valuation Allowance to Adjust Carrying Value of Russian Operations to Fair Value Less Costs to Sell (84) Total Assets Held for Sale, Net Included in Other Current Assets $ (6) Short-Term Debt and Current Portion of Long-Term Debt $ — Accounts Payable 4 Other Accrued Liabilities 1 Deferred Income Tax Liabilities 7 Total Liabilities Held for Sale Included in Other Current Accrued Liabilities $ 12 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS In connection with the NACP Combination, the Company entered into agreements with IP for transition services, fiber procurement fees, and corrugated products and ink supply. Payments to IP for the twelve months ended December 31, 2021 for fiber procurement fees and corrugated products were $4 million (related to pass through wood purchases of $81 million) and $13 million, respectively. As discussed in " Note 1 - Nature of Business and Summary of Significant Accounting Policies" , IP has no ownership interest remaining in GPIP as of May 21, 2021. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On January 31, 2023, the Company completed the acquisition of Tama Paperboard, LLC, a CRB mill located in Tama, Iowa, from Greif Packaging LLC for approximately $100 million, subject to customary working capital adjustments using existing cash and borrowings under its revolving credit facility. The acquisition will be reported within the Paperboard Mills reportable segment. On February 7, 2023, GPIL entered into Amendment No. 3 to the Fourth Amended and Restated Credit Agreement (the “Third Amendment”). The Third Amendment provides for a future replacement floating interest rate benchmark (the Canadian Overnight Repo Rate Average “CORRA”) to take effect upon the cessation of the Canadian Dollar Offered Rate (“CDOR”) for Canadian Dollar borrowings under the domestic revolving credit facility. The Third Amendment also modified the borrowing mechanics for certain term SOFR loans under the domestic revolving line of credit. On February 7, 2023, the Company announced an approximately $1 billion investment in a new CRB mill in Waco, Texas that will support growing demand for CRB in North America, and is expected to optimize paperboard network capacity and flexibility and enhance circularity, reliability and environmental footprint. Construction is expected to begin in Q1 2023 and the mill is expected to be operational in Q1 2026. |
NATURE OF BUSINESS AND SUMMAR_2
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The Company’s Consolidated Financial Statements include all subsidiaries in which the Company has the ability to exercise direct or indirect control over operating and financial policies. Intercompany transactions and balances are eliminated in consolidation. The Company, through its GPIL subsidiary, is a party to a Japanese joint venture, Rengo Riverwood Packaging, Ltd. in which it holds a 50% ownership interest that is accounted for using the equity method. |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting periods. Actual results could differ from these estimates, and changes in these estimates are recorded when known. Estimates are used in accounting for, among other things, pension benefits, retained insurable risks, slow-moving and obsolete inventory, allowance for doubtful accounts, useful lives for depreciation and amortization, impairment testing of goodwill and long-lived assets, fair values related to acquisition accounting, fair value of derivative financial instruments, share based compensation, deferred income tax assets and potential income tax assessments, and loss contingencies. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include bank deposits and other marketable securities that are highly liquid with maturities of three months or less. |
Accounts Receivable and Allowances | Accounts Receivable and Allowances Accounts receivable are stated at the amount owed by the customer, net of an allowance for estimated uncollectible accounts, returns and allowances, and cash discounts. The allowance for doubtful accounts is estimated based on historical experience, current economic conditions and the creditworthiness of customers. Receivables are charged to the allowance when determined to be no longer collectible. The Company has entered into agreements to sell, on a revolving basis, certain trade accounts receivable to third party financial institutions. Transfers under these agreements meet the requirements to be accounted for as sales in accordance with the Transfers and Servicing |
Concentration of Credit Risk | Concentration of Credit Risk The Company’s cash, cash equivalents, and accounts receivable are potentially subject to concentration of credit risk. Cash and cash equivalents are placed with financial institutions that management believes are of high credit quality. Accounts receivable are derived from revenue earned from customers located in the U.S. and internationally and generally do not require collateral. For the years ended December 31, 2022, 2021, and 2020, no customer accounted for more than 10% of net sales. |
Inventories | Inventories Inventories are stated at the lower of cost and net realizable value with cost determined based on standard (which approximates actual), average or actual cost. Work in progress and finished goods inventories are valued at the cost of raw material consumed plus direct manufacturing costs (such as labor, utilities and supplies) as incurred and an applicable portion of manufacturing overhead. Inventories are stated net of an allowance for slow-moving and obsolete inventory. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Betterments, renewals and extraordinary repairs that extend the life of the asset are capitalized; other repairs and maintenance charges are expensed as incurred. The Company’s cost and related accumulated depreciation applicable to assets retired or sold are removed from the accounts and the gain or loss on disposition is included in income from operations. Interest is capitalized on assets under construction for one year or longer with an estimated spending of $1 million or more. The capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life. Capitalized interest was $5 million, $14 million and $7 million for the years ended December 31, 2022, 2021 and 2020, respectively. |
Intangible Assets | Intangible Assets Intangible assets with a determinable life are amortized on a straight-line or accelerated basis over their useful lives. The amortization expense for each intangible asset is recorded in the Consolidated Statements of Operations according to the nature of that asset. |
Goodwill | Goodwill The Company tests goodwill for impairment annually as of October 1, as well as whenever events or changes in circumstances suggest that the estimated fair value of a reporting unit may no longer exceed its carrying amount. The Company tests goodwill for impairment at the reporting unit level, which is an operating segment or a level below an operating segment, which is referred to as a component. A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and management regularly reviews the operating results of that component. Two or more components of an operating segment are aggregated and deemed a single reporting unit if the components have similar economic characteristics. Potential goodwill impairment is measured at the reporting unit level by comparing the reporting unit’s carrying amount (including goodwill), to the fair value of the reporting unit. When performing the quantitative analysis, the estimated fair value of each reporting unit is determined by utilizing a discounted cash flow analysis based on the Company’s forecasts, discounted using a weighted average cost of capital and market indicators of terminal year cash flows based upon a multiple of EBITDA. If the carrying amount of a reporting unit exceeds its estimated fair value, goodwill is considered impaired. In determining fair value, management relies on and considers a number of factors, including but not limited to, future operating results, business plans, economic projections of revenues and operating margins, forecasts including future cash flows, and market data and analysis, including market capitalization. The assumptions used are based on what a hypothetical market participant would use in estimating fair value. Fair value determinations are sensitive to changes in the factors described above. There are inherent uncertainties related to these factors and judgments in applying them to the analysis of goodwill impairment. Periodically, the Company may perform a qualitative impairment analysis of goodwill associated with each of its reporting units to determine if it is more likely than not that the carrying value of a reporting unit exceeded its fair value. However, the Company performed a quantitative impairment test as of October 1, 2022, and concluded goodwill was not impaired for any of its reporting units. |
Retained Insurable Risks | Retained Insurable Risks It is the Company’s policy to self-insure or fund a portion of certain expected losses related to group health benefits and workers’ compensation claims. Provisions for expected losses are recorded based on the Company’s estimates, on an undiscounted basis, of the aggregate liabilities for known claims and estimated claims incurred but not reported. |
Asset Retirement Obligations | Asset Retirement Obligations Asset retirement obligations are accounted for in accordance with the provisions of the Asset Retirement and Environmental Obligations |
International Currency | International Currency The functional currency of the international subsidiaries is usually the local currency for the country in which the subsidiaries own their primary assets. The translation of the applicable currencies into U.S. dollars is performed for balance sheet accounts using current exchange rates in effect at the balance sheet date and for revenue and expense accounts using an average exchange rate during the period. Any related translation adjustments are recorded directly to a separate component of Shareholders’ Equity, unless there is a sale or substantially complete liquidation of the underlying foreign investments. Gains and losses on foreign currency transactions are included in Other Expense, Net for the period in which the exchange rate changes. The Company pursues a currency hedging program which utilizes derivatives to reduce the impact of foreign currency exchange fluctuations on its consolidated financial results. Under this program, the Company has entered into forward exchange contracts in the normal course of business to hedge certain foreign currency denominated transactions. Realized and unrealized gains and losses on these forward contracts are included in the measurement of the basis of the related foreign currency transaction when recorded . |
Revenue Recognition | Revenue Recognition The Company has two primary activities, manufacturing and converting paperboard, from which it generates revenue from contracts with customers. Revenue is disaggregated primarily by geography and type of activity as further explained in " Note 15 - Business Segment and Geographic Area Information. " All reportable segments and the Australia and Pacific Rim operating segments recognize revenue under the same method, allocate transaction price using similar methods, and have similar economic factors impacting the uncertainty of revenue and related cash flows. |
Shipping and Handling | Shipping and Handling The Company includes shipping and handling costs in Cost of Sales. |
Research and Development | Research and DevelopmentResearch and development costs, which relate primarily to the development and design of new packaging machines and products and are recorded as a component of Selling, General and Administrative expenses, are expensed as incurred. |
Adoption of New Accounting Standards and Accounting Standards Not Yet Adopted | Adoption of New Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This standard provides temporary optional expedients and exceptions for applying GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the LIBOR and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The ASU can be adopted after its issuance date through December 31, 2022. The Company adopted this standard in the first quarter of fiscal 2022 with no material impact on the Company's financial position and results of operations. Accounting Standards Not Yet Adopted In September 2022, the FASB issued ASU 2022-04, Liabilities - Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations , which is intended to enhance the transparency surrounding the use of supplier finance programs. Supplier finance programs may also be referred to as reverse factoring, payables finance, or structured payables arrangements. The amendments require a buyer that uses supplier finance programs to make annual disclosures about the program’s key terms, the balance sheet presentation of related amounts, the confirmed amount outstanding at the end of the period, and associated rollforward information. Only the amount outstanding at the end of the period must be disclosed in interim periods. The amendments are effective for all entities for fiscal years beginning after December 15, 2022 on a retrospective basis, including interim periods with those fiscal years, except for the requirement to disclose rollforward information, which is effective prospectively for fiscal years beginning after December 15, 2023. Early adoption is permitted. The Company will continue evaluating the impact of this ASU. In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions . This ASU clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company will continue evaluating the impact of this ASU. In March 2022, the FASB issued ASU 2022-01, “Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method.” This ASU expands and clarifies the portfolio layer method for fair value hedges of interest rate risk. This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods therein, with early adoption permitted. The Company will continue evaluating the impact of this ASU. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Acquired Contract Assets and Contract Liabilities . Under the new guidance, the acquirer should determine what contract assets and/or contract liabilities it would have recorded under ASC 606 as of the acquisition date, as if the acquirer had entered into the original contract at the same date and on the same terms as the acquiree. The recognition and measurement of those contract assets and contract liabilities will likely be comparable to what the acquiree has recorded on its books under ASC 606 as of the acquisition date. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted, including in an interim period, for any period for which financial statements have not yet been issued. However, adoption in an interim period other than the first fiscal quarter requires an entity to apply the new guidance to all prior business combinations that have occurred since the beginning of the annual period in which the new guidance is adopted. The Company will continue evaluating the impact of this ASU. |
NATURE OF BUSINESS AND SUMMAR_3
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Transfer of Financial Assets Accounted for as Sales | The following table summarizes the activity under these programs for the year ended December 31, 2022 and 2021, respectively: Year Ended December 31, In millions 2022 2021 Receivables Sold and Derecognized $ 3,299 $ 2,947 Proceeds Collected on Behalf of Financial Institutions 3,179 2,970 Net Proceeds Received From (Paid to) Financial Institutions 152 (6) Deferred Purchase Price at December 31 (a) — 4 Pledged Receivables at December 31 197 180 (a) Included in Other Current Assets on the Consolidated Balance Sheets and represents a beneficial interest in the receivables sold to the financial institutions, which is a Level 3 fair value measure. |
Schedule Of Depreciation And Amortization | Depreciation and Amortization Depreciation is computed using the straight-line method based on the following estimated useful lives of the related assets: Buildings 40 years Land improvements 15 years Machinery and equipment 3 to 40 years Furniture and fixtures 10 years Automobiles, trucks and tractors 3 to 5 years |
