Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 000-22117 | |
Entity Registrant Name | SILGAN HOLDINGS INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 06-1269834 | |
Entity Address, Address Line One | 4 Landmark Square | |
Entity Address, City or Town | Stamford, | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06901 | |
City Area Code | 203 | |
Local Phone Number | 975-7110 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | SLGN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 110,399,361 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000849869 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Current assets: | |||
Cash and cash equivalents | $ 190,131 | $ 409,481 | $ 614,846 |
Trade accounts receivable, net | 738,088 | 619,535 | 600,698 |
Inventories | 788,637 | 677,534 | 697,808 |
Prepaid expenses and other current assets | 102,382 | 92,643 | 68,993 |
Total current assets | 1,819,238 | 1,799,193 | 1,982,345 |
Property, plant and equipment, net | 1,811,593 | 1,840,758 | 1,553,867 |
Goodwill | 1,701,040 | 1,741,496 | 1,148,991 |
Other intangible assets, net | 613,220 | 637,208 | 356,542 |
Other assets, net | 496,381 | 492,931 | 486,793 |
Assets, total | 6,441,472 | 6,511,586 | 5,528,538 |
Current liabilities: | |||
Revolving loans and current portion of long-term debt | 195,122 | 28,036 | 854,653 |
Trade accounts payable | 629,494 | 802,541 | 504,481 |
Accrued payroll and related costs | 105,745 | 130,088 | 66,772 |
Accrued liabilities | 224,747 | 230,955 | 217,928 |
Total current liabilities | 1,155,108 | 1,191,620 | 1,643,834 |
Long-term debt | 3,163,292 | 3,223,217 | 2,174,571 |
Deferred income taxes | 357,587 | 355,995 | 264,047 |
Other liabilities | 489,129 | 487,881 | 425,511 |
Stockholders’ equity: | |||
Common stock | 1,751 | 1,751 | 1,751 |
Paid-in capital | 309,635 | 306,363 | 292,283 |
Retained earnings | 2,452,996 | 2,395,395 | 2,184,691 |
Accumulated other comprehensive loss | (291,806) | (260,953) | (297,697) |
Treasury stock | (1,196,220) | (1,189,683) | (1,160,453) |
Total stockholders’ equity | 1,276,356 | 1,252,873 | 1,020,575 |
Liabilities and equity, total | $ 6,441,472 | $ 6,511,586 | $ 5,528,538 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Net sales | $ 1,238,110 | $ 1,030,384 |
Cost of goods sold | 1,016,644 | 845,286 |
Gross profit | 221,466 | 185,098 |
Selling, general and administrative expenses | 97,379 | 89,863 |
Rationalization charges | 10,357 | 2,799 |
Other pension and postretirement income | (12,819) | (9,705) |
Income before interest and income taxes | 126,549 | 102,141 |
Interest and other debt expense before loss on early extinguishment of debt | 26,423 | 23,489 |
Loss on early extinguishment of debt | 883 | 1,481 |
Interest and other debt expense | 27,306 | 24,970 |
Income before income taxes | 99,243 | 77,171 |
Provision for income taxes | 25,962 | 19,571 |
Net income | $ 73,281 | $ 57,600 |
Earnings per share | ||
Basic net income per share (usd per share) | $ 0.66 | $ 0.52 |
Diluted net income per share (usd per share) | $ 0.66 | $ 0.52 |
Weighted average number of shares | ||
Basic (in shares) | 110,206 | 110,862 |
Effect of dilutive securities (in shares) | 824 | 570 |
Diluted (in shares) | 111,030 | 111,432 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 73,281 | $ 57,600 |
Other comprehensive income (loss), net of tax: | ||
Changes in net prior service credit and actuarial losses | 1,878 | 939 |
Change in fair value of derivatives | 641 | (2,455) |
Foreign currency translation | (33,372) | (36,439) |
Other comprehensive loss | (30,853) | (37,955) |
Comprehensive income | $ 42,428 | $ 19,645 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows provided by (used in) operating activities: | ||
Net income | $ 73,281 | $ 57,600 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 60,872 | 51,090 |
Rationalization charges | 10,357 | 2,799 |
Stock compensation expense | 5,010 | 4,483 |
Loss on early extinguishment of debt | 883 | 1,481 |
Other changes that provided (used) cash, net of effects from acquisition: | ||
Trade accounts receivable, net | (103,549) | (103,975) |
Inventories | (118,132) | (68,965) |
Trade accounts payable | (59,825) | (126,728) |
Accrued liabilities | (32,062) | 20,443 |
Other, net | (8,983) | (6,364) |
Net cash used in operating activities | (172,148) | (168,136) |
Cash flows provided by (used in) investing activities: | ||
Purchase of business, net of cash acquired | 0 | (39,828) |
Capital expenditures | (68,764) | (65,147) |
Other, net | 402 | 534 |
Net cash used in investing activities | (68,362) | (104,441) |
Cash flows provided by (used in) financing activities: | ||
