Related Party Transactions | Note 12 – Related Party Transactions We historically operated as part of RGHL Group. In preparation for our IPO, RGHL Group transferred its interest in us to Packaging Finance Limited (“PFL”). PFL owns the majority of our outstanding common stock and is the sole shareholder of RGHL Group. In addition to the allocation of expenses for certain services related to group wide functions provided by RGHL Group discussed in Note 1, other transactions between us and RGHL Group are described below. Transactions Related to our Separation from RGHL Group On January 30, 2020, we repurchased all of the U.S. accounts receivable that we previously sold through RGHL Group’s securitization facility for $264 million, $240 million of which was settled in cash and the remaining amount used to settle certain current related party receivables. The cash to purchase these receivables was provided by an increase in related party borrowings, which was subsequently settled as discussed below. On January 30, 2020, our outstanding borrowings, net of deferred financing transaction costs and original issue discounts plus accrued interest incurred under the RGHL Group Credit Agreement were reallocated to an entity within RGHL Group and on February 4, 2020, we were fully and unconditionally released from the security and guarantee arrangements relating to RGHL Group’s borrowings. This reallocation resulted in a payment to RGHL Group of $8 million for accrued interest and an increase of $2,001 million in related party borrowings, which was subsequently settled as discussed below. On February 4, 2020, we repaid $3,627 million of related party borrowings and $22 million of related party accrued interest owing to RGHL Group and capitalized, as additional paid-in capital without the issuance of any additional shares, the remaining $831 million balance of the related party borrowings owing to RGHL Group. On February 4, 2020, we entered into a transition services agreement with Reynolds Group Holdings Inc. whereby RGHL Group will continue to provide certain administrative services to us, including information technology services; accounting, treasury, financial reporting and transaction support; human resources; procurement; tax, legal and compliance related services; and other corporate services for up to 24 months. In addition, we entered into a transition services agreement with Rank Group Limited whereby, upon our request, Rank Group Limited will provide certain administrative services to us, including financial reporting, consulting and compliance services, insurance procurement and human resources support, legal and corporate secretarial support, and related services for up to 24 months. For the three months ended March 31, 2020, we incurred $3 million related to transition services included in selling, general and administrative expenses in our condensed consolidated statements of income. On-going Related Party Transactions For the three months ended March 31, 2020 and 2019, revenues from product sold to RGHL Group were $39 and $40 million, respectively. For the three months ended March 31, 2020 and 2019, products purchased from RGHL Group were $83 million and $124 million, respectively. For the three months ended March 31, 2020 and 2019, RGHL Group charged us $26 million and $34 million, respectively, of their freight and warehousing costs, which were included in cost of sales. Furthermore, $23 million of the dividend payable as of March 31, 2020 is due to PFL. The resulting related party receivables and payables are settled regularly with RGHL Group in the normal course of business. |