Schedule of Finite-Lived Intangible Assets | The following table displays the intangible assets that continue to be subject to amortization and accumulated amortization expense as of December 31, 2022 and 2021: December 31, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable Intangible Assets: Customer Relationships (a) $ 1,382 $ (706) $ 676 $ 1,462 $ (621) $ 841 Patents, Trademarks, Licenses, Leases and Developed Technology 152 (111) 41 140 (113) 27 Total $ 1,534 $ (817) $ 717 $ 1,602 $ (734) $ 868 (a) Please see "Note 4 - Business Combinations" for the intangibles acquired with the AR Packaging and Americraft acquisitions. |
Schedule of Goodwill | The following is a rollforward of goodwill by reportable segment: In millions Paperboard Mills Americas Paperboard Packaging Europe Paperboard Packaging Corporate/Other (a) Total Balance at December 31, 2020 $ 506 $ 900 $ 59 $ 13 $ 1,478 Acquisition of Businesses — 68 475 — 543 Foreign Currency Effects — — (6) — (6) Balance at December 31, 2021 $ 506 $ 968 $ 528 $ 13 $ 2,015 Acquisition of Businesses (b) — 10 11 — 21 Impairment of Russian Business (c) — — (12) — (12) Foreign Currency Effects — 2 (46) (1) (45) Balance at December 31, 2022 $ 506 $ 980 $ 481 $ 12 $ 1,979 (a) Includes Australia operating segment. (b) The increases are related to the final purchase accounting adjustments recorded for Americraft and AR Packaging, respectively. (c) Relates to the Company's planned divestiture of its Russian business (see "Note 19 - Impairment and Divestiture of Russian Business"). |
Schedule of Restructuring and Other Special Charges | The following table summarizes the transactions recorded in Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net in the Consolidated Statements of Operations for the year ended December 31: In millions 2022 2021 2020 Charges Associated with Business Combinations (a) $ 23 $ 84 $ (2) Shutdown and Other Special Charges 2 33 38 Exit Activities (b) 10 21 25 Charges Associated with a Divestiture (c) 96 — — Total $ 131 $ 138 $ 61 (a) These costs relate to the Americraft Carton, Inc. and AR Packaging Group AB acquisitions (see "Note 4 - Business Combinations" ). (b) Relates to the Company's CRB mill and folding carton facility closures. (c) Relates to the Company's planned divestiture of its Russian business (see "Note 19 - Impairment and Divestiture of Russian Business"). |
Schedule of Share Repurchases During the Period | The following presents the Company's share repurchases for the years ended December 31, 2022, 2021, and 2020: Amount repurchased in millions, except share and per share amounts Amount Repurchased Number of Shares Repurchased Average Price, per Share 2022 $ 28 1,315,839 $ 20.91 2021 $ — — $ — 2020 $ 316 23,420,010 $ 13.48 |
SUPPLEMENTAL BALANCE SHEET DA_2
SUPPLEMENTAL BALANCE SHEET DATA (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Receivables, Net | The following tables provide disclosure related to the components of certain line items included in our consolidated balance sheets. Receivables, Net: In millions 2022 2021 Trade $ 825 $ 803 Less: Allowance (21) (18) 804 785 Other 75 74 Total $ 879 $ 859 |
Inventories, Net by major class | Inventories, Net by major class: In millions 2022 2021 Finished Goods $ 515 $ 528 Work in Progress 218 194 Raw Materials 645 473 Supplies 228 192 Total $ 1,606 $ 1,387 |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net: In millions 2022 2021 Property, Plant and Equipment, at Cost: Land and Improvements $ 187 $ 175 Buildings (a) 1,067 908 Machinery and Equipment (b) 7,383 6,753 Construction-in-Progress 234 882 8,871 8,718 Less: Accumulated Depreciation (a)(b) (4,292) (4,041) Total $ 4,579 $ 4,677 (a) Includes gross assets under finance lease of $146 million and related accumulated depreciation of $22 million as of December 31, 2022, and gross assets under finance lease of $114 million and related accumulated depreciation of $13 million as of December 31, 2021. |
Other Accrued Liabilities | Other Accrued Liabilities: In millions 2022 2021 Fair Value of Derivatives, current portion $ 12 $ — Unfavorable Supply Agreement 2 7 Accrued Severance 3 10 Dividends Payable 31 23 Deferred Revenue 32 29 Accrued Customer Rebates 44 41 Other Accrued Taxes 51 50 Accrued Payables 66 56 Operating Lease Liabilities, current portion 66 73 Other (a) 104 110 Total $ 411 $ 399 |
Other Noncurrent Liabilities | Other Noncurrent Liabilities: In millions 2022 2021 Deferred Revenue $ 8 $ 8 Workers Compensation Reserve 8 8 Unfavorable Supply Agreement 3 8 Multi-employer Plans 18 19 Deferred Compensation 19 21 Operating Lease Liabilities, noncurrent portion 184 193 Other 26 25 Total $ 266 $ 282 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow Used in Operations Due to Changes in Operating Assets and Liabilities | Cash Flow (Used In) Provided by Operations Due to Changes in Operating Assets and Liabilities, net of acquisitions: In millions 2022 2021 2020 Receivables, Net $ (184) $ (106) $ (216) Inventories, Net (268) (80) 35 Other Current Assets 2 (12) (5) Other Assets (1) (22) (22) Accounts Payable 132 77 71 Compensation and Employee Benefits 87 (15) 40 Income Taxes (2) (6) 7 Interest Payable 16 4 6 Other Accrued Liabilities (11) 3 31 Other Noncurrent Liabilities 11 (72) 34 Total $ (218) $ (229) $ (19) |
Cash paid for interest and cash paid, net of refunds, for income taxes | Cash paid for interest and cash paid, net of refunds, for income taxes was as follows: In millions 2022 2021 2020 Interest $ 176 $ 116 $ 120 Income Taxes $ 43 $ 25 $ 27 |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Purchase Price Allocation | The final purchase price allocation is as follows: Amounts Recognized as of Acquisition Date Measurement Period Adjustments Amounts Recognized as of Acquisition Date (as adjusted) In millions $ 292 $ — $ 292 Receivables, Net 22 — 22 Inventories, Net 37 (1) 36 Property, Plant and Equipment, Net 122 (28) 94 Intangible Assets, Net (a) 54 20 74 Other Assets 1 — 1 Total Assets Acquired 236 (9) 227 Current Liabilities 12 1 13 Total Liabilities Assumed 12 1 13 Net Assets Acquired 224 (10) 214 Goodwill 68 10 78 Total Estimated Fair Value of Net Assets Acquired $ 292 $ — $ 292 (a) Intangible Assets, Net, consists of Customer Relationships with a weighted average life of approximately 15 years. The final purchase price allocation is as follows: In millions Amounts Recognized as of Acquisition Date (a) Measurement Period Adjustments Amounts Recognized as of Acquisition Date (as adjusted) Total Purchase Consideration $ 1,487 $ — $ 1,487 Cash Acquired 75 — 75 Receivables, Net 206 — 206 Inventories 166 — 166 Other Current Assets 12 — 12 Property, Plant and Equipment (b) 529 27 556 Intangible Assets (c) 447 (38) 409 Other Assets 76 (14) 62 Total Assets Acquired 1,511 (25) 1,486 Accounts Payable 109 — 109 Compensation and Employee Benefits 12 — 12 Other Accrued Liabilities 95 4 99 Short-Term Debt and Current Portion of Long-Term Debt 9 — 9 Long-Term Debt 17 — 17 Deferred Income Tax Liabilities 164 (25) 139 Accrued Pension and Postretirement Benefits 50 5 55 Other Noncurrent Liabilities 41 2 43 Noncontrolling Interests 2 — 2 Total Liabilities Assumed 499 (14) 485 Net Assets Acquired 1,012 (11) 1,001 Goodwill 475 11 486 Total Estimated Fair Value of Net Assets Acquired $ 1,487 $ — $ 1,487 (a) The amounts were translated from Euro to USD using the rate at the acquisition date of 1.1539. (b) Property, Plant and Equipment primarily consists of Machinery and Equipment of $374 million with a weighted average life of approximately 13 years. (c) Intangible Assets primarily consists of Customer Relationships of $401 million with a weighted average life of approximately 15 years. |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Short-term Debt | Short-Term Debt is comprised of the following: In millions 2022 2021 Short Term Borrowings $ 16 $ 9 Current Portion of Finance Lease Obligations 11 7 Current Portion of Long-Term Debt 26 263 Total Short-Term Debt and Current Portion of Long-Term Debt $ 53 $ 279 |
Schedule of Long-term Debt Instruments | Long-Term Debt is comprised of the following: In millions 2022 2021 Senior Notes with interest payable semi-annually at 4.875%, effective rate of 4.88%, payable in 2022 (a) $ — $ 250 Senior Notes with interest payable semi-annually at 0.821%, effective rate of 0.82%, payable in 2024 (b) 400 400 Senior Notes with interest payable semi-annually at 4.125%, effective rate of 4.14%, payable in 2024 (a) 300 300 Senior Notes with interest payable semi-annually at 1.512%, effective rate of 1.52%, payable in 2026 (b) 400 400 Senior Notes with interest payable semi-annually at 4.75%, effective rate of 4.79%, payable in 2027 (b) 300 300 Senior Notes with interest payable semi-annually at 3.50%, effective rate of 3.54%, payable in 2028 (b) 450 450 Senior Notes with interest payable semi-annually at 3.50%, effective rate of 3.54%, payable in 2029 (b) 350 350 Senior Notes (€290 million) with interest payable semi-annually at 2.625% , effective rate of 2.66%, payable in 2029 (b) 311 330 Senior Notes with interest payable semi-annually at 3.75% , effective rate of 3.80%, payable in 2030 (b) 400 400 Green Bond, net of unamortized premium with interest payable at 4.00%, effective rate of 1.72%, payable in 2026 (b) 108 110 Senior Secured Term Loan A-2 Facility with interest payable quarterly at 2.67%, effective rate of 2.68% payable in 2028 (b) 425 425 Senior Secured Term Loan A-3 Facility with interest payable monthly payable at floating rates (5.87% at December 31, 2022), effective rate of 5.90%, payable in 2028 (b) 250 250 Senior Secured Term Loan Facilities with interest payable at various dates at floating rates (5.62% at December 31, 2022) payable through 2026 (b) 529 543 Senior Secured Term Loan Facility (€210 million) with interest payable at various dates at floating rates (2.87% at December 31, 2022) payable through 2026 (b) 225 239 Senior Secured Revolving Credit Facilities with interest payable at floating rates (5.72% at December 31, 2022) payable in 2026 (b)(c) 634 920 Finance Leases and Financing Obligations 170 146 Other 15 9 Total Long-Term Debt Including Current Portion 5,267 5,822 Less: Current Portion 37 270 Total Long-Term Debt Excluding Current Portion 5,230 5,552 Less: Unamortized Deferred Debt Issuance Costs 30 37 Total Long-Term Debt $ 5,200 $ 5,515 (a) Guaranteed by GPHC and certain domestic subsidiaries. (b) Guaranteed by GPIP and certain domestic subsidiaries. (c) The weighted average effective interest rates for the Company’s Senior Secured Revolving Credit Facilities were 3.52% and 1.63% as of December 31, 2022 and 2021, respectively. |
Schedule of Credit Facilities | The following describes the Company's senior secured term loans and revolving credit facilities within the Fourth Amended and Restated Credit Agreement: Document (a) Provision Expiration Fourth Amended and Restated Credit Agreement • Increased the domestic revolving credit facility by $400 million to $1,850 million. • Increased the European revolving credit facility by €7 million to €145 million. • Decreased the Japanese revolving credit facility by ¥850 million to ¥1,650 million, and • Reduced the term loan by approximately $5 million to $550 million. LIBOR plus variable spread (between 125 basis points and 200 basis points) depending on consolidated total leverage ratio. April 2026 Amendment 1 Increased the European revolving credit facility by €25 million to €170 million. Added Incremental EUR Term Loan Facility of €210 million. April 2026 Incremental Term A-2 Facility Amendment Incremental $425 million term loan facility under the Fourth Amended and Restated Credit Agreement with a delayed draw feature, which was exercised in January 2021. January 2028 Incremental Term A-3 Facility Amendment Incremental $250 million term loan facility under the Fourth Amended and Restated Credit Agreement, which was exercised in July 2021. July 2028 Second Incremental Term A-4 Facility Amendment Incremental $400 million term loan facility under the Fourth Amended and Restated Credit Agreement, which was funded in October 2021, and settled in November 2021. November 2021 (a) The Company's obligations under the Fourth Amended and Restated Credit Agreement (as amended by the Incremental Term A-3 Facility Amendment, the First Amendment, the Incremental Term A-4 Facility Amendment and the Second Amendment (collectively, the “Current Credit Agreement”) are secured by substantially all of the Company's domestic assets. |
Schedule of Commitments, Amounts Outstanding, and Amounts Available Under Revolving Credit Facilities | At December 31, 2022, the Company and its U.S. and international subsidiaries had the following commitments, amounts outstanding and amounts available under revolving credit facilities: In millions Total Commitments Total Outstanding Total Available Senior Secured Domestic Revolving Credit Facility (a) $ 1,850 $ 565 $ 1,262 Senior Secured International Revolving Credit Facilities 195 69 126 Other International Facilities 75 31 44 Total $ 2,120 $ 665 $ 1,432 (a) In accordance with its debt agreements, the Company's availability under its revolving credit facilities has been reduced by the amount of standby letters of credit issued of $23 million as of December 31, 2022. These letters of credit are primarily used as security against its self-insurance obligations and workers' compensation obligations. These letters of credit expire at various dates throughout 2023 unless extended. |
Schedule of Maturities of Long-term Debt | Long-Term Debt maturities (excluding finance leases and finance obligations) are as follows: In millions 2023 $ 26 2024 752 2025 39 2026 1,794 2027 300 After 2027 2,186 Total $ 5,097 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Components of Lease Cost | The components of lease costs are as follows: Year Ended December 31, In millions 2022 2021 Finance lease costs: Amortization of right-of-use asset $ 11 $ 8 Interest on lease liabilities 8 8 Operating lease costs 82 75 Short-term lease costs 21 23 Variable lease costs 16 10 Total lease costs, net $ 138 $ 124 Supplemental cash flow information related to leases was as follows: Year Ended December 31, In millions 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 83 $ 76 Operating cash flows from finance leases 8 8 Financing cash flows from finance leases 9 6 Right-of-use assets obtained in exchange for lease obligations: Operating leases 52 118 Finance leases 42 11 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases was as follows: December 31, In millions, except lease term and discount rate Balance Sheet Classification 2022 2021 Operating Leases: Operating lease right-of-use asset Other Assets $ 245 $ 258 Current operating lease liabilities Other Accrued Liabilities $ 66 $ 73 Noncurrent operating lease liabilities Other Noncurrent Liabilities 184 193 Total operating lease liabilities $ 250 $ 266 Finance Leases and Financing Obligations: Property, Plant and Equipment $ 197 $ 153 Accumulated depreciation (38) (28) Property, Plant and Equipment, net $ 159 $ 125 Current finance lease liabilities Short-Term Debt and Current Portion of Long-Term Debt $ 11 $ 7 Noncurrent finance lease liabilities and financing obligations Long-Term Debt 159 139 Total finance lease liabilities and financing obligations $ 170 $ 146 Weighted Average Remaining Lease Term (Years) Operating leases 7 6 Finance leases 16 15 Weighted Average Discount Rate Operating leases 3.76 % 2.74 % Finance leases 5.31 % 5.91 % |
Maturities of Lease Liabilities, Operating Leases | Maturities of lease liabilities are as follows: In millions Year ending December 31, Operating Leases Finance Leases 2023 $ 73 $ 19 2024 54 16 2025 41 15 2026 28 14 2027 21 15 Thereafter 64 178 Total lease payments $ 281 $ 257 Less imputed interest (31) (87) Total $ 250 $ 170 |
Maturities of Lease Liabilities, Finance Leases | Maturities of lease liabilities are as follows: In millions Year ending December 31, Operating Leases Finance Leases 2023 $ 73 $ 19 2024 54 16 2025 41 15 2026 28 14 2027 21 15 Thereafter 64 178 Total lease payments $ 281 $ 257 Less imputed interest (31) (87) Total $ 250 $ 170 |
STOCK INCENTIVE PLANS (Tables)
STOCK INCENTIVE PLANS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
RSUs and Stock Awards Granted | Data concerning RSUs and Stock Awards granted in the years ended December 31 is as follows: 2022 2021 2020 RSUs — Employees 1,943,769 1,680,997 1,655,854 Weighted-average grant date fair value $ 20.19 $ 16.14 $ 15.40 Stock Awards — Board of Directors 34,160 55,055 71,160 Weighted-average grant date fair value $ 20.49 $ 17.80 $ 13.49 |