Borrowings under revolving loans | 170,457 | 877,114 |
Repayments under revolving loans | (31,310) | (48,970) |
Proceeds from issuance of long-term debt | 499,725 | 739,661 |
Repayments of long-term debt | (500,000) | (766,170) |
Changes in outstanding checks - principally vendors | (84,216) | (79,006) |
Dividends paid on common stock | (16,055) | (13,771) |
Debt issuance costs | (4,633) | (7,544) |
Repurchase of common stock | (8,275) | (12,664) |
Net cash provided by financing activities | 25,693 | 688,650 |
Effect of exchange rate changes on cash and cash equivalents | (4,533) | (5,051) |
Cash and cash equivalents: | ||
Net (decrease) increase | (219,350) | 411,022 |
Balance at beginning of year | 409,481 | 203,824 |
Balance at end of period | 190,131 | 614,846 |
Interest paid, net | 31,655 | 23,518 |
Income taxes paid, net | $ 15,297 | $ 22,056 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Paid-in Capital | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning balance at Dec. 31, 2019 | $ 1,751 | $ 289,422 | $ 2,141,302 | $ (665) | $ (259,742) | $ (1,149,411) | |
Beginning balance (in shares) at Dec. 31, 2019 | 110,780 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 313 | ||||||
Repurchases of common stock (in shares) | (259) | ||||||
Repurchases of common stock | (6,934) | ||||||
Stock compensation expense | 4,483 | ||||||
Net issuance of treasury stock for vested restricted stock units | (1,622) | (4,108) | |||||
Net income | $ 57,600 | 57,600 | |||||
Dividends declared on common stock | (13,546) | ||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | ||||||
Other comprehensive loss | (37,955) | ||||||
Ending balance at Mar. 31, 2020 | $ 1,020,575 | $ 1,751 | 292,283 | 2,184,691 | (297,697) | (1,160,453) | |
Ending balance (in shares) at Mar. 31, 2020 | 110,834 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Dividends declared on common stock per share (usd per share) | $ 0.12 | ||||||
Beginning balance at Dec. 31, 2020 | $ 1,252,873 | $ 1,751 | 306,363 | 2,395,395 | $ 0 | (260,953) | (1,189,683) |
Beginning balance (in shares) at Dec. 31, 2020 | 110,057 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net issuance of treasury stock for vested restricted stock units (in shares) | 329 | ||||||
Repurchases of common stock (in shares) | 0 | ||||||
Repurchases of common stock | 0 | ||||||
Stock compensation expense | 5,010 | ||||||
Net issuance of treasury stock for vested restricted stock units | (1,738) | (6,537) | |||||
Net income | 73,281 | 73,281 | |||||
Dividends declared on common stock | (15,680) | ||||||
Other comprehensive loss | (30,853) | ||||||
Ending balance at Mar. 31, 2021 | $ 1,276,356 | $ 1,751 | $ 309,635 | $ 2,452,996 | $ (291,806) | $ (1,196,220) | |
Ending balance (in shares) at Mar. 31, 2021 | 110,386 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Dividends declared on common stock per share (usd per share) | $ 0.14 |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation. The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year. The Condensed Consolidated Balance Sheet at December 31, 2020 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020. Effective with the first quarter of 2021, we renamed our Closures segment as our Dispensing and Specialty Closures segment and our Plastic Containers segment as our Custom Containers segment, in each case to better capture the evolving nature of their products and our ongoing strategic focus. Each of these segments continues to consist of the same operations as prior to it being renamed. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2021 | |
Revenue Recognition [Abstract] | |
Revenue | Revenue The following tables present our revenues disaggregated by reportable segment and geography as they best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Revenues by segment for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Dispensing and Specialty Closures $ 509,352 $ 357,151 Metal Containers 554,081 508,519 Custom Containers 174,677 164,714 $ 1,238,110 $ 1,030,384 Revenues by geography for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) North America $ 898,402 $ 822,405 Europe and other 339,708 207,979 $ 1,238,110 $ 1,030,384 |
Rationalization Charges