Summary of Nonvested RSU Activity | A summary of the changes in the number of unvested RSUs from December 31, 2019 to December 31, 2022 is presented below: RSUs Weighted Average Grant Date Fair Value Outstanding — December 31, 2019 5,059,690 $ 13.27 Granted (a) 1,655,854 15.40 Released (1,415,365) 12.91 Forfeited (158,473) 14.25 Performance adjustment (b) — — Outstanding — December 31, 2020 5,141,706 $ 14.02 Granted (a) 1,680,997 16.14 Released (2,121,203) 14.88 Forfeited (359,100) 14.39 Performance adjustment (b) 587,461 15.09 Outstanding — December 31, 2021 4,929,861 $ 14.47 Granted (a) 1,943,769 20.19 Released (2,180,435) 12.34 Forfeited (193,145) 17.59 Performance adjustment (b) 324,814 12.52 Outstanding — December 31, 2022 4,824,864 $ 17.48 (a) Grant activity for all performance-based RSUs is disclosed at target. (b) Reflects the number of RSUs above and below target levels based on actual performance measured at the end of the performance period. |
PENSIONS AND OTHER POSTRETIRE_2
PENSIONS AND OTHER POSTRETIREMENT BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of Net Benefit Costs | The pension and postretirement expenses related to the Company’s plans consisted of the following: Pension Benefits Postretirement Benefits Year Ended December 31, In millions 2022 2021 2020 2022 2021 2020 Components of Net Periodic Cost: Service Cost $ 14 $ 15 $ 15 $ — $ — $ 1 Interest Cost 12 10 14 1 1 1 Expected Return on Plan Assets (21) (19) (21) — — — Amortization of Actuarial Loss (Gain) 3 5 5 (2) (2) (2) Net Curtailment/Settlement Loss — — 154 — — — Net Periodic Cost (Benefit) $ 8 $ 11 $ 167 $ (1) $ (1) $ — |
Schedule of Assumptions Used | Certain assumptions used in determining the pension and postretirement expenses were as follows: Pension Benefits Postretirement Benefits Year Ended December 31, 2022 2021 2020 2022 2021 2020 Weighted Average Assumptions: Discount Rate 2.46 % 2.11 % 2.69 % 2.92 % 2.52 % 3.22 % Rate of Increase in Future Compensation Levels 1.80 % 3.62 % 2.36 % — — — Expected Long-Term Rate of Return on Plan Assets 3.86 % 3.59 % 4.12 % — — — Initial Health Care Cost Trend Rate — — — 6.15 % 6.40 % 6.65 % Ultimate Health Care Cost Trend Rate — — — 4.50 % 4.50 % 4.50 % Ultimate Year — — — 2031 2028 2028 |
Schedule of Net Funded Status | The following table sets forth the funded status of the Company’s pension and postretirement plans as of December 31: Pension Benefits Postretirement Benefits In millions 2022 2021 2022 2021 Change in Benefit Obligation: Benefit Obligation at Beginning of Year $ 627 $ 593 $ 33 $ 36 Service Cost 14 15 — — Interest Cost 12 10 1 1 Net Actuarial Gain (152) (21) (7) (3) Foreign Currency Exchange (27) (4) — — Benefits Paid (24) (19) (1) (1) Acquisition 12 53 — — Other 9 — — — Benefit Obligation at End of Year $ 471 $ 627 $ 26 $ 33 Change in Plan Assets: Fair Value of Plan Assets at Beginning of Year $ 557 $ 516 $ — $ — Actual Return on Plan Assets (149) 28 — — Employer Contributions 24 33 1 1 Foreign Currency Exchange (27) (2) — — Benefits Paid (24) (19) (1) (1) Acquisition 7 1 — — Other 9 — — — Fair Value of Plan Assets at End of Year $ 397 $ 557 $ — $ — Plan Assets Less than Projected Benefit Obligation $ (74) $ (70) $ (26) $ (33) Amounts Recognized in the Consolidated Balance Sheets Consist of: Pension Assets $ 19 $ 43 $ — $ — Accrued Pension and Postretirement Benefits Liability — Current $ (5) $ (4) $ (3) $ (3) Accrued Pension and Postretirement Benefits Liability — Noncurrent $ (88) $ (109) $ (23) $ (30) Accumulated Other Comprehensive Income: Net Actuarial Loss (Gain) $ 82 $ 71 $ (1) $ (1) Prior Service Cost (Credit) $ 3 $ 4 $ (21) $ (16) Weighted Average Calculations: Discount Rate 4.86 % 2.46 % 5.12 % 2.92 % Rates of Increase in Future Compensation Levels 3.16 % 1.80 % — — Initial Health Care Cost Trend Rate — — 7.25 % 6.15 % Ultimate Health Care Cost Trend Rate — — 4.50 % 4.50 % Ultimate Year — — 2032 2031 |
Schedule of Allocation of Plan Assets | The weighted average allocation of plan assets and the target allocation by asset category is as follows: Target 2022 2021 Cash 1 % 4 % 3 % Equity Securities 21 26 26 Fixed Income Securities 55 45 46 Other Investments 23 25 25 Total 100 % 100 % 100 % |
Schedule of Fair Value of Plan Assets | The following tables set forth, by category and within the fair value hierarchy, the fair value of the Company’s pension assets at December 31, 2022 and 2021: Fair Value Measurements at December 31, 2022 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Net Asset Value at December 31, 2022 (b) Asset Category: Cash $ 15 $ 10 $ 2 $ — $ 3 Equity Securities: Domestic 94 5 1 — 88 Foreign 7 7 — — — Fixed Income Securities 180 15 165 — — Other Investments: Real estate 4 — 4 — — Liability Driven Investment 56 35 21 — — Diversified growth fund (a) 32 — 8 24 — Insurance Contracts 9 — — 9 — Total $ 397 $ 72 $ 201 $ 33 $ 91 Fair Value Measurements at December 31, 2021 In millions Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Net Asset Value at December 31, 2021 (b) Asset Category: Cash $ 19 $ 17 $ 1 $ — $ 1 Equity Securities: Domestic 140 5 13 — 122 Foreign 8 8 — — — Fixed Income Securities 254 19 234 1 — Other Investments: Real estate 7 — 7 — — Liability Driven Investment 90 31 59 — — Diversified growth fund (a) 39 — 7 32 — Total $ 557 $ 80 $ 321 $ 33 $ 123 (a) The fund invests in a combination of traditional investments (equities, bonds, and foreign exchange), seeking to achieve returns through active asset allocation over a three (b) Investments that are measured at net asset value (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. |
Schedule of Effect of Significant Unobservable Inputs, Changes in Plan Assets | A reconciliation of fair value measurements of plan assets using significant unobservable inputs (Level 3) is as follows: In millions 2022 2021 Balance at January 1, $ 33 $ 14 Return on Assets, Net — 2 Purchases 11 24 Transfers Out, Net (7) (7) Foreign Currency Exchange (4) — Balance at December 31, $ 33 $ 33 |
Schedule of Expected Benefit Payments | The following represents the Company’s estimated future pension and postretirement health care benefit payments through the year 2032: In millions Pension Plans Postretirement Health Care Benefits 2023 $ 28 $ 3 2024 30 2 2025 32 2 2026 33 2 2027 35 2 2028— 2032 186 10 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The U.S. and international components of Income before Income Taxes and Equity Income of Unconsolidated Entity consisted of the following: Year Ended December 31, In millions 2022 2021 2020 U.S. $ 683 $ 237 $ 181 International 33 52 63 Income before Income Taxes and Equity Income of Unconsolidated Entity $ 716 $ 289 $ 244 |
Schedule of Components of Income Tax (Expense) Benefit | The provisions for Income Tax (Expense) Benefit on Income before Income Taxes and Equity Income of Unconsolidated Entity consisted of the following: Year Ended December 31, In millions 2022 2021 2020 Current Expense: U.S. $ (25) $ (2) $ (23) International (38) (17) (20) Total Current $ (63) $ (19) $ (43) Deferred (Expense) Benefit: U.S. (137) (57) (8) International 6 2 9 Total Deferred $ (131) $ (55) $ 1 Income Tax Expense $ (194) $ (74) $ (42) |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of Income Tax (Expense) Benefit on Income before Income Taxes and Equity Income of Unconsolidated Entity at the federal statutory rate of 21.0% compared with the Company’s actual Income Tax (Expense) Benefit is as follows: Year Ended December 31, In millions 2022 Percent 2021 Percent 2020 Percent Income Tax Expense at U.S. Statutory Rate $ (150) 21.0 % $ (61) 21.0 % $ (51) 21.0 % U.S. State and Local Tax Expense (29) 4.1 (12) 4.1 (8) 3.2 Permanent Items 2 (0.3) (9) 3.2 (1) 0.4 Provision to Return Adjustments 4 (0.5) 4 (1.4) 2 (0.9) Change in Valuation Allowance (21) 2.9 (1) 0.4 7 (2.9) Unrealized Foreign Exchange 22 (3.1) 5 (1.7) — — International Tax Rate Differences (6) 0.8 (3) 1.0 (3) 1.2 U.S. Federal & State Tax Credits 9 (1.3) 13 (4.5) 10 (4.0) Domestic Minority Interest — — 2 (0.7) 5 (2.2) Deferred Adjustment due to IP Exit — — (4) 1.5 — — Russia Impairment (20) 2.8 — — — — Tax Effects Released from OCI (10) 1.4 — — — — Other 5 (0.6) (8) 2.8 (3) 1.2 Income Tax Expense $ (194) 27.2 % $ (74) 25.7 % $ (42) 17.0 % |
Schedule of Deferred Tax Assets and Liabilities | In millions 2022 2021 Deferred Income Tax Assets: Compensation Based Accruals $ 37 $ 4 Net Operating Loss Carryforwards 103 192 Postretirement Benefits 26 1 Tax Credits 26 31 Capitalized Research & Development Costs 44 — Unrealized Foreign Exchange 28 7 Other 81 30 Valuation Allowance (57) (38) Total Deferred Income Tax Assets $ 288 $ 227 Deferred Income Tax Liabilities: Property, Plant and Equipment (661) (108) Goodwill & Other Intangibles (280) (111) Investment in Partnership — (564) Net Noncurrent Deferred Income Tax Liabilities $ (941) $ (783) Net Deferred Income Tax Liability $ (653) $ (556) |
Summary of Valuation Allowance | The following table represents a summary of the valuation allowances against deferred tax assets as of and for the three years ended December 31, 2022, 2021, and 2020, respectively: In millions Additions Deductions December 31, Balance at Beginning of Period Charged to Costs and Expenses Charged to Other Accounts Credited to Costs and Expenses Credited to Other Accounts Balance at End of Period 2022 $ 38 $ 29 $ 1 $ (8) $ (3) $ 57 2021 34 4 4 (3) (1) 38 2020 41 2 1 (9) (1) 34 |
Schedule of Reconciliation of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: In millions 2022 2021 2020 Balance at January 1, $ 24 $ 20 $ 21 Additions for Tax Positions of Current Year 2 1 1 Additions for Tax Positions of Prior Years 1 3 2 Reductions for Tax Positions of Prior Years (1) — (4) Balance at December 31, $ 26 $ 24 $ 20 |
FAIR VALUE MEASUREMENT (Tables)
FAIR VALUE MEASUREMENT (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Effect of Derivative Instruments | The pre-tax effect of derivative instruments in cash flow hedging relationships on the Company’s Consolidated Statements of Operations for the year ended December 31, 2022 and 2021 is as follows: Amount of Loss (Gain) Recognized in Accumulated Other Comprehensive Loss Location in Statement of Operations Amount of (Gain) Loss Recognized in Statement of Operations Year Ended December 31, Year Ended December 31, In millions 2022 2021 2020 2022 2021 2020 Commodity Contracts $ 2 $ (11) $ 1 Cost of Sales $ (12) $ (11) $ 6 Foreign Currency Contracts — (2) 2 Other (Income) Expense, Net — 2 — Interest Rate Swap Agreements — — 6 Interest Expense, Net — 6 7 Total $ 2 $ (13) $ 9 $ (12) $ (3) $ 13 At December 31, 2022, the Company expects to reclassify $12 million of pre-tax loss in the next twelve months from Accumulated Other Comprehensive Loss to earnings, contemporaneously with and offsetting changes in the related hedged exposure. The actual amount that will be reclassified to future earnings may vary from this amount as a result of changes in market conditions. The pre-tax effect of derivative instruments not designated as hedging instruments on the Company’s Consolidated Statements of Operations for the years ended December 31, 2022 and 2021 is as follows: In millions 2022 2021 2020 Foreign Currency Contracts Other (Income) Expense, Net $ (9) $ (5) $ 9 Deal Contingent Foreign Exchange Hedge Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net $ — $ 48 $ — |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Change in Accumulated Other Comprehensive (Loss) Income | The components of Other Comprehensive Income (Loss) attributable to Graphic Packaging Holding Company are as follows: Year Ended December 31, 2022 2021 2020 Pretax Amount Tax Effect Net Amount (a) Pretax Amount Tax Effect Net Amount (a) Pretax Amount Tax Effect Net Amount Derivative Instruments Gain (Loss) $ 22 $ (18) $ 4 $ 7 $ (2) $ 5 $ 5 $ (1) $ 4 Pension and Postretirement Benefit Plans (22) 13 (9) 53 (8) 45 126 (26) 100 Currency Translation Adjustment (156) 8 (148) (28) — (28) 17 — 17 Other Comprehensive Income (Loss) $ (156) $ 3 $ (153) $ 32 $ (10) $ 22 $ 148 $ (27) $ 121 (a) Amounts exclude impact of noncontrolling interest. See "Note 17 - Changes in Accumulated Other Comprehensive Loss." |
Balance in Accumulated Other Comprehensive Loss | The balances of Accumulated Other Comprehensive Loss Attributable to Graphic Packaging Holding Company, net of applicable taxes are as follows: December 31, In millions 2022 2021 Accumulated Derivative Instruments Loss $ (4) $ (8) Pension and Postretirement Benefit Plans (103) (94) Currency Translation Adjustment (270) (122) Accumulated Other Comprehensive Loss $ (377) $ (224) |
COMMITMENTS (Tables)
COMMITMENTS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Long-Term Purchase Commitments | At December 31, 2022, total commitments under these contracts were as follows: In millions 2023 $ 98 2024 55 2025 50 2026 18 2027 8 Thereafter 34 Total $ 263 |
BUSINESS SEGMENT AND GEOGRAPH_2
BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Business segment information is as follows: Year Ended December 31, In millions 2022 2021 2020 NET SALES: Paperboard Mills $ 1,290 $ 1,007 $ 988 Americas Paperboard Packaging 6,015 4,996 4,650 Europe Paperboard Packaging 1,973 992 765 Corporate/Other/Eliminations (a) 162 161 157 Total $ 9,440 $ 7,156 $ 6,560 INCOME (LOSS) FROM OPERATIONS: Paperboard Mills (b)(d) $ 45 $ (10) $ (110) Americas Paperboard Packaging 800 456 639 Europe Paperboard Packaging (c) 59 82 66 Corporate and Other 2 (121) (71) Total $ 906 $ 407 $ 524 CAPITAL EXPENDITURES: Paperboard Mills $ 336 $ 615 $ 444 Americas Paperboard Packaging 131 113 120 Europe Paperboard Packaging 43 37 40 Corporate and Other 39 37 42 Total $ 549 $ 802 $ 646 DEPRECIATION AND AMORTIZATION: Paperboard Mills $ 242 $ 231 $ 249 Americas Paperboard Packaging 173 176 163 Europe Paperboard Packaging 109 53 41 Corporate and Other 29 29 23 Total $ 553 $ 489 $ 476 (a) Includes revenue from customers for the Australia and Pacific Rim operating segments. (b) Includes accelerated depreciation related to exit activities in 2022, 2021, and 2020. (c) Includes impairment charges of $96 million related to Russia incurred in 2022. See "Note 19 - Impairment and Divestiture of Russian Business" in the Notes to Condensed Consolidated Financial Statements for further information. (d) Includes expenses related to business combinations, shutdown and other special charges, and exit activities. December 31, In millions 2022 2021 2020 ASSETS AT DECEMBER 31: Paperboard Mills $ 3,516 $ 3,482 $ 3,097 Americas Paperboard Packaging 3,822 3,682 3,327 Europe Paperboard Packaging 2,474 2,669 746 Corporate and Other 516 624 635 Total $ 10,328 $ 10,457 $ 7,805 |
Schedule of Segment Reporting Information, by Geographical Areas | Business geographic area information is as follows: Year Ended December 31, In millions 2022 2021 2020 NET SALES: United States $ 6,741 $ 5,543 $ 5,200 International (a) 2,699 1,613 1,360 Total $ 9,440 $ 7,156 $ 6,560 In millions 2022 2021 2020 LONG-LIVED ASSETS AT DECEMBER 31: United States $ 3,813 $ 3,865 $ 3,253 International (a) 766 812 307 Total $ 4,579 $ 4,677 $ 3,560 (a) Net Sales and long-lived assets of individual countries outside of the United States are not material. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Basic and Diluted | Year Ended December 31, In millions, except per share data 2022 2021 2020 Net Income Attributable to Graphic Packaging Holding Company $ 522 $ 204 $ 167 Weighted Average Shares: Basic 308.8 297.1 278.8 Dilutive effect of RSUs 0.7 0.8 0.8 Diluted 309.5 297.9 279.6 Earnings Per Share — Basic $ 1.69 $ 0.69 $ 0.60 Earnings Per Share — Diluted $ 1.69 $ 0.68 $ 0.60 |
CHANGES IN ACCUMULATED OTHER _2
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule Of Changes In Accumulated Other Comprehensive Loss | The following represents changes in Accumulated Other Comprehensive Loss attributable to Graphic Packaging Holding Company by component for the year ended December 31, 2022: In millions Derivatives Instruments Pension and Postretirement Benefit Plans Currency Translation Adjustments Total Balance at December 31, 2021 $ (8) $ (94) $ (122) $ (224) Other Comprehensive Income (Loss) before Reclassifications 3 (10) (149) (156) Amounts Reclassified from Accumulated Other Comprehensive (Loss) Income (a) 1 1 — 2 Net Current-period Other Comprehensive Income (Loss) 4 (9) (149) (154) Less: Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest — — 1 1 Balance at December 31, 2022 $ (4) $ (103) $ (270) $ (377) (a) See following table for details about these reclassifications. |
Reclassifications Out Of AOCI | The following represents reclassifications out of Accumulated Other Comprehensive Loss for the year ended December 31, 2022: In millions Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement Where Net Income is Presented Derivatives Instruments: Commodity Contracts $ (12) Cost of Sales (12) Total before Tax 13 (a) Tax Expense $ 1 Total, Net of Tax Amortization of Defined Benefit Pension Plans: Prior Service Costs $ 3 (b) 3 Total before Tax (1) Tax Expense $ 2 Total, Net of Tax Amortization of Postretirement Benefit Plans: Actuarial Gains (2) (b) 1 Tax Expense $ (1) Total, Net of Tax Total Reclassifications for the Period $ 2 (a) Includes tax expense of $10 million to release the lingering tax effect after settling the interest rate swaps (see " Note 10 - Financial Instruments, Derivatives and Hedging Activities " and " Note 9 - Income Taxes "). (b) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see "Note 8 - Pensions and Other Postretirement Benefits" ). |
EXIT ACTIVITIES (Tables)
EXIT ACTIVITIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table summarizes the costs incurred during 2022, 2021 and 2020 related to these restructurings: Year Ended December 31, In millions Location in Statement of Operations 2022 2021 2020 Severance Costs and Other (a) Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net $ 1 $ 21 $ 11 Asset Write-offs and Start-Up Costs (b) Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net 9 — 14 Accelerated Depreciation Cost of Sales 7 17 26 Total $ 17 $ 38 $ 51 (a) Costs incurred include activities for post-employment benefits, retention bonuses, incentives and professional services. (see "Note 1 - Business Combinations, Shutdown and Other Special Charges and Exit Activities, Net" ). (b) Costs incurred include non-cash write-offs for items such as supplies and inventory. |
Schedule of Restructuring Reserve by Type of Cost | The following table summarizes the balance of accrued expenses related to restructuring: In millions Total Balance at December 31, 2020 $ 12 Costs Incurred 21 Payments (20) Adjustments (a) (5) Balance at December 31, 2021 $ 8 Costs Incurred 1 Payments (6) Adjustments (a) (2) Balance at December 31, 2022 $ 1 |
IMPAIRMENT AND DIVESTITURE OF_2
IMPAIRMENT AND DIVESTITURE OF RUSSIAN BUSINESS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of disposal groups, including discontinued operations | The following table summarizes the Company’s assets and liabilities held for sale by major class: In millions December 31, 2022 Cash and Cash Equivalents $ 5 Receivables, Net 15 Inventories 19 Property, Plant and Equipment, Net 24 Intangible Assets, Net 15 Assets Held for Sale 78 Valuation Allowance to Adjust Carrying Value of Russian Operations to Fair Value Less Costs to Sell (84) Total Assets Held for Sale, Net Included in Other Current Assets $ (6) Short-Term Debt and Current Portion of Long-Term Debt $ — Accounts Payable 4 Other Accrued Liabilities 1 Deferred Income Tax Liabilities 7 Total Liabilities Held for Sale Included in Other Current Accrued Liabilities $ 12 |
NATURE OF BUSINESS AND SUMMAR_4
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Principles of Consolidation (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |||
May 21, 2021 | Feb. 19, 2021 | Dec. 31, 2022 | Dec. 31, 2020 | |
Investment [Line Items] | ||||
Shares repurchased, value | $ 28 | $ 316 | ||
Shares required to be redeemed in cash | 18.2 | |||
Rengo Riverwood Packaging, Ltd. | ||||
Investment [Line Items] | ||||
Ownership percentage in joint venture | 50% | |||
International Paper Company | ||||
Investment [Line Items] | ||||
Repurchased common stock (in shares) | 9.3 | 32.5 | ||
Shares repurchased, value | $ 150 | $ 500 | ||
Graphic Packaging Holding Company | ||||
Investment [Line Items] | ||||
Stock exchanged for GPHC shares | 22.8 | 15.3 | ||
Graphic Packaging Holding Company | Graphic Packaging International Partners (GPIP) | ||||
Investment [Line Items] | ||||
Ownership percentage in joint venture | 0% |
NATURE OF BUSINESS AND SUMMAR_5
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable and Allowances (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Receivables Sold and Derecognized | $ 3,299 | $ 2,947 |
Proceeds Collected on Behalf of Financial Institutions | 3,179 | 2,970 |
Net Proceeds Received From (Paid to) Financial Institutions | 152 | (6) |
Deferred Purchase Price at December 31 | 0 | 4 |
Pledged Receivables at December 31 | 197 | 180 |
Amount transferred subject to continuing involvement | 753 | 613 |
Receivables sold | $ 1,124 | $ 693 |
NATURE OF BUSINESS AND SUMMAR_6
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentration of Credit Risk (Details) - customer | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Customer Concentration Risk | Sales Revenue, Net | |||
Concentration Risk [Line Items] | |||
Number of customers | 0 | 0 | 0 |
NATURE OF BUSINESS AND SUMMAR_7
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Spending threshold for capitalization of interest | $ 1 | ||
Capitalized interest | 5 | $ 14 | $ 7 |
Depreciation | $ 463 | $ 420 | $ 414 |
Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 40 years | ||
Land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 15 years | ||
Machinery and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 3 years | ||
Machinery and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 40 years | ||
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 10 years | ||
Automobiles, trucks and tractors | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 3 years | ||
Automobiles, trucks and tractors | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 5 years |
NATURE OF BUSINESS AND SUMMAR_8
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Finite-lived Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 1,534 | $ 1,602 | |
Accumulated Amortization | (817) | (734) | |
Net Carrying Amount | 717 | 868 | |
Amortization expense | 90 | 69 | $ 62 |
Future amortization expense, 2023 | 88 | ||
Future amortization expense, 2024 | 87 | ||
Future amortization expense, 2025 | 61 | ||
Future amortization expense, 2026 | 56 | ||
Future amortization expense, 2027 | 55 | ||
Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 1,382 | 1,462 | |
Accumulated Amortization | (706) | (621) | |
Net Carrying Amount | 676 | 841 | |
Patents, Trademarks, Licenses, Leases and Developed Technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 152 | 140 | |
Accumulated Amortization | (111) | (113) | |
Net Carrying Amount | $ 41 | $ 27 |
NATURE OF BUSINESS AND SUMMAR_9
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 2,015 | $ 1,478 |
Acquisition of Businesses | 21 | 543 |
Impairment of Russian Business | (12) | |
Foreign Currency Effects | (45) | (6) |
Goodwill, ending balance | 1,979 | 2,015 |
Corporate/Other | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 13 | 13 |
Acquisition of Businesses | 0 | 0 |
Impairment of Russian Business | 0 | |
Foreign Currency Effects | (1) | 0 |
Goodwill, ending balance | 12 | 13 |
Paperboard Mills | Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 506 | 506 |
Acquisition of Businesses | 0 | 0 |
Impairment of Russian Business | 0 | |
Foreign Currency Effects | 0 | 0 |
Goodwill, ending balance | 506 | 506 |
Americas Paperboard Packaging | Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 968 | 900 |
Acquisition of Businesses | 10 | 68 |
Impairment of Russian Business | 0 | |
Foreign Currency Effects | 2 | 0 |
Goodwill, ending balance | 980 | 968 |
Europe Paperboard Packaging | Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 528 | 59 |
Acquisition of Businesses | 11 | 475 |
Impairment of Russian Business | (12) | |
Foreign Currency Effects | (46) | (6) |
Goodwill, ending balance | $ 481 | $ 528 |
NATURE OF BUSINESS AND SUMMA_10
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Asset Retirement Obligations (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Asset retirement obligation | $ 13 | $ 12 |
NATURE OF BUSINESS AND SUMMA_11
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) revenueGeneratingActivity | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of revenue generating activities | revenueGeneratingActivity | 2 | ||
Net sales | $ 9,410 | $ 7,131 | $ 6,537 |
Contract assets | 8 | 17 | |
Contract liabilities | $ 65 | $ 61 |
NATURE OF BUSINESS AND SUMMA_12
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Research and Development (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Research and development expense | $ 14 | $ 10 | $ 10 |
NATURE OF BUSINESS AND SUMMA_13
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Business Acquisition, Restructuring, and Other Special Charges, Net (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Charges Associated with Business Combinations | $ 23 | $ 84 | $ (2) |
Shutdown and Other Special Charges | 2 | 33 | 38 |
Exit Activities | 10 | 21 | 25 |
Charges Associated with a Divestiture | 96 | 0 | 0 |
Total | $ 131 | $ 138 | $ 61 |
Restructuring, Incurred Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net | Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net | Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net |
NATURE OF BUSINESS AND SUMMA_14
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Business Acquisition, Restructuring, and Other Special Charges, Narrative (Details) € in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||
Nov. 01, 2021 USD ($) country factory | Jul. 01, 2021 USD ($) facility factory | May 14, 2021 EUR (€) | Apr. 01, 2020 USD ($) facility | Jan. 31, 2020 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2021 facility | Sep. 30, 2021 mill | Jun. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) mill | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Number of converting facilities acquired | facility | 7 | |||||||||||
Payments to acquire businesses | $ 0 | $ 1,704 | $ 121 | |||||||||
Number of converting facilities | facility | 7 | |||||||||||
Increase (decrease) in multi-employer benefit plan obligation | $ 12 | |||||||||||
Percent of total plan contributions for the most recent plan year | $ 4 | 8 | ||||||||||
Euro Member Countries, Euro | ||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Deal contingent hedge | € | € 700 | |||||||||||
Americraft Carton, Inc. | ||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Total Purchase Consideration | $ 292 | 292 | ||||||||||
Number of factories acquired | factory | 7 | |||||||||||
AR Packaging Group AB | ||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Total Purchase Consideration | $ 1,487 | $ 1,487 | ||||||||||
Payments to acquire businesses | 1,412 | |||||||||||
Cash acquired from acquisition | $ 75 | |||||||||||
Number of factories acquired | factory | 30 | |||||||||||
Number of countries | country | 13 | |||||||||||
Quad/Graphics, Inc. | ||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Total Purchase Consideration | $ 41 | |||||||||||
Consumer Packaging Group | ||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Total Purchase Consideration | $ 80 | |||||||||||
Facility Closing | ||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Number of mills expected to close | mill | 2 | 2 | ||||||||||
Number of mills remaining open | 1 | 1 | ||||||||||
Deal Contingent Foreign Exchange Contract | Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net | ||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||
Unrealized gains and losses from deal contingent foreign exchange forward contracts | $ 0 | $ (48) | $ 0 |
NATURE OF BUSINESS AND SUMMA_15
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Capital Allocation Plan, Equity Offerings and Share Repurchases (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Sep. 22, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 28, 2019 | |
Class of Stock [Line Items] | ||||||
Dividends paid in cash | $ 92,000,000 | $ 87,000,000 | ||||
Cash dividends declared (in dollars per share) | $ 0.10 | $ 0.075 | ||||
Percentage of increase in common stock dividend | 33% | |||||
Share Repurchase Program 2019 | ||||||
Class of Stock [Line Items] | ||||||
Share repurchase program, authorized amount | $ 500,000,000 | |||||
Share repurchase program, authorized amount remaining | $ 119,000,000 |
NATURE OF BUSINESS AND SUMMA_16
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Share Repurchases (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||
Amount Repurchased | $ 28 | $ 316 | |
Share Repurchase Program 2019 | |||
Class of Stock [Line Items] | |||
Amount Repurchased | $ 28 | $ 0 | $ 316 |
Number of Shares Repurchased (in shares) | 1,315,839 | 0 | 23,420,010 |
Average Price, per Share (in dollars per share) | $ 20.91 | $ 0 | $ 13.48 |
SUPPLEMENTAL BALANCE SHEET DA_3
SUPPLEMENTAL BALANCE SHEET DATA - Receivables, Net (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Trade | $ 825 | $ 803 |
Less: Allowance | (21) | (18) |
Trade receivables, net, current | 804 | 785 |
Other | 75 | 74 |
Total | $ 879 | $ 859 |
SUPPLEMENTAL BALANCE SHEET DA_4
SUPPLEMENTAL BALANCE SHEET DATA - Inventories, Net by major class (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Finished Goods | $ 515 | $ 528 |
Work in Progress | 218 | 194 |
Raw Materials | 645 | 473 |
Supplies | 228 | 192 |
Total | $ 1,606 | $ 1,387 |
SUPPLEMENTAL BALANCE SHEET DA_5
SUPPLEMENTAL BALANCE SHEET DATA - Property, Plant and Equipment, Net (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment at cost | $ 8,871 | $ 8,718 |
Less: Accumulated Depreciation | (4,292) | (4,041) |
Total | 4,579 | 4,677 |
Gross assets under finance lease | 159 | 125 |
Land and Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 187 | 175 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,067 | 908 |
Less: Accumulated Depreciation | (22) | (13) |
Gross assets under finance lease | 146 | 114 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 7,383 | 6,753 |
Less: Accumulated Depreciation | (16) | (15) |
Gross assets under finance lease | 51 | 39 |
Construction-in-Progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 234 | $ 882 |
SUPPLEMENTAL BALANCE SHEET DA_6
SUPPLEMENTAL BALANCE SHEET DATA - Other Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Fair Value of Derivatives, current portion | $ 12 | $ 0 |
Unfavorable Supply Agreement | 2 | 7 |
Accrued Severance | 3 | 10 |
Dividends Payable | 31 | 23 |
Deferred Revenue | 32 | 29 |
Accrued Customer Rebates | 44 | 41 |
Other Accrued Taxes | 51 | 50 |
Accrued Payables | 66 | 56 |
Operating Lease Liabilities, current portion | 66 | 73 |
Other | 104 | 110 |
Total | $ 411 | $ 399 |
SUPPLEMENTAL BALANCE SHEET DA_7
SUPPLEMENTAL BALANCE SHEET DATA - Other Noncurrent Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Deferred Revenue | $ 8 | $ 8 |
Workers Compensation Reserve | 8 | 8 |
Unfavorable Supply Agreement | 3 | 8 |
Multi-employer Plans | 18 | 19 |
Deferred Compensation | 19 | 21 |
Operating Lease Liabilities, noncurrent portion | 184 | 193 |
Other | 26 | 25 |
Total | $ 266 | $ 282 |
SUPPLEMENTAL BALANCE SHEET DA_8
SUPPLEMENTAL BALANCE SHEET DATA - Other Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Operating Lease, Right-of-Use Asset | $ 245 | $ 258 |
Other Assets, Noncurrent, Total | $ 347 | $ 395 |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flow Provided by (Used in) Operations Due to Changes in Operating Assets and Liabilities | |||
Receivables, Net | $ (184) | $ (106) | $ (216) |
Inventories, Net | (268) | (80) | 35 |
Other Current Assets | 2 | (12) | (5) |
Other Assets | (1) | (22) | (22) |
Accounts Payable | 132 | 77 | 71 |
Compensation and Employee Benefits | 87 | (15) | 40 |
Income Taxes | (2) | (6) | 7 |
Interest Payable | 16 | 4 | 6 |
Other Accrued Liabilities | (11) | 3 | 31 |
Other Noncurrent Liabilities | 11 | (72) | 34 |
Total | (218) | (229) | (19) |
Cash paid for interest and cash paid, net of refunds, for income taxes | |||
Interest | 176 | 116 | 120 |
Income Taxes | $ 43 | $ 25 | $ 27 |
BUSINESS COMBINATIONS - Additio
BUSINESS COMBINATIONS - Additional Disclosures (Details) | 12 Months Ended | ||||||
Nov. 01, 2021 USD ($) country factory | Jul. 01, 2021 USD ($) factory | Dec. 31, 2022 USD ($) foldingCartonFacility | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Oct. 31, 2021 USD ($) | Oct. 06, 2021 USD ($) | |
Business Acquisition [Line Items] | |||||||
Payments to acquire businesses | $ 0 | $ 1,704,000,000 | $ 121,000,000 | ||||
Income (loss) from operations | $ 906,000,000 | 407,000,000 | $ 524,000,000 | ||||
Number of folding carton plants | foldingCartonFacility | 2 | ||||||
RUSSIAN FEDERATION | |||||||
Business Acquisition [Line Items] | |||||||
Asset impairment charges | $ 96,000,000 | ||||||
Fair Value Adjustment to Inventory | |||||||
Business Acquisition [Line Items] | |||||||
Income (loss) from operations | 1,135,000,000 | ||||||