Rationalization Charges | 3 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Rationalization Charges | Rationalization Charges We continually evaluate cost reduction opportunities across each of our segments, including rationalizations of our existing facilities through plant closings and downsizings. We use a disciplined approach to identify opportunities that generate attractive cash returns. Rationalization charges by segment for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Dispensing and Specialty Closures $ 5,231 $ 742 Metal Containers 5,021 1,963 Custom Containers 105 94 $ 10,357 $ 2,799 Activity in reserves for our rationalization plans were as follows: Employee Plant Non-Cash Total (Dollars in thousands) Balance at December 31, 2020 $ 41,005 $ 555 $ — $ 41,560 Charged to expense 5,670 355 4,332 10,357 Utilized and currency translation (1,535) (455) (4,332) (6,322) Balance at March 31, 2021 $ 45,140 $ 455 $ — $ 45,595 Non-cash asset write-downs were the result of comparing the carrying value of certain production related assets to their fair value using estimated future discounted cash flows, a Level 3 fair value measurement (see Note 7 for information regarding a Level 3 fair value measurement). Rationalization reserves as of March 31, 2021 were recorded in our Condensed Consolidated Balance Sheets as accrued liabilities of $8.9 million and other liabilities of $36.7 million. Exclusive of the footprint optimization plan for our Metal Container segment and our resulting withdrawal from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan, announced in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $2.5 million and $8.3 million, respectively. Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $1.1 million per year and be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $3.1 million annually through 2040. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Accumulated other comprehensive loss is reported in our Condensed Consolidated Statements of Stockholders’ Equity. Amounts included in accumulated other comprehensive loss, net of tax, were as follows: Unrecognized Net Change in Fair Foreign Total (Dollars in thousands) Balance at December 31, 2020 $ (168,604) $ (4,656) $ (87,693) $ (260,953) Other comprehensive loss before reclassifications — 162 (33,372) (33,210) Amounts reclassified from accumulated other comprehensive loss 1,878 479 — 2,357 Other comprehensive loss 1,878 641 (33,372) (30,853) Balance at March 31, 2021 $ (166,726) $ (4,015) $ (121,065) $ (291,806) The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three months ended March 31, 2021, were net (losses) of $(2.6) million, excluding an income tax benefit of $0.7 million. These net (losses) consisted of amortization of net actuarial (losses) of $(3.0) million and amortization of net prior service credit of $0.4 million. Amortization of net actuarial losses and net prior service credit was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income. See Note 9 for further information. The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the three months ended March 31, 2021 were not significant. Other comprehensive loss before reclassifications related to foreign currency translation for the three months ended March 31, 2021, consisted of (i) foreign currency (losses) related to translation of quarter end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S. dollar of $(51.7) million, (ii) foreign currency gains related to intra-entity foreign currency transactions that are of a long-term investment nature of $0.4 million, and (iii) foreign currency gains related to our net investment hedges of $23.5 million, excluding an income tax (provision) of $(5.6) million. See Note 7 for further discussion. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: March 31, 2021 March 31, 2020 Dec. 31, 2020 (Dollars in thousands) Raw materials $ 263,580 $ 261,058 $ 270,066 Work-in-process 167,137 148,034 167,100 Finished goods 452,553 432,085 335,346 Other 14,955 13,126 14,610 898,225 854,303 787,122 Adjustment to value inventory at cost on the LIFO method (109,588) (156,495) (109,588) $ 788,637 $ 697,808 $ 677,534 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: March 31, 2021 March 31, 2020 Dec. 31, 2020 (Dollars in thousands) Bank debt Bank revolving loans $ 137,000 $ 827,000 $ — U.S. term loans 400,000 — 900,000 Other foreign bank revolving and term loans 60,030 29,239 30,407 Total bank debt 597,030 856,239 930,407 4¾% Senior Notes 300,000 300,000 300,000 3¼% Senior Notes 763,945 713,490 795,307 4⅛% Senior Notes 600,000 600,000 600,000 2¼% Senior Notes 587,650 548,839 611,775 1.4% Senior Secured Notes 500,000 — — Finance leases 33,936 32,582 34,480 Total debt - principal 3,382,561 3,051,150 3,271,969 Less unamortized debt issuance costs and debt discount 24,147 21,926 20,716 Total debt 3,358,414 3,029,224 3,251,253 Less current portion 195,122 854,653 28,036 $ 3,163,292 $ 2,174,571 $ 3,223,217 At March 31, 2021, the current portion of long-term debt consisted of $137.0 million of bank revolving loans under our amended and restated senior secured credit facility, or the Credit Agreement, $56.2 million of other foreign bank revolving and term loans and $1.9 million of finance leases. On February 1, 2021, we and certain of our subsidiaries entered into a Second Amendment to Amended and Restated Credit Agreement, or the Second Amendment, with certain lenders party thereto and Wells Fargo Bank, National Association, as administrative agent under the Credit Agreement. The Second Amendment amends the Credit Agreement to provide us with additional flexibility to issue new senior secured notes with related guarantees from our U.S. subsidiaries, which new senior secured notes and related guarantees may be secured on a pari passu basis with the U.S. Obligations by the U.S. Collateral (each as defined in the Second Amendment). The Second Amendment also makes minor technical changes and allows for certain additional internal corporate reorganizations. 1.4% SENIOR SECURED NOTES On February 10, 2021, we issued $500.0 million aggregate principal amount of our 1.4% Senior Secured Notes due 2026, or the 1.4% Notes, at 99.945 percent of their principal amount, in a private placement in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended. The proceeds from the sale of the 1.4% Notes were $499.7 million. We used the proceeds from the sale of the 1.4% Notes to prepay $500.0 million of our outstanding term loans under the Credit Agreement. We paid the initial purchasers’ discount and offering expenses related to the sale of the 1.4% Notes with cash on hand. As a result of this prepayment, we recorded a pre-tax charge for the loss on early extinguishment of debt of $0.9 million during the first quarter of 2021 for the write-off of unamortized debt issuance costs. The 1.4% Notes are guaranteed on a senior secured basis by our U.S. subsidiaries that guarantee the Credit Agreement. The 1.4% Notes are not guaranteed by any of our subsidiaries that do not guarantee the Credit Agreement, any of our foreign subsidiaries or any of our non-wholly owned subsidiaries. The 1.4% Notes and related guarantees are secured by pledges of equity interests, or the Collateral, that are owned by us and by each subsidiary guarantor, which equity interests are the same equity interests pledged to secure the obligations of U.S. borrowers under the Credit Agreement. The 1.4% Notes will share equally in the Collateral with the Credit Agreement. The guarantee of each such subsidiary guarantor will be released to the extent such subsidiary no longer guarantees the Credit Agreement and in certain other circumstances, and the Collateral pledged by such subsidiary guarantor will also be released upon the release of such subsidiary guarantor’s guarantee. The 1.4% Notes and related guarantees are senior secured obligations of us and the subsidiary guarantors. The 1.4% Notes and related guarantees rank equally in right of payment with all of our and the subsidiary guarantors’ existing and future senior indebtedness, including under the Credit Agreement and our 4¾% Senior Notes due 2025, or the 4¾% Notes, our 3¼% Senior Notes due 2025, or the 3¼% Notes, our 4⅛% Senior Notes due 2028, or the 4⅛% Notes, and our 2¼% Senior Notes due 2028, or the 2¼% Notes; are senior in right of payment to all of our and the subsidiary guarantors’ future indebtedness that is by its terms expressly subordinated in right of payment to the 1.4% Notes; rank equally in right of payment to all of our and the subsidiary guarantors’ existing and future senior secured indebtedness (including indebtedness under the Credit Agreement) that is secured by the Collateral on a first-priority basis, to the extent of the value of the Collateral; rank effectively senior to all of our and the subsidiary guarantors’ existing and future unsecured indebtedness and indebtedness secured on a junior basis, in each case to the extent of the value of the Collateral; rank effectively junior to all existing and future indebtedness that is secured by liens on assets that do not constitute a part of the Collateral, to the extent of the value of such assets; and are structurally subordinated to all existing and future indebtedness and other liabilities of each of our existing and future subsidiaries that do not guarantee the 1.4% Notes. As a result of the guarantees by the subsidiary guarantors of the 1.4% Notes, such subsidiaries were also required to guarantee, and have now guaranteed, on a senior unsecured basis the 4¾% Notes, the 3¼% Notes, the 4⅛% Notes and the 2¼% Notes pursuant to supplemental indentures to the indenture for the 4¾% Notes and the 3¼% Notes, the indenture for the 4⅛% Notes and the indenture for the 2¼% Notes. The 1.4% Notes are not, and are not required to be, registered under the Securities Act of 1933, as amended. The 1.4% Notes mature on April 1, 2026. Interest on the 1.4% Notes will be payable semi-annually in cash on April 1 and October 1 of each year, beginning on October 1, 2021. The 1.4% Notes were issued pursuant to an indenture by and among Silgan, certain of our U.S. subsidiaries and Wells Fargo Bank, National Association, as trustee and collateral agent, which indenture contains covenants that are generally less restrictive than those in the Credit Agreement and substantially similar to the covenants in the indenture for the 4¾% Notes and the 3¼% Notes, the indenture for the 4⅛% Notes and the indenture for the 2¼% Notes. Prior to March 1, 2026 (one month prior to the maturity date of the 1.4% Notes, or the Par Call Date) the 1.4% Notes will be redeemable at a redemption price equal to the greater of (i) 100 percent of the principal amount of the 1.4% Notes to be redeemed and (ii) the principal amount of the 1.4% Notes plus a “make-whole” amount, plus, in each case, accrued and unpaid interest thereon to the redemption date. On or after the Par Call Date, the 1.4% Notes will be redeemable at a redemption price equal to 100 percent of the aggregate principal amount of any 1.4% Notes being redeemed, plus accrued and unpaid interest thereon to the redemption date. We will be required to make an offer to repurchase the 1.4% Notes at a repurchase price equal to 101 percent of their principal amount, plus accrued and unpaid interest to the date of repurchase, upon the occurrence of a change of control repurchase event as provided in the indenture for the 1.4% Notes. |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
Financial Instruments | Financial Instruments The financial instruments recorded in our Condensed Consolidated Balance Sheets include cash and cash equivalents, trade accounts receivable, trade accounts payable, debt obligations and swap agreements. Due to their short-term maturity, the carrying amounts of trade accounts receivable and trade accounts payable approximate their fair market values. The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at March 31, 2021: Carrying Fair (Dollars in thousands) Assets: Cash and cash equivalents $ 190,131 $ 190,131 Liabilities: Bank debt $ 597,030 $ 597,030 4¾% Notes 300,000 304,950 3¼% Notes 763,945 770,515 4⅛% Notes 600,000 616,380 2¼% Notes 587,650 590,412 1.4% Notes 500,000 489,400 Fair Value Measurements GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). GAAP classifies the inputs used to measure fair value into a hierarchy consisting of three levels. Level 1 inputs represent unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs represent unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 inputs represent unobservable inputs for the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Financial Instruments Measured at Fair Value The financial assets and liabilities that were measured on a recurring basis at March 31, 2021 consisted of our cash and cash equivalents and derivative instruments. We measured the fair value of cash and cash equivalents using Level 1 inputs. We measured the fair value of our derivative instruments using the income approach. The fair value of our derivative instruments reflects the estimated amounts that we would pay or receive based on the present value of the expected cash flows derived from market interest rates and prices. As such, these derivative instruments were classified within Level 2. Financial Instruments Not Measured at Fair Value Our bank debt, 4¾% Notes, 3¼% Notes, 4⅛% Notes, 2¼% Notes and 1.4% Notes were recorded at historical amounts in our Condensed Consolidated Balance Sheets, as we have not elected to measure them at fair value. We measured the fair value of our variable rate bank debt using the market approach based on Level 2 inputs. Fair values of the 4¾% Notes, 3¼% Notes, 4⅛% Notes, 2¼% Notes and 1.4% Notes were estimated based on quoted market prices, a Level 1 input. Derivative Instruments and Hedging Activities Our derivative financial instruments were recorded in the Condensed Consolidated Balance Sheets at their fair values. Changes in fair values of derivatives are recorded in each period in earnings or comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction. We utilize certain derivative financial instruments to manage a portion of our interest rate and natural gas cost exposures. We generally limit our use of derivative financial instruments to interest rate and natural gas swap agreements. We do not engage in trading or other speculative uses of these financial instruments. For a financial instrument to qualify as a hedge, we must be exposed to interest rate or price risk, and the financial instrument must reduce the exposure and be designated as a hedge. Financial instruments qualifying for hedge accounting must maintain a high correlation between the hedging instrument and the item being hedged, both at inception and throughout the hedged period. We utilize certain internal hedging strategies to minimize our foreign currency exchange rate risk. Net investment hedges that qualify for hedge accounting result in the recognition of foreign currency gains or losses, net of tax, in accumulated other comprehensive loss. We generally do not utilize external derivative financial instruments to manage our foreign currency exchange rate risk. Interest Rate Swap Agreements We have entered into two U.S. dollar interest rate swap agreements, each for $50.0 million notional principal amount, to manage a portion of our exposure to interest rate fluctuations. These agreements have a fixed rate of 2.878 percent and mature on March 24, 2023. The difference between amounts to be paid or received on our interest rate swap agreements is recorded in interest and other debt expense in our Condensed Consolidated Statements of Income and was not significant for the three months ended March 31, 2021. These agreements are with a financial institution which is expected to fully perform under the terms thereof. The total fair value of our interest rate swap agreements in effect at March 31, 2021 was not significant. Natural Gas Swap Agreements We have entered into natural gas swap agreements to manage a portion of our exposure to fluctuations in natural gas prices. The difference between amounts to be paid or received on our natural gas swap agreements is recorded in cost of goods sold in our Condensed Consolidated Statements of Income and was not significant for the three months ended March 31, 2021. These agreements are with a financial institution which is expected to fully perform under the terms thereof. The total fair value of our natural gas swap agreements in effect at March 31, 2021 was not significant. Foreign Currency Exchange Rate Risk In an effort to minimize foreign currency exchange rate risk, we have financed acquisitions of foreign operations primarily with borrowings denominated in Euros and Canadian dollars. In addition, where available, we have borrowed funds in local currency or implemented certain internal hedging strategies to minimize our foreign currency exchange rate risk related to foreign operations, including net investment hedges related to the 3¼% Notes which are Euro denominated. Foreign currency gains related to our net investment hedges included in accumulated other comprehensive loss for the three months ended March 31, 2021 were $23.5 million. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies A competition authority in Germany commenced an antitrust investigation in 2015 involving the industry association for metal packaging in Germany and its members, including our metal closures and metal container subsidiaries in Germany. At the end of April 2018, the European Commission commenced an antitrust investigation involving the metal packaging industry in Europe including our metal closures and metal container subsidiaries, which should effectively close out the investigation in Germany. Given the current stage of the investigation, we cannot reasonably assess what actions may result from these investigations or estimate what costs we may incur as a result thereof. We are a party to other legal proceedings, contract disputes and claims arising in the ordinary course of our business. We are not a party to, and none of our properties are subject to, any pending legal proceedings which could have a material adverse effect on our business or financial condition. |
Retirement Benefits
Retirement Benefits | 3 Months Ended |
Mar. 31, 2021 | |
Retirement Benefits [Abstract] | |
Retirement Benefits | Retirement Benefits The components of the net periodic pension benefit credit for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Service cost $ 3,788 $ 3,486 Interest cost 4,354 5,710 Expected return on plan assets (19,848) (17,993) Amortization of prior service cost 58 55 Amortization of actuarial losses 3,026 2,934 Net periodic benefit credit $ (8,622) $ (5,808) The components of the net periodic other postretirement benefit credit for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Service cost $ 28 $ 23 Interest cost 95 142 Amortization of prior service credit (456) (483) Amortization of actuarial gains (48) (70) Net periodic benefit credit $ (381) $ (388) |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesSilgan and its subsidiaries file U.S. Federal income tax returns, as well as income tax returns in various states and foreign jurisdictions. The Internal Revenue Service, or IRS, has completed its review of the 2019 tax year with no change to our filed federal income tax return. We have been accepted into the Compliance Assurance Program for the 2020 and 2021 tax years which provides for the review by the IRS of tax matters relating to our tax return prior to filing. |
Treasury Stock
Treasury Stock | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Treasury Stock | Treasury Stock On October 17, 2016, our Board of Directors authorized the repurchase by us of up to an aggregate of $300.0 million of our common stock by various means from time to time through and including December 31, 2021. We did not repurchase any shares of our common stock pursuant to this authorization during the three months ended March 31, 2021. At March 31, 2021, we had approximately $76.6 million remaining under this authorization for the repurchase of our common stock. During the first three months of 2021, we issued 545,168 treasury shares which had an average cost of $3.19 per share for restricted stock units that vested during the period. In accordance with the Silgan Holdings Inc. Amended and Restated 2004 Stock Incentive Plan, we repurchased 215,934 shares of our common stock at an average cost of $38.33 to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units. We account for treasury shares using the first-in, first-out (FIFO) cost method. As of March 31, 2021, 64,726,235 shares of our common stock were held in treasury. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based CompensationWe currently have one stock-based compensation plan in effect under which we have issued options and restricted stock units to our officers, other key employees and outside directors. During the first three months of 2021, 338,700 restricted stock units were granted to certain of our officers and other key employees. The fair value of these restricted stock units at the grant date was $13.0 million, which is being amortized ratably over the respective vesting period from the grant date. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Reportable segment information for the three months ended March 31 was as follows: Dispensing and Specialty Closures Metal Custom Corporate Total (Dollars in thousands) Three Months Ended March 31, 2021 Net sales $ 509,352 $ 554,081 $ 174,677 $ — $ 1,238,110 Depreciation and amortization (1) 28,890 21,249 9,373 39 59,551 Rationalization charges 5,231 5,021 105 — 10,357 Segment income 65,645 45,614 24,486 (9,196) 126,549 Three Months Ended March 31, 2020 Net sales $ 357,151 $ 508,519 $ 164,714 $ — $ 1,030,384 Depreciation and amortization (1) 20,123 20,481 9,486 40 50,130 Rationalization charges 742 1,963 94 — 2,799 Segment income 45,229 47,479 22,047 (12,614) 102,141 _____________ (1) Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $1.3 million and $1.0 million for the three months ended March 31, 2021 and 2020, respectively. Total segment income is reconciled to income before income taxes as follows: 2021 2020 (Dollars in thousands) Total segment income $ 126,549 $ 102,141 Interest and other debt expense 27,306 24,970 Income before income taxes $ 99,243 $ 77,171 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation. The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year. The Condensed Consolidated Balance Sheet at December 31, 2020 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020. Effective with the first quarter of 2021, we renamed our Closures segment as our Dispensing and Specialty Closures segment and our Plastic Containers segment as our Custom Containers segment, in each case to better capture the evolving nature of their products and our ongoing strategic focus. Each of these segments continues to consist of the same operations as prior to it being renamed. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue Recognition [Abstract] | |
Disaggregation of Revenue | Revenues by segment for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Dispensing and Specialty Closures $ 509,352 $ 357,151 Metal Containers 554,081 508,519 Custom Containers 174,677 164,714 $ 1,238,110 $ 1,030,384 Revenues by geography for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) North America $ 898,402 $ 822,405 Europe and other 339,708 207,979 $ 1,238,110 $ 1,030,384 |
Rationalization Charges (Tables
Rationalization Charges (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Activity in Rationalization Plan Reserves | Rationalization charges by segment for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Dispensing