Acquisition-related Costs | |||||||
Business Acquisition [Line Items] | |||||||
Income (loss) from operations | 17,000,000 | 176,000,000 | |||||
Gain (Loss) on Derivative Instruments | |||||||
Business Acquisition [Line Items] | |||||||
Income (loss) from operations | $ 8,000,000 | ||||||
Term A-4 Facility | Senior Term Notes | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate principal amount | $ 400,000,000 | $ 400,000,000 | |||||
AR Packaging Group AB | |||||||
Business Acquisition [Line Items] | |||||||
Total Purchase Consideration | $ 1,487,000,000 | 1,487,000,000 | |||||
Number of factories acquired | factory | 30 | ||||||
Number of countries | country | 13 | ||||||
Payments to acquire businesses | $ 1,412,000,000 | ||||||
Cash acquired from acquisition | $ 75,000,000 | ||||||
Americraft Carton, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Total Purchase Consideration | $ 292,000,000 | $ 292,000,000 | |||||
Number of factories acquired | factory | 7 |
BUSINESS COMBINATIONS - Americr
BUSINESS COMBINATIONS - Americraft (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Jul. 01, 2021 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | |||||
Goodwill | $ 1,979 | $ 2,015 | $ 1,478 | ||
Americraft Carton, Inc. | |||||
Business Acquisition [Line Items] | |||||
Total Purchase Consideration | $ 292 | 292 | |||
Measurement Period adjustments, consideration transferred | $ 0 | ||||
Receivables, Net | 22 | 22 | |||
Measurement Period adjustments, accounts receivable | 0 | ||||
Inventories, Net | 37 | 36 | |||
Measurement Period adjustments, inventory net | (1) | ||||
Property, Plant and Equipment, Net | 122 | 94 | |||
Measurement Period adjustments, property, plant and equipment | (28) | ||||
Intangible Assets, Net | 54 | 74 | |||
Measurement Period adjustments, intangibles | 20 | ||||
Other Assets | 1 | 1 | |||
Measurement Period adjustments, other assets | 0 | ||||
Total Assets Acquired | 236 | 227 | |||
Measurement Period adjustments, total assets acquired | (9) | ||||
Current Liabilities | 12 | 13 | |||
Measurement Period adjustments, current liabilities | 1 | ||||
Total Liabilities Assumed | 12 | 13 | |||
Measurement Period adjustments, total liabilities assumed | 1 | ||||
Net Assets Acquired | 224 | 214 | |||
Measurement Period adjustments, total net assets acquired | (10) | ||||
Goodwill | 68 | 78 | |||
Adjustment to goodwill | 10 | ||||
Total Estimated Fair Value of Net Assets Acquired | $ 292 | $ 292 | |||
Measurement Period adjustments, total estimated fair value of net assets acquired | $ 0 |
BUSINESS COMBINATIONS - AR Pack
BUSINESS COMBINATIONS - AR Packaging (Details) - USD ($) $ in Millions | 12 Months Ended | 14 Months Ended | ||||
Nov. 01, 2021 | Jul. 01, 2021 | Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition, Date of Acquisition [Abstract] | ||||||
Goodwill | $ 1,979 | $ 1,979 | $ 2,015 | $ 1,478 | ||
Weighted average useful life of machinery and equipment | 13 years | |||||
Machinery and Equipment | ||||||
Business Acquisition, Date of Acquisition [Abstract] | ||||||
Property, Plant and Equipment, Net | $ 374 | |||||
Customer Relationships | ||||||
Business Acquisition, Date of Acquisition [Abstract] | ||||||
Intangible Assets, Net | $ 401 | |||||
Weighted average useful life of intangible assets | 15 years | 15 years | ||||
AR Packaging Group AB | ||||||
Business Acquisition, Date of Acquisition [Abstract] | ||||||
Total Purchase Consideration | $ 1,487 | 1,487 | ||||
Measurement Period adjustments, consideration transferred | 0 | |||||
Cash Acquired | 75 | 75 | 75 | |||
Measurement Period adjustments, acquired cash | 0 | |||||
Receivables, Net | 206 | 206 | 206 | |||
Measurement Period adjustments, accounts receivable | 0 | |||||
Inventories, Net | 166 | 166 | 166 | |||
Measurement Period adjustments, inventory net | 0 | |||||
Other Current Assets | 12 | 12 | 12 | |||
Measurement Period adjustments, other current assets | 0 | |||||
Property, Plant and Equipment, Net | 529 | 556 | 556 | |||
Measurement Period adjustments, property, plant and equipment | 27 | |||||
Intangible Assets, Net | 447 | 409 | 409 | |||
Measurement Period adjustments, intangibles | (38) | |||||
Other Assets | 76 | 62 | 62 | |||
Measurement Period adjustments, other assets | (14) | |||||
Total Assets Acquired | 1,511 | 1,486 | 1,486 | |||
Measurement Period adjustments, total assets acquired | (25) | |||||
Accounts Payable | 109 | 109 | 109 | |||
Measurement Period adjustments, accounts payable | 0 | |||||
Compensation and Employee Benefits | 12 | 12 | 12 | |||
Measurement Period adjustments, , compensation and employee benefits | 0 | |||||
Other Accrued Liabilities | 95 | 99 | 99 | |||
Measurement Period adjustments, , accrued liabilities | 4 | |||||
Short-Term Debt and Current Portion of Long-Term Debt | 9 | 9 | 9 | |||
Measurement Period adjustments, , short-term debt and current portion of long-term debt | 0 | |||||
Long-Term Debt | 17 | 17 | 17 | |||
Measurement Period adjustments, long term debt | 0 | |||||
Deferred Income Tax Liabilities | 164 | 139 | 139 | |||
Measurement Period adjustment deferred income tax liabilities | (25) | |||||
Accrued Pension and Postretirement Benefits | 50 | 55 | 55 | |||
Measurement Period adjustments, accrued pension and postretirement benefits | 5 | |||||
Other Noncurrent Liabilities | 41 | 43 | 43 | |||
Measurement Period adjustments, other noncurrent liabilities | 2 | |||||
Noncontrolling Interests | 2 | 2 | 2 | |||
Measurement Period adjustments, noncontrolling interests | 0 | |||||
Total Liabilities Assumed | 499 | 485 | 485 | |||
Measurement Period adjustments, total liabilities assumed | (14) | |||||
Net Assets Acquired | 1,012 | 1,001 | 1,001 | |||
Measurement Period adjustments, total net assets acquired | (11) | |||||
Goodwill | 475 | 486 | 486 | |||
Adjustment to goodwill (less than) | 11 | |||||
Total Estimated Fair Value of Net Assets Acquired | $ 1,487 | $ 1,487 | 1,487 | |||
Measurement Period adjustments, total estimated fair value of net assets acquired | $ 0 | |||||
Exchange rate used for valuation | 115.39% |
DEBT - Short-Term Debt (Details
DEBT - Short-Term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Short-term Debt [Abstract] | ||
Short Term Borrowings | $ 16 | $ 9 |
Current Portion of Finance Lease Obligations | 11 | 7 |
Current Portion of Long-Term Debt | 26 | 263 |
Total Short-Term Debt and Current Portion of Long-Term Debt | $ 53 | $ 279 |
DEBT - Additional Information (
DEBT - Additional Information (Details) | 1 Months Ended | ||||||||||||||
Oct. 06, 2021 USD ($) | Sep. 29, 2021 USD ($) | Jul. 23, 2021 EUR (€) | Jul. 22, 2021 USD ($) | Apr. 01, 2021 USD ($) | Jan. 31, 2018 | Dec. 31, 2022 | Nov. 15, 2022 USD ($) | Dec. 31, 2021 | Nov. 19, 2021 EUR (€) | Nov. 19, 2021 USD ($) | Oct. 31, 2021 USD ($) | Apr. 30, 2021 USD ($) | Mar. 08, 2021 USD ($) | Jan. 14, 2021 USD ($) | |
Debt Instrument [Line Items] | |||||||||||||||
Weighted average interest rate on short-term borrowings | 6.20% | 6.50% | |||||||||||||
4.875% Senior Notes Due in 2022 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 4.875% | ||||||||||||||
Term Loan A-2 Facility | Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 425,000,000 | $ 425,000,000 | |||||||||||||
Stated interest rate | 2.67% | ||||||||||||||
Term Loan A-2 Facility | Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 2% | ||||||||||||||
Term Loan A-2 Facility | Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 1.25% | ||||||||||||||
Term Loan A-2 Facility | Senior Term Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 2.67% | ||||||||||||||
4.75 % Senior Notes Due in 2027 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 4.75% | 4.75% | |||||||||||||
0.821% Senior Notes Due in 2024 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 400,000,000 | ||||||||||||||
Stated interest rate | 0.821% | 0.821% | |||||||||||||
1.512% Senior Notes Due In 2026 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 400,000,000 | ||||||||||||||
Stated interest rate | 1.512% | 1.512% | |||||||||||||
Term Loan A-1 Facility | Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 550,000,000 | $ 550,000,000 | |||||||||||||
Term Loan A-1 Facility | Revolving Credit Facility | Minimum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 1.25% | ||||||||||||||
Term Loan A-1 Facility | Senior Term Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | 975,000,000 | ||||||||||||||
Line of credit facility, increase (decrease), net | $ 400,000,000 | ||||||||||||||
Term Loan A-1 Facility | Senior Term Notes | Minimum | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 1.25% | ||||||||||||||
Term Loan A-1 Facility | Senior Term Notes | Maximum | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 2% | ||||||||||||||
Term A-3 Facility | Senior Term Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 250,000,000 | ||||||||||||||
Stated interest rate | 5.87% | ||||||||||||||
Term A-3 Facility | Senior Term Notes | Minimum | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 1.50% | ||||||||||||||
Term A-3 Facility | Senior Term Notes | Minimum | Euribor Future | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 1.125% | ||||||||||||||
Term A-3 Facility | Senior Term Notes | Maximum | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 2.25% | ||||||||||||||
Term A-3 Facility | Senior Term Notes | Maximum | Euribor Future | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 1.75% | ||||||||||||||
Euro Term Loan | Senior Term Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | € | € 210,000,000 | ||||||||||||||
European Revolving Credit Facility | Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit facility, increase (decrease), net | € | € 25,000,000 | ||||||||||||||
Tax Exempt Green Bonds | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 100,000,000 | ||||||||||||||
Stated interest rate | 4% | ||||||||||||||
Nontaxable investment securities, issue price | 110.99% | ||||||||||||||
Nontaxable investment securities, average yield | 1.70% | ||||||||||||||
Proceeds from debt, net of issuance costs | $ 109,500,000 | ||||||||||||||
Term A-4 Facility | Senior Term Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 400,000,000 | $ 400,000,000 | |||||||||||||
Term A-4 Facility | Senior Term Notes | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 0.875% | ||||||||||||||
Term A-4 Facility | Senior Term Notes | Eurocurrency Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate plus variable spread | 0.875% | ||||||||||||||
3.75% Senior Notes Due 2030 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 3.75% | ||||||||||||||
3.75% Senior Notes Due 2030 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 400,000,000 | ||||||||||||||
Stated interest rate | 3.75% | 3.75% | 3.75% | ||||||||||||
2.625% Euro Note Due 2030 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | € | € 290,000,000 | ||||||||||||||
Euro Note | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 2.625% | 2.625% | |||||||||||||
Euro Note | Senior Term Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 2.87% | ||||||||||||||
3.50% Senior Notes Due in 2028 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 3.50% | ||||||||||||||
3.50% Senior Notes Due in 2029 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 3.50% | ||||||||||||||
0.821% Senior Notes Due in 2024 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 0.821% | ||||||||||||||
4.125% Senior Notes Due in 2024 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 4.125% | ||||||||||||||
1.512% Senior Notes Due In 2026 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 1.512% | ||||||||||||||
2.625% Senior Notes Due 2029 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 2.625% | ||||||||||||||
Senior Secured Revolving Credit Facility | Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 250,000,000 |
DEBT - Long-Term Debt Instrumen
DEBT - Long-Term Debt Instruments (Details) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Nov. 19, 2021 USD ($) | Nov. 19, 2021 EUR (€) | Sep. 29, 2021 USD ($) | Jul. 23, 2021 EUR (€) | Jul. 22, 2021 USD ($) | Apr. 01, 2021 USD ($) | Mar. 08, 2021 USD ($) | Jan. 14, 2021 USD ($) |
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 5,097,000,000 | $ 5,676,000,000 | ||||||||
Finance Leases and Financing Obligations | 170,000,000 | 146,000,000 | ||||||||
Total Long-Term Debt Including Current Portion | 5,267,000,000 | 5,822,000,000 | ||||||||
Less: Current Portion | 37,000,000 | 270,000,000 | ||||||||
Total Long-Term Debt Excluding Current Portion | 5,230,000,000 | 5,552,000,000 | ||||||||
Less: Unamortized Deferred Debt Issuance Costs | 30,000,000 | 37,000,000 | ||||||||
Total Long-Term Debt | $ 5,200,000,000 | 5,515,000,000 | ||||||||
3.75% Senior Notes Due 2030 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 3.75% | |||||||||
Tax Exempt Green Bonds | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 4% | |||||||||
Aggregate principal amount | $ 100,000,000 | |||||||||
Senior Notes | 4.875% Senior Notes Due in 2022 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 0 | 250,000,000 | ||||||||
Stated interest rate | 4.875% | |||||||||
Interest rate at period end | 4.88% | |||||||||
Senior Notes | 0.821% Senior Notes Due in 2024 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 400,000,000 | 400,000,000 | ||||||||
Stated interest rate | 0.821% | 0.821% | ||||||||
Interest rate at period end | 0.82% | |||||||||
Aggregate principal amount | $ 400,000,000 | |||||||||
Senior Notes | 4.125% Senior Notes Due in 2024 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 300,000,000 | 300,000,000 | ||||||||
Stated interest rate | 4.125% | |||||||||
Interest rate at period end | 4.14% | |||||||||
Senior Notes | 1.512% Senior Notes Due In 2026 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 400,000,000 | 400,000,000 | ||||||||
Stated interest rate | 1.512% | 1.512% | ||||||||
Interest rate at period end | 1.52% | |||||||||
Aggregate principal amount | $ 400,000,000 | |||||||||
Senior Notes | 4.75 % Senior Notes Due in 2027 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 300,000,000 | $ 300,000,000 | ||||||||
Stated interest rate | 4.75% | 4.75% | ||||||||
Interest rate at period end | 4.79% | |||||||||
Senior Notes | 3.50% Senior Notes Due in 2028 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 450,000,000 | $ 450,000,000 | ||||||||
Stated interest rate | 3.50% | |||||||||
Interest rate at period end | 3.54% | |||||||||
Senior Notes | 3.50% Senior Notes Due in 2029 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 350,000,000 | 350,000,000 | ||||||||
Stated interest rate | 3.50% | |||||||||
Interest rate at period end | 3.54% | |||||||||
Senior Notes | 2.625% Euro Note Due 2030 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Aggregate principal amount | € | € 290,000,000 | |||||||||
Senior Notes | 2.625% Senior Notes Due 2029 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 311,000,000 | 330,000,000 | ||||||||
Stated interest rate | 2.625% | |||||||||
Interest rate at period end | 2.66% | |||||||||
Senior Notes | 3.75% Senior Notes Due 2030 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 400,000,000 | 400,000,000 | ||||||||
Stated interest rate | 3.75% | 3.75% | 3.75% | |||||||
Interest rate at period end | 3.80% | |||||||||
Aggregate principal amount | $ 400,000,000 | |||||||||
Senior Notes | Euro Note | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 2.625% | 2.625% | ||||||||
Bonds | Tax Exempt Green Bonds | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 108,000,000 | 110,000,000 | ||||||||
Stated interest rate | 4% | |||||||||
Interest rate at period end | 1.72% | |||||||||
Senior Term Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 529,000,000 | 543,000,000 | ||||||||
Interest rate at period end | 5.62% | |||||||||
Senior Term Notes | Term Loan A-2 Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 425,000,000 | 425,000,000 | ||||||||
Stated interest rate | 2.67% | |||||||||
Interest rate at period end | 2.68% | |||||||||
Senior Term Notes | Term A-3 Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 250,000,000 | 250,000,000 | ||||||||
Stated interest rate | 5.87% | |||||||||
Interest rate at period end | 5.90% | |||||||||
Aggregate principal amount | $ 250,000,000 | |||||||||
Senior Term Notes | Euro Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Aggregate principal amount | € | € 210,000,000 | |||||||||
Senior Term Notes | Euro Note | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 225,000,000 | 239,000,000 | ||||||||
Stated interest rate | 2.87% | |||||||||
Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term debt | $ 634,000,000 | $ 920,000,000 | ||||||||
Interest rate at period end | 3.52% | 1.63% | ||||||||
Line of credit interest rate at period end | 5.72% | |||||||||
Revolving Credit Facility | Term Loan A-2 Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 2.67% | |||||||||
Aggregate principal amount | $ 425,000,000 | $ 425,000,000 | ||||||||
Other | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Other | $ 15,000,000 | $ 9,000,000 |
DEBT - Credit Facilities - Comm
DEBT - Credit Facilities - Commitments, Amounts Outstanding, and Amounts Available (Details) | Dec. 31, 2022 USD ($) |
Line of Credit Facility [Line Items] | |
Total Commitments | $ 2,120,000,000 |
Total Outstanding | 665,000,000 |
Total Available | 1,432,000,000 |
Standby letters of credit issued | 23,000,000 |
Senior Secured Domestic Revolving Credit Facility | |
Line of Credit Facility [Line Items] | |
Total Commitments | 1,850,000,000 |
Total Outstanding | 565,000,000 |
Total Available | 1,262,000,000 |
Senior Secured International Revolving Credit Facilities | |
Line of Credit Facility [Line Items] | |
Total Commitments | 195,000,000 |
Total Outstanding | 69,000,000 |
Total Available | 126,000,000 |
Other International Facilities | |
Line of Credit Facility [Line Items] | |
Total Commitments | 75,000,000 |
Total Outstanding | 31,000,000 |
Total Available | $ 44,000,000 |
DEBT - Credit Facilities (Detai
DEBT - Credit Facilities (Details) ¥ in Millions | 1 Months Ended | |||||||||||||||
Jul. 31, 2021 EUR (€) | Apr. 30, 2021 EUR (€) | Apr. 30, 2021 USD ($) | Apr. 30, 2021 JPY (¥) | Jan. 31, 2018 | Dec. 31, 2022 USD ($) | Nov. 15, 2022 USD ($) | Oct. 31, 2021 USD ($) | Oct. 06, 2021 USD ($) | Jul. 23, 2021 EUR (€) | Jul. 22, 2021 USD ($) | Apr. 30, 2021 USD ($) | Apr. 30, 2021 JPY (¥) | Apr. 01, 2021 USD ($) | Jan. 14, 2021 USD ($) | Oct. 31, 2020 USD ($) | |
Line of Credit Facility [Line Items] | ||||||||||||||||
Revolving credit facility | $ 2,120,000,000 | |||||||||||||||
Senior Secured Domestic Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Revolving credit facility | 1,850,000,000 | |||||||||||||||
Senior Secured International Revolving Credit Facilities | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Revolving credit facility | $ 195,000,000 | |||||||||||||||
Senior Secured Revolving Credit Facility | Senior Secured Domestic Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Increase in credit facility maximum borrowing capacity | $ 400,000,000 | |||||||||||||||
Revolving credit facility | $ 1,850,000,000 | |||||||||||||||
Senior Secured Revolving Credit Facility | Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | $ 250,000,000 | |||||||||||||||
European Revolving Credit Facility | Senior Secured International Revolving Credit Facilities | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Increase in credit facility maximum borrowing capacity | € | € 7,000,000 | |||||||||||||||
Revolving credit facility | € | € 145,000,000 | |||||||||||||||
European Revolving Credit Facility | Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Increase in credit facility maximum borrowing capacity | € | € 25,000,000 | |||||||||||||||
Revolving credit facility | € | € 170,000,000 | |||||||||||||||
Japanese Revolving Credit Line | Senior Secured International Revolving Credit Facilities | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Increase in credit facility maximum borrowing capacity | ¥ | ¥ 850 | |||||||||||||||
Revolving credit facility | ¥ | ¥ 1,650 | |||||||||||||||
Term Loan A-1 Facility | Secured Debt | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Repayments of medium-term notes | $ 5,000,000 | |||||||||||||||
Term Loan A-1 Facility | Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | $ 550,000,000 | $ 550,000,000 | ||||||||||||||
Term Loan A-1 Facility | Senior Term Notes | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | 975,000,000 | |||||||||||||||
Term Loan A-1 Facility | Minimum | Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Interest rate plus variable spread | 1.25% | |||||||||||||||
Term Loan A-1 Facility | Maximum | Secured Debt | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Interest rate plus variable spread | 2% | |||||||||||||||
Euro Term Loan | Senior Term Notes | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | € | € 210,000,000 | |||||||||||||||
Term Loan A-2 Facility | Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | $ 425,000,000 | $ 425,000,000 | ||||||||||||||
Term Loan A-2 Facility | Graphic Packaging International, LLC | Secured Debt | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | $ 425,000,000 | |||||||||||||||
Term A-3 Facility | Senior Term Notes | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | $ 250,000,000 | |||||||||||||||
Term A-4 Facility | Senior Term Notes | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Aggregate principal amount | $ 400,000,000 | $ 400,000,000 |
DEBT - Long-Term Debt Maturitie
DEBT - Long-Term Debt Maturities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Long-term Debt Maturities | ||
2023 | $ 26 | |
2024 | 752 | |
2025 | 39 | |
2026 | 1,794 | |
2027 | 300 | |
After 2027 | 2,186 | |
Total | $ 5,097 | $ 5,676 |
LEASES - Additional Information
LEASES - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lease contract term (in years) | 1 year |
Lease contract term (in years) | 1 year |
Lease term of majority of lease contracts (in years) | 3 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lease contract term (in years) | 25 years |
Lease contract term (in years) | 25 years |
Lease term of majority of lease contracts (in years) | 7 years |
LEASES - Components of Lease Co
LEASES - Components of Lease Cost (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finance lease costs: | ||
Amortization of right-of-use asset | $ 11 | $ 8 |
Interest on lease liabilities | 8 | 8 |
Operating lease costs | 82 | 75 |
Short-term lease costs | 21 | 23 |
Variable lease costs | 16 | 10 |
Total lease costs, net | $ 138 | $ 124 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows from operating leases | $ 83 | $ 76 | |
Operating cash flows from finance leases | 8 | 8 | |
Financing cash flows from finance leases | 9 | 6 | |
Right-of-use assets obtained in exchange for lease obligations: | |||
Operating leases | 52 | 118 | $ 71 |
Finance leases | $ 42 | $ 11 | $ 0 |
LEASES - Supplemental Balance S
LEASES - Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases: | ||
Operating lease right-of-use asset | $ 245 | $ 258 |
Current operating lease liabilities | 66 | 73 |
Noncurrent operating lease liabilities | 184 | 193 |
Total operating lease liabilities | 250 | 266 |
Finance Leases and Financing Obligations: | ||
Property, Plant and Equipment | 197 | 153 |
Accumulated depreciation | (38) | (28) |
Property, Plant and Equipment, net | 159 | 125 |
Current finance lease liabilities | 11 | 7 |
Noncurrent finance lease liabilities and financing obligations | 159 | 139 |
Total finance lease liabilities and financing obligations | $ 170 | $ 146 |
Weighted Average Remaining Lease Term (Years) | ||
Operating leases | 7 years | 6 years |
Finance leases | 16 years | 15 years |
Weighted Average Discount Rate | ||
Operating leases | 3.76% | 2.74% |
Finance leases | 5.31% | 5.91% |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other Assets | Other Assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Accrued Liabilities, Current | Other Accrued Liabilities, Current |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Debt, Current | Debt, Current |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-Term Debt, Excluding Current Maturities | Long-Term Debt, Excluding Current Maturities |
LEASES - Maturities of Lease Li
LEASES - Maturities of Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2023 | $ 73 | |
2024 | 54 | |
2025 | 41 | |
2026 | 28 | |
2027 | 21 | |
Thereafter | 64 | |
Total lease payments | 281 | |
Less imputed interest | (31) | |
Total operating lease liabilities | 250 | $ 266 |
Finance Leases | ||
2023 | 19 | |
2024 | 16 | |
2025 | 15 | |
2026 | 14 | |
2027 | 15 | |
Thereafter | 178 | |
Total lease payments | 257 | |
Less imputed interest | (87) | |
Total | $ 170 |
STOCK INCENTIVE PLANS - Additio
STOCK INCENTIVE PLANS - Additional Disclosures (Details) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) compensationPlan shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of active equity compensation plans | compensationPlan | 1 | ||
Recognized share-based compensation expense | $ 34 | $ 27 | $ 34 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock unit vesting period (in years) | 3 years | ||
Unrecognized compensation expense | $ 40 | ||
Unrecognized compensation expense, weighted average recognition period (in years) | 2 years | ||
Aggregate fair value of awards vested | $ 44 | $ 35 | $ 23 |
2014 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for grant (in shares) | shares | 10 |
STOCK INCENTIVE PLANS - RSUs an
STOCK INCENTIVE PLANS - RSUs and Stock Awards Granted (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
RSUs - Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grants during period (in shares) | 1,943,769 | 1,680,997 | 1,655,854 |
Weighted-average grant date fair value (in dollars per share) | $ 20.19 | $ 16.14 | $ 15.40 |
Stock Awards - Board of Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grants during period (in shares) | 34,160 | 55,055 | 71,160 |
Weighted-average grant date fair value (in dollars per share) | $ 20.49 | $ 17.80 | $ 13.49 |
STOCK INCENTIVE PLANS - Summary
STOCK INCENTIVE PLANS - Summary of Unvested RSU Activity (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Shares | |||
Outstanding - beginning of period (in shares) | 4,929,861 | 5,141,706 | 5,059,690 |
Granted (in shares) | 1,943,769 | 1,680,997 | 1,655,854 |
Released (in shares) | (2,180,435) | (2,121,203) | (1,415,365) |
Forfeited (in shares) | (193,145) | (359,100) | (158,473) |
Performance adjustment (in shares) | 324,814 | 587,461 | 0 |
Outstanding - end of period (in shares) | 4,824,864 | 4,929,861 | 5,141,706 |
Weighted Average Grant Date Fair Value | |||
Outstanding - beginning of period (in dollars per share) | $ 14.47 | $ 14.02 | $ 13.27 |
Granted (in dollars per share) | 20.19 | 16.14 | 15.40 |
Released (in dollars per share) | 12.34 | 14.88 | 12.91 |
Forfeited (in dollars per share) | 17.59 | 14.39 | 14.25 |
Performance adjustment (in dollars per share) | 12.52 | 15.09 | 0 |
Outstanding - end of period (in dollars per share) | $ 17.48 | $ 14.47 | $ 14.02 |
PENSIONS AND OTHER POSTRETIRE_3
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Additional Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2023 | |
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Net actuarial loss | $ (154) | |||||||
Net actuarial loss | $ (152) | |||||||
Increase (decrease) in multi-employer benefit plan obligation | $ 12 | |||||||
Percent of total plan contributions for the most recent plan year | $ 4 | $ 8 | ||||||
Amount of payment for settlement | $ 17 | |||||||
Multiemployer withdrawal liability | 19 | 18 | $ 19 | |||||
Contributions to defined contribution plans | $ 73 | 69 | $ 62 | |||||
Corporate Debt Securities | Minimum | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Debt securities maturity term (in years) | 1 year | |||||||
Corporate Debt Securities | Maximum | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Debt securities maturity term (in years) | 30 years | |||||||
Pension Plans | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Pension benefit obligations acquired | $ (12) | (53) | ||||||
Actuarial loss | $ (71) | $ (82) | $ (71) | |||||
Weighted average discount rate | 2.46% | 4.86% | 2.46% | |||||
Net actuarial loss | $ 152 | $ 21 | ||||||
Accumulated benefit obligation | $ 621 | 465 | 621 | |||||
Aggregate PBO | 383 | 311 | 383 | |||||
Aggregate fair value of plan assets | 378 | 304 | 378 | |||||
Company's contributions to its pension plans | 24 | 33 | ||||||
Contribution to defined benefit plan utilizing funds from terminated plan | 6 | 14 | ||||||
Benefit payments made | 24 | 19 | ||||||
Pension Plans | Minimum | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Expected contributions | 15 | |||||||
Pension Plans | Maximum | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Expected contributions | 25 | |||||||
Postretirement Benefits | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Pension benefit obligations acquired | 0 | 0 | ||||||
Actuarial loss | $ 1 | $ 1 | $ 1 | |||||
Weighted average discount rate | 2.92% | 5.12% | 2.92% | |||||
Net actuarial loss | $ 7 | $ 3 | ||||||
Company's contributions to its pension plans | 1 | 1 | ||||||
Benefit payments made | $ 1 | $ 1 | ||||||
Postretirement Benefits | Forecast | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Expected contributions | $ 2 |
PENSIONS AND OTHER POSTRETIRE_4
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Net Periodic Cost (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Pension Benefits | |||
Components of Net Periodic Cost: | |||
Service Cost | $ 14 | $ 15 | $ 15 |
Interest Cost | 12 | 10 | 14 |
Expected Return on Plan Assets | (21) | (19) | (21) |
Amortization of Actuarial Loss (Gain) | 3 | 5 | 5 |
Net Curtailment/Settlement Loss | 0 | 0 | 154 |
Net Periodic Cost (Benefit) | 8 | 11 | 167 |
Postretirement Benefits | |||
Components of Net Periodic Cost: | |||
Service Cost | 0 | 0 | 1 |
Interest Cost | 1 | 1 | 1 |
Expected Return on Plan Assets | 0 | 0 | 0 |
Amortization of Actuarial Loss (Gain) | (2) | (2) | (2) |
Net Curtailment/Settlement Loss | 0 | 0 | 0 |
Net Periodic Cost (Benefit) | $ (1) | $ (1) | $ 0 |
PENSIONS AND OTHER POSTRETIRE_5
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Assumptions Used (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Pension Benefits | |||
Weighted Average Assumptions: | |||
Discount Rate | 2.46% | 2.11% | 2.69% |
Rate of Increase in Future Compensation Levels | 1.80% | 3.62% | 2.36% |
Expected Long-Term Rate of Return on Plan Assets | 3.86% | 3.59% | 4.12% |
Initial Health Care Cost Trend Rate | 0% | 0% | 0% |
Ultimate Health Care Cost Trend Rate | 0% | 0% | 0% |
Postretirement Benefits | |||
Weighted Average Assumptions: | |||
Discount Rate | 2.92% | 2.52% | 3.22% |
Rate of Increase in Future Compensation Levels | 0% | 0% | 0% |
Expected Long-Term Rate of Return on Plan Assets | 0% | 0% | 0% |
Initial Health Care Cost Trend Rate | 6.15% | 6.40% | 6.65% |
Ultimate Health Care Cost Trend Rate | 4.50% | 4.50% | 4.50% |
PENSIONS AND OTHER POSTRETIRE_6
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Net Funded Status (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Change in Benefit Obligation: | |||
Net Actuarial Gain | $ 152 | ||
Amounts Recognized in the Consolidated Balance Sheets Consist of: | |||
Accrued Pension and Postretirement Benefits Liability — Noncurrent | (111) | $ (139) | |
Pension Benefits | |||
Change in Benefit Obligation: | |||
Benefit Obligation at Beginning of Year | 627 | 593 | |
Service Cost | 14 | 15 | $ 15 |
Interest Cost | 12 | 10 | 14 |
Net Actuarial Gain | (152) | (21) | |
Foreign Currency Exchange | (27) | (4) | |
Benefits Paid | (24) | (19) | |
Acquisition | 12 | 53 | |
Other | 9 | 0 | |
Benefit Obligation at End of Year | 471 | 627 | 593 |
Change in Plan Assets: | |||
Fair Value of Plan Assets at Beginning of Year | 557 | 516 | |
Actual Return on Plan Assets | (149) | 28 | |
Employer Contributions | 24 | 33 | |
Foreign Currency Exchange | (27) | (2) | |
Benefits Paid | (24) | (19) | |
Acquisition | 7 | 1 | |
Other | 9 | 0 | |
Fair Value of Plan Assets at End of Year | 397 | 557 | $ 516 |
Plan Assets Less than Projected Benefit Obligation | (74) | (70) | |
Amounts Recognized in the Consolidated Balance Sheets Consist of: | |||
Pension Assets | 19 | 43 | |
Accrued Pension and Postretirement Benefits Liability — Current | (5) | (4) | |
Accrued Pension and Postretirement Benefits Liability — Noncurrent | (88) | (109) | |
Accumulated Other Comprehensive Income: | |||
Net Actuarial Loss (Gain) | 82 | 71 | |
Prior Service Cost (Credit) | $ 3 | $ 4 | |
Weighted Average Calculations: | |||
Discount Rate | 4.86% | 2.46% | |
Rates of Increase in Future Compensation Levels | 3.16% | 1.80% | |
Initial Health Care Cost Trend Rate | 0% | 0% | |
Ultimate Health Care Cost Trend Rate | 0% | 0% | 0% |
Postretirement Benefits | |||
Change in Benefit Obligation: | |||
Benefit Obligation at Beginning of Year | $ 33 | $ 36 | |
Service Cost | 0 | 0 | $ 1 |
Interest Cost | 1 | 1 | 1 |
Net Actuarial Gain | (7) | (3) | |
Foreign Currency Exchange | 0 | 0 | |
Benefits Paid | (1) | (1) | |
Acquisition | 0 | 0 | |
Other | 0 | 0 | |
Benefit Obligation at End of Year | 26 | 33 | 36 |
Change in Plan Assets: | |||
Fair Value of Plan Assets at Beginning of Year | 0 | 0 | |
Actual Return on Plan Assets | 0 | 0 | |
Employer Contributions | 1 | 1 | |
Foreign Currency Exchange | 0 | 0 | |
Benefits Paid | (1) | (1) | |
Acquisition | 0 | 0 | |
Other | 0 | 0 | |
Fair Value of Plan Assets at End of Year | 0 | 0 | $ 0 |
Plan Assets Less than Projected Benefit Obligation | (26) | (33) | |
Amounts Recognized in the Consolidated Balance Sheets Consist of: | |||
Pension Assets | 0 | 0 | |
Accrued Pension and Postretirement Benefits Liability — Current | (3) | (3) | |
Accrued Pension and Postretirement Benefits Liability — Noncurrent | (23) | (30) | |
Accumulated Other Comprehensive Income: | |||
Net Actuarial Loss (Gain) | (1) | (1) | |
Prior Service Cost (Credit) | $ (21) | $ (16) | |
Weighted Average Calculations: | |||
Discount Rate | 5.12% | 2.92% | |
Rates of Increase in Future Compensation Levels | 0% | 0% | |
Initial Health Care Cost Trend Rate | 7.25% | 6.15% | |
Ultimate Health Care Cost Trend Rate | 4.50% | 4.50% | 4.50% |
PENSIONS AND OTHER POSTRETIRE_7
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Allocation of Plan Assets (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Target plan asset allocations | 100% | |
Actual plan asset allocations | 100% | 100% |
Cash | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Target plan asset allocations | 1% | |
Actual plan asset allocations | 4% | 3% |
Equity Securities | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Target plan asset allocations | 21% | |
Actual plan asset allocations | 26% | 26% |
Fixed Income Securities | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Target plan asset allocations | 55% | |
Actual plan asset allocations | 45% | 46% |
Other Investments | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Target plan asset allocations | 23% | |
Actual plan asset allocations | 25% | 25% |
PENSIONS AND OTHER POSTRETIRE_8
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Fair Value of Plan Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Minimum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Asset allocation horizon term (in years) | 3 years | ||
Maximum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Asset allocation horizon term (in years) | 5 years | ||
Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 397 | $ 557 | $ 516 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 72 | 80 | |
Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 201 | 321 | |
Significant Unobservable Inputs (Level 3) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 33 | 33 | $ 14 |
Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 33 | 33 | |
Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 91 | 123 | |
Cash | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 15 | 19 | |
Cash | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 10 | 17 | |
Cash | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 2 | 1 | |
Cash | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Cash | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 3 | 1 | |
Equity Securities, Domestic | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 94 | 140 | |
Equity Securities, Domestic | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 5 | 5 | |
Equity Securities, Domestic | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 1 | 13 | |
Equity Securities, Domestic | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Equity Securities, Domestic | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 88 | 122 | |
Equity Securities, Foreign | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 7 | 8 | |
Equity Securities, Foreign | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 7 | 8 | |
Equity Securities, Foreign | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Equity Securities, Foreign | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Equity Securities, Foreign | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fixed Income Securities | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 180 | 254 | |
Fixed Income Securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 15 | 19 | |
Fixed Income Securities | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 165 | 234 | |
Fixed Income Securities | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 1 | |
Fixed Income Securities | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Real Estate | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4 | 7 | |
Real Estate | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Real Estate | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4 | 7 | |
Real Estate | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Real Estate | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Liability Driven Investment | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 56 | 90 | |
Liability Driven Investment | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 35 | 31 | |
Liability Driven Investment | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 21 | 59 | |
Liability Driven Investment | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Liability Driven Investment | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Diversified growth fund | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 32 | 39 | |
Diversified growth fund | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Diversified growth fund | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 8 | 7 | |
Diversified growth fund | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 24 | 32 | |
Diversified growth fund | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | $ 0 | |
Insurance Contracts | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 9 | ||
Insurance Contracts | Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Insurance Contracts | Significant Observable Inputs (Level 2) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Insurance Contracts | Significant Unobservable Inputs (Level 3) | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 9 | ||
Insurance Contracts | Net Asset Value | Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 0 |
PENSIONS AND OTHER POSTRETIRE_9
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Reconciliation of Fair Value of Plan Assets (Details) - Significant Unobservable Inputs (Level 3) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair Value of Plan Assets at Beginning of Year | $ 33 | $ 14 |
Return on Assets, Net | 0 | 2 |
Purchases | 11 | 24 |
Transfers Out, Net | (7) | (7) |
Foreign Currency Exchange | (4) | 0 |
Fair Value of Plan Assets at End of Year | $ 33 | $ 33 |
PENSIONS AND OTHER POSTRETIR_10
PENSIONS AND OTHER POSTRETIREMENT BENEFITS - Expected Benefit Payments (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Pension Plans | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2023 | $ 28 |
2024 | 30 |
2025 | 32 |
2026 | 33 |
2027 | 35 |
2028— 2032 | 186 |
Postretirement Health Care Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2023 | 3 |
2024 | 2 |
2025 | 2 |
2026 | 2 |
2027 | 2 |
2028— 2032 | $ 10 |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income Tax by Geographic Region (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ 683 | $ 237 | $ 181 |
International | 33 | 52 | 63 |
Income before Income Taxes and Equity Income of Unconsolidated Entity | $ 716 | $ 289 | $ 244 |
INCOME TAXES - Components of _2
INCOME TAXES - Components of Income Tax (Expense) Benefit (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current Expense: | |||
U.S. | $ (25) | $ (2) | $ (23) |
International | (38) | (17) | (20) |
Total Current | (63) | (19) | (43) |
Deferred (Expense) Benefit: | |||
U.S. | (137) | (57) | (8) |
International | 6 | 2 | 9 |
Total Deferred | (131) | (55) | 1 |
Income Tax Expense | $ (194) | $ (74) | $ (42) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Tax (Expense) Benefit (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Income Tax Expense at U.S. Statutory Rate | $ (150) | $ (61) | $ (51) |
U.S. State and Local Tax Expense | (29) | (12) | (8) |
Permanent Items | 2 | (9) | (1) |
Provision to Return Adjustments | 4 | 4 | 2 |
Change in Valuation Allowance | (21) | (1) | 7 |
Unrealized Foreign Exchange | 22 | 5 | 0 |
International Tax Rate Differences | (6) | (3) | (3) |
U.S. Federal & State Tax Credits | 9 | 13 | 10 |
Domestic Minority Interest | 0 | 2 | 5 |
Deferred Adjustment due to IP Exit | 0 | (4) | 0 |
Russia Impairment | (20) | 0 | 0 |
Tax Effects Released from OCI | (10) | 0 | 0 |
Other | 5 | (8) | (3) |
Income Tax Expense | $ (194) | $ (74) | $ (42) |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Income Tax Expense at U.S. Statutory Rate | 21% | 21% | 21% |
U.S. State and Local Tax Expense | 4.10% | 4.10% | 3.20% |
Permanent Items | (0.30%) | 3.20% | 0.40% |
Provision to Return Adjustments | (0.50%) | (1.40%) | (0.90%) |
Change in Valuation Allowance | 2.90% | 0.40% | (2.90%) |
Unrealized Foreign Exchange | (3.10%) | (1.70%) | 0% |
International Tax Rate Differences | 0.80% | 1% | 1.20% |
U.S. Federal & State Tax Credits | (1.30%) | (4.50%) | (4.00%) |
Domestic Minority Interest | 0% | (0.70%) | (2.20%) |
Deferred Adjustment due to IP Exit | 0% | 1.50% | 0% |
Russia Impairment | 2.80% | 0% | 0% |
Tax Effects Released from OCI | 1.40% | 0% | 0% |
Other | (0.60%) | 2.80% | 1.20% |
Income Tax Expense | 27.20% | 25.70% | 17% |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Valuation Allowance [Line Items] | ||||
Income tax expense at U.S. statutory rate | 21% | 21% | 21% | |
Russia impairment | $ 20,000,000 | $ 0 | $ 0 | |
Tax Effects Released from OCI | 10,000,000 | 0 | 0 | |
Unrealized Foreign Exchange | 22,000,000 | 5,000,000 | 0 | |
Deductions Credited to Other Accounts | (2,000,000) | |||
Tax expense related to deferred tax assets for executive compensation as a result of IP's exchange of remaining shares in GPIP | 4,000,000 | |||
Total deferred income tax liabilities | 941,000,000 | 783,000,000 | ||
Valuation allowance | 57,000,000 | 38,000,000 | 34,000,000 | $ 41,000,000 |
Tax credit carryforwards | 26,000,000 | |||
Total gross unrecognized tax benefits | 26,000,000 | |||
Deferred tax liability related to undistributed earnings of foreign subsidiary | 0 | |||
Undistributed earnings on international subsidiaries | 44,000,000 | |||
Foreign Subsidiaries | ||||
Valuation Allowance [Line Items] | ||||
Deductions Credited to Other Accounts | $ (8,000,000) | |||
Domestic Tax Authority | ||||
Valuation Allowance [Line Items] | ||||
Operating loss carryforwards | 564,000,000 | |||
Operating loss carryforwards subject to expiration | 177,000,000 | |||
Domestic Tax Authority | Capital loss carryforward | ||||
Valuation Allowance [Line Items] | ||||
Valuation allowance | 5,000,000 | |||
State and Local Jurisdiction | ||||
Valuation Allowance [Line Items] | ||||
Operating loss carryforwards | 238,000,000 | |||
Foreign Tax Authority | ||||
Valuation Allowance [Line Items] | ||||
Remeasurement of deferred tax liability for UK subsidiaries | $ 3,000,000 | |||
Valuation allowance | 25,000,000 | |||
Operating loss carryforwards | 100,000,000 | |||
Operating loss carryforwards not subject to expiration | 174,000,000 | |||
SWEDEN | ||||
Valuation Allowance [Line Items] | ||||
Deductions Credited to Other Accounts | 25,000,000 | |||
Valuation allowance | 27,000,000 | |||
BRAZIL | ||||
Valuation Allowance [Line Items] | ||||
Deductions Credited to Other Accounts | $ 5,000,000 |
INCOME TAXES - Deferred Income
INCOME TAXES - Deferred Income Tax Assets, Liabilities and Related Valuation Allowance (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Income Tax Assets: | ||||
Compensation Based Accruals | $ 37 | $ 4 | ||
Net Operating Loss Carryforwards | 103 | 192 | ||
Postretirement Benefits | 26 | 1 | ||
Tax Credits | 26 | 31 | ||
Capitalized Research & Development Costs | 44 | 0 | ||
Unrealized Foreign Exchange | 28 | 7 | ||
Other | 81 | 30 | ||
Valuation Allowance | (57) | (38) | $ (34) | $ (41) |
Total Deferred Income Tax Assets | 288 | 227 | ||
Deferred Income Tax Liabilities: | ||||
Property, Plant and Equipment | (661) | (108) | ||
Goodwill & Other Intangibles | (280) | (111) | ||
Investment in Partnership | 0 | (564) | ||
Net Noncurrent Deferred Income Tax Liabilities | (941) | (783) | ||
Net Deferred Income Tax Liability | $ (653) | $ (556) |
Income Taxes - Valuation Allowa
Income Taxes - Valuation Allowance (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Changes in valuation allowance | |||
Balance at Beginning of Period | $ 38 | $ 34 | $ 41 |
Balance at End of Period | 57 | 38 | 34 |
Adjustments to valuation allowance | |||
Changes in valuation allowance | |||
Additions Charge to Cost and Expense | 29 | 4 | 2 |
Additions Charge to Other Account | 1 | 4 | 1 |
Deduction Charged to Costs and Expenses | (8) | (3) | (9) |
Deductions Credited to Other Accounts | $ (3) | $ (1) | $ (1) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits | |||
Beginning Balance | $ 24 | $ 20 | $ 21 |
Additions for Tax Positions of Current Year | 2 | 1 | 1 |
Additions for Tax Positions of Prior Years | 1 | 3 | 2 |
Reductions for Tax Positions of Prior Years | (1) | 0 | (4) |
Ending Balance | $ 26 | $ 24 | $ 20 |
Income Taxes - Operating Loss C
Income Taxes - Operating Loss Carryforwards (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Loss Carryforwards [Line Items] | ||
Tax credit carryforwards | $ 26 | |
United States | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 564 | |
International | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 100 |
FINANCIAL INSTRUMENTS, DERIVA_2
FINANCIAL INSTRUMENTS, DERIVATIVES AND HEDGING ACTIVITIES (Details) € in Millions | 3 Months Ended | 12 Months Ended | ||||
May 14, 2021 EUR (€) | Mar. 31, 2022 USD ($) | Dec. 31, 2023 | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Interest Rate Risk | ||||||
Income Tax Expense (Benefit) | $ 194,000,000 | $ 74,000,000 | $ 42,000,000 | |||
Foreign Currency Movement Effect | ||||||
Net currency exchange losses included in determining Income from Operations | $ 3,000,000 | 3,000,000 | 3,000,000 | |||
Euro Member Countries, Euro | ||||||
Deal Contingent Hedge | ||||||
Deal contingent hedge | € | € 700 | |||||
Not Designated as Hedging Instrument | Maximum | ||||||
Derivatives not Designated as Hedges | ||||||
Forward foreign exchange contracts, maximum range of maturities | 3 months | |||||
Interest Rate Swap | ||||||
Interest Rate Risk | ||||||
Notional amount | $ 0 | 200,000,000 | ||||
Income Tax Expense (Benefit) | $ 10,000,000 | 10,000,000 | ||||
Derivatives not Designated as Hedges | ||||||
Notional amount | 0 | 200,000,000 | ||||
Interest Rate Swap | Cash Flow Hedging | Designated as Hedging Instrument | ||||||
Interest Rate Risk | ||||||
Amount of ineffectiveness | 0 | 0 | ||||
Amounts excluded from the measure of effectiveness | 0 | 0 | ||||
Commodity Risk | ||||||
Amount of ineffectiveness | 0 | 0 | ||||
Amounts excluded from the measure of effectiveness | 0 | 0 | ||||
Foreign Currency Risk | ||||||
Amount of ineffectiveness | 0 | 0 | ||||
Amounts excluded from the measure of effectiveness | 0 | 0 | ||||
Commodity Contract | Cash Flow Hedging | Forecast | ||||||
Commodity Risk | ||||||
Percentage of natural gas use hedged | 52% | |||||
Commodity Contract | Cash Flow Hedging | Designated as Hedging Instrument | ||||||
Interest Rate Risk | ||||||
Amount of ineffectiveness | 0 | 0 | ||||
Amounts excluded from the measure of effectiveness | 0 | 0 | ||||
Commodity Risk | ||||||
Amount of ineffectiveness | 0 | 0 | ||||
Amounts excluded from the measure of effectiveness | 0 | 0 | ||||
Foreign Currency Risk | ||||||
Amount of ineffectiveness | 0 | 0 | ||||
Amounts excluded from the measure of effectiveness | 0 | 0 | ||||
Foreign Exchange Forward | Not Designated as Hedging Instrument | ||||||
Interest Rate Risk | ||||||
Notional amount | 111,000,000 | 103,000,000 | ||||
Derivatives not Designated as Hedges | ||||||
Notional amount | 111,000,000 | 103,000,000 | ||||
Foreign Exchange Forward | Cash Flow Hedging | Designated as Hedging Instrument | ||||||
Interest Rate Risk | ||||||
Amount of ineffectiveness | 0 | 0 | 0 | |||
Amounts excluded from the measure of effectiveness | 0 | 0 | 0 | |||
Commodity Risk | ||||||
Amount of ineffectiveness | 0 | 0 | 0 | |||
Amounts excluded from the measure of effectiveness | 0 | 0 | 0 | |||
Foreign Currency Risk | ||||||
Amounts reclassified into earnings connected to forecasted transactions no longer considered probable | 0 | 0 | 0 | |||
Amount of ineffectiveness | 0 | 0 | 0 | |||
Amounts excluded from the measure of effectiveness | 0 | 0 | 0 | |||
Deal Contingent Foreign Exchange Contract | Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net | ||||||
Deal Contingent Hedge | ||||||
Foreign Currency Contracts | $ 0 | $ 48,000,000 | $ 0 |
FAIR VALUE MEASUREMENT - Schedu
FAIR VALUE MEASUREMENT - Schedule of Fair Value by Balance Sheet Grouping (Details) - Commodity Contract - Designated as Hedging Instrument - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Other Accrued Liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liabilities | $ 12 | |
Other Current Assets | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative assets | $ 2 |
FAIR VALUE MEASUREMENT - Additi
FAIR VALUE MEASUREMENT - Additional Disclosures (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||
Long-term debt, fair value | $ 4,749 | $ 5,715 |
Long-term debt, carrying value | 5,097 | $ 5,676 |
Expected reclassification of pre-tax losses in the next twelve months from ACOL to earnings | $ 12 |
FAIR VALUE MEASUREMENT - Effect
FAIR VALUE MEASUREMENT - Effect of Derivative Instruments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Loss (Gain) Recognized in Accumulated Other Comprehensive Loss | $ 2 | $ (13) | $ 9 |
Amount of (Gain) Loss Recognized in Statement of Operations | (12) | (3) | 13 |
Expected reclassification of pre-tax losses in the next twelve months from ACOL to earnings | 12 | ||
Commodity Contract | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Loss (Gain) Recognized in Accumulated Other Comprehensive Loss | 2 | (11) | 1 |
Commodity Contract | Cost of Sales | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of (Gain) Loss Recognized in Statement of Operations | (12) | (11) | 6 |
Foreign Currency Contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Loss (Gain) Recognized in Accumulated Other Comprehensive Loss | 0 | (2) | 2 |
Foreign Currency Contracts | Other (Income) Expense, Net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of (Gain) Loss Recognized in Statement of Operations | 0 | 2 | 0 |
Unrealized losses | (9) | (5) | 9 |
Interest Rate Swap | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Loss (Gain) Recognized in Accumulated Other Comprehensive Loss | 0 | 0 | 6 |
Interest Rate Swap | Interest Expense, Net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of (Gain) Loss Recognized in Statement of Operations | 0 | 6 | 7 |
Deal Contingent Foreign Exchange Contract | Business Combinations, Shutdown and Other Special Charges, and Exit Activities, Net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Unrealized losses | $ 0 | $ 48 | $ 0 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Change in the Components of AOCI (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Total Other Comprehensive Loss, Net of Tax | $ (154) | $ 23 | $ 162 |
Derivative Instruments Gain (Loss) | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pretax Amount | 22 | 7 | 5 |
Tax Effect | (18) | (2) | (1) |
Total Other Comprehensive Loss, Net of Tax | 4 | 5 | 4 |
Pension and Postretirement Benefit Plans | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pretax Amount | (22) | 53 | 126 |
Tax Effect | 13 | (8) | (26) |
Total Other Comprehensive Loss, Net of Tax | (9) | 45 | 100 |
Currency Translation Adjustments | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pretax Amount | (156) | (28) | 17 |
Tax Effect | 8 | 0 | 0 |
Total Other Comprehensive Loss, Net of Tax | (148) | (28) | 17 |
Accumulated Other Comprehensive (Loss) Income | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pretax Amount | (156) | 32 | 148 |
Tax Effect | 3 | (10) | (27) |
Total Other Comprehensive Loss, Net of Tax | $ (153) | $ 22 | $ 121 |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Balances of AOCI (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Equity [Abstract] | ||
Accumulated Derivative Instruments Loss | $ (4) | $ (8) |
Pension and Postretirement Benefit Plans | (103) | (94) |
Currency Translation Adjustment | (270) | (122) |
Accumulated Other Comprehensive Loss | $ (377) | $ (224) |
COMMITMENTS (Details)
COMMITMENTS (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Long-term Purchase Commitment [Line Items] | |
Minimum purchase commitments | $ 263 |
2023 | |
Long-term Purchase Commitment [Line Items] | |
Minimum purchase commitments | 98 |
2024 | |
Long-term Purchase Commitment [Line Items] | |
Minimum purchase commitments | 55 |
2025 | |
Long-term Purchase Commitment [Line Items] | |
Minimum purchase commitments | 50 |
2026 | |
Long-term Purchase Commitment [Line Items] | |
Minimum purchase commitments | 18 |
2027 | |
Long-term Purchase Commitment [Line Items] | |
Minimum purchase commitments | 8 |
Thereafter | |
Long-term Purchase Commitment [Line Items] | |
Minimum purchase commitments | $ 34 |
BUSINESS SEGMENT AND GEOGRAPH_3
BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION - Additional Details (Details) | 12 Months Ended |
Dec. 31, 2022 paperboard_mill segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | segment | 3 |
Number of paperboard mills | paperboard_mill | 7 |
BUSINESS SEGMENT AND GEOGRAPH_4
BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION - Segment Reporting, by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 9,410 | $ 7,131 | $ 6,537 |
Net sales | 9,440 | 7,156 | 6,560 |
Income (loss) from operations | 906 | 407 | 524 |
Capital Expenditures | 549 | 802 | 646 |
Depreciation and Amortization | 553 | 489 | 476 |
Assets | 10,328 | 10,457 | 7,805 |
RUSSIAN FEDERATION | |||
Segment Reporting Information [Line Items] | |||
Asset impairment charges | 96 | ||
Operating Segments | Paperboard Mills | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,290 | 1,007 | 988 |
Income (loss) from operations | 45 | (10) | (110) |
Capital Expenditures | 336 | 615 | 444 |
Depreciation and Amortization | 242 | 231 | 249 |
Assets | 3,516 | 3,482 | 3,097 |
Operating Segments | Americas Paperboard Packaging | |||
Segment Reporting Information [Line Items] | |||
Net sales | 6,015 | 4,996 | 4,650 |
Income (loss) from operations | 800 | 456 | 639 |
Capital Expenditures | 131 | 113 | 120 |
Depreciation and Amortization | 173 | 176 | 163 |
Assets | 3,822 | 3,682 | 3,327 |
Operating Segments | Europe Paperboard Packaging | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,973 | 992 | 765 |
Income (loss) from operations | 59 | 82 | 66 |
Capital Expenditures | 43 | 37 | 40 |
Depreciation and Amortization | 109 | 53 | 41 |
Assets | 2,474 | 2,669 | 746 |
Corporate/Other/Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | 162 | 161 | 157 |
Income (loss) from operations | 2 | (121) | (71) |
Capital Expenditures | 39 | 37 | 42 |
Depreciation and Amortization | 29 | 29 | 23 |
Assets | $ 516 | $ 624 | $ 635 |
BUSINESS SEGMENT AND GEOGRAPH_5
BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION - Segment Reporting, by Geographic Area (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 9,410 | $ 7,131 | $ 6,537 |
Net Sales | 9,440 | 7,156 | 6,560 |
Long-Lived Assets | 4,579 | 4,677 | 3,560 |
Reportable Geographical Components | Americas | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 6,741 | 5,543 | 5,200 |
Long-Lived Assets | 3,813 | 3,865 | 3,253 |
Reportable Geographical Components | International | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 2,699 | 1,613 | 1,360 |
Long-Lived Assets | $ 766 | $ 812 | $ 307 |
EARNINGS PER SHARE - Basic and
EARNINGS PER SHARE - Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||
Net Income Attributable to Graphic Packaging Holding Company | $ 522 | $ 204 | $ 167 |
Weighted Average Shares: | |||
Basic (in shares) | 308.8 | 297.1 | 278.8 |
Dilutive effect of RSUs (in shares) | 0.7 | 0.8 | 0.8 |
Diluted (in shares) | 309.5 | 297.9 | 279.6 |
Earnings Per Share — Basic (in dollars per share) | $ 1.69 | $ 0.69 | $ 0.60 |
Earnings Per Share — Diluted (in dollars per share) | $ 1.69 | $ 0.68 | $ 0.60 |
CHANGES IN ACCUMULATED OTHER _3
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS - Changes in AOCI (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | $ 1,893 | $ 1,840 | $ 2,057 |
Other Comprehensive Income (Loss) before Reclassifications | (156) | ||
Amounts Reclassified from Accumulated Other Comprehensive (Loss) Income | 2 | ||
Total Other Comprehensive Loss, Net of Tax | (154) | ||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | (154) | 23 | 162 |
Ending balance | 2,150 | 1,893 | 1,840 |
Derivatives Instruments | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (8) | ||
Other Comprehensive Income (Loss) before Reclassifications | 3 | ||
Amounts Reclassified from Accumulated Other Comprehensive (Loss) Income | 1 | ||
Total Other Comprehensive Loss, Net of Tax | 4 | ||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | 4 | 5 | 4 |
Ending balance | (4) | (8) | |
Derivative Instruments, noncontrolling interest | |||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | 0 | ||
Pension and Postretirement Benefit Plans | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (94) | ||
Other Comprehensive Income (Loss) before Reclassifications | (10) | ||
Amounts Reclassified from Accumulated Other Comprehensive (Loss) Income | 1 | ||
Total Other Comprehensive Loss, Net of Tax | (9) | ||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | (9) | 45 | 100 |
Ending balance | (103) | (94) | |
Pension and Postretirement Benefit Plans, noncontrolling interest | |||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | 0 | ||
Currency Translation Adjustments | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (122) | ||
Other Comprehensive Income (Loss) before Reclassifications | (149) | ||
Amounts Reclassified from Accumulated Other Comprehensive (Loss) Income | 0 | ||
Total Other Comprehensive Loss, Net of Tax | (149) | ||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | (148) | (28) | 17 |
Ending balance | (122) | ||
Currency Translation Adjustments, noncontrolling interest | |||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | 1 | ||
Currency Translation Adjustments | |||
Less: | |||
Ending balance | (270) | ||
Total, noncontrolling interest | |||
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | 1 | ||
Accumulated Other Comprehensive (Loss) Income | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (224) | (246) | (367) |
Less: | |||
Net Current-period Other Comprehensive Income Attributable to Noncontrolling Interest | (153) | 22 | 121 |
Ending balance | $ (377) | $ (224) | $ (246) |
CHANGES IN ACCUMULATED OTHER _4
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS - Reclassifications out of AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Cost of Sales | $ 7,610 | $ 6,085 | $ 5,460 | |
Total before Tax | (716) | (289) | (244) | |
Income Tax Expense (Benefit) | 194 | 74 | 42 | |
Total, Net of Tax | (522) | (216) | (203) | |
Total Reclassifications for the Period | (522) | $ (215) | $ (202) | |
Interest Rate Swap | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Income Tax Expense (Benefit) | $ 10 | 10 | ||
Reclassification out of Accumulated Other Comprehensive Income | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total Reclassifications for the Period | 2 | |||
Reclassification out of Accumulated Other Comprehensive Income | Derivative Instruments Gain (Loss) | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total before Tax | (12) | |||
Income Tax Expense (Benefit) | 13 | |||
Total, Net of Tax | 1 | |||
Reclassification out of Accumulated Other Comprehensive Income | Derivative Instruments Gain (Loss) | Commodity Contract | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Cost of Sales | (12) | |||
Reclassification out of Accumulated Other Comprehensive Income | Pension and Postretirement Benefit Plans | Pension Benefits | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Prior Service Costs (Credits) | 3 | |||
Total before Tax | 3 | |||
Income Tax Expense (Benefit) | (1) | |||
Total, Net of Tax | 2 | |||
Reclassification out of Accumulated Other Comprehensive Income | Pension and Postretirement Benefit Plans | Other Postretirement Benefits Plan | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Actuarial Losses (Gains) | (2) | |||
Income Tax Expense (Benefit) | 1 | |||
Total, Net of Tax | $ (1) |
EXIT ACTIVITIES - Additional In
EXIT ACTIVITIES - Additional Information (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 facility | Sep. 30, 2021 mill | Dec. 31, 2022 USD ($) mill | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | $ 10 | $ 21 | $ 25 | ||
Facility Closing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of mills expected to close | mill | 2 | 2 | |||
Number of mills remaining open | 1 | 1 | |||
Restructuring costs | $ 17 | $ 38 | $ 51 | ||
Facility Closing | Two CRB Mills | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 2 | ||||
Accelerated depreciation related to plant closure | 17 | ||||
One-time Termination Benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected costs associated with closures associated with severance activity | 15 | ||||
Start Up Costs | Construction-in-Progress | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | $ 52 |
EXIT ACTIVITIES - Restructuring
EXIT ACTIVITIES - Restructuring and Related Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||
Total | $ 17 | $ 38 | $ 51 |
Special Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Asset Write-offs and Start-Up Costs | 9 | 0 | 14 |
Special Charges | One-time Termination Benefits | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance Costs and Other | 1 | 21 | 11 |
Cost of Sales | Facility Closing | |||
Restructuring Cost and Reserve [Line Items] | |||
Accelerated Depreciation | $ 7 | $ 17 | $ 26 |
EXIT ACTIVITIES - Roll Forward
EXIT ACTIVITIES - Roll Forward (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Reserve [Roll Forward] | ||
Beginning balance | $ 8 | $ 12 |
Costs Incurred | 1 | 21 |
Payments | (6) | (20) |
Adjustments | (2) | (5) |
Ending balance | $ 1 | $ 8 |
IMPAIRMENT AND DIVESTITURE OF_3
IMPAIRMENT AND DIVESTITURE OF RUSSIAN BUSINESS - Narrative (Details) $ in Millions | 3 Months Ended | 12 Months Ended |
Jun. 30, 2022 foldingCartonFacility | Dec. 31, 2022 USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of folding carton facilities | foldingCartonFacility | 2 | |
Disposal group’s outstanding shares (in percent) | 100% | |
Discontinued Operations, Held-for-sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Pre-tax loss | $ 84 | |
Intercompany note receivable | 15 | |
Goodwill | 12 | |
Discontinued Operations, Held-for-sale | Total, beginning of period | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cumulative translation adjustment | 4 | |
Discontinued Operations, Held-for-sale | Notes Receivable | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Intercompany note receivable | $ 32 |
IMPAIRMENT AND DIVESTITURE OF_4
IMPAIRMENT AND DIVESTITURE OF RUSSIAN BUSINESS - Summarizes of Assets and Liabilities (Details) - Discontinued Operations, Held-for-sale $ in Millions | Dec. 31, 2022 USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash and Cash Equivalents | $ 5 |
Receivables, Net | 15 |
Inventories | 19 |
Property, Plant and Equipment, Net | 24 |
Intangible Assets, Net | 15 |
Assets Held for Sale | 78 |
Valuation Allowance to Adjust Carrying Value of Russian Operations to Fair Value Less Costs to Sell | (84) |
Total Assets Held for Sale, Net Included in Other Current Assets | (6) |
Short-Term Debt and Current Portion of Long-Term Debt | 0 |
Accounts Payable | 4 |
Other Accrued Liabilities | 1 |
Deferred Income Tax Liabilities | 7 |
Total Liabilities Held for Sale Included in Other Current Accrued Liabilities | $ 12 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - International Paper Company - NACP Combination $ in Millions | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Product And Services, Fiber Procurement And Corrugated Products | |
Related Party Transaction [Line Items] | |
Payments to Suppliers | $ 4 |
Product And Services, Wood | |
Related Party Transaction [Line Items] | |
Payments to Suppliers | 81 |
Products And Services, Ink Supply | |
Related Party Transaction [Line Items] | |
Payments to Suppliers | $ 13 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event - USD ($) $ in Millions | Jan. 31, 2023 | Feb. 07, 2023 |
Tama Paperboard, LLC | ||
Subsequent Event [Line Items] | ||
Total Purchase Consideration | $ 100 | |
CRB Mill | ||
Subsequent Event [Line Items] | ||
Investments | $ 1,000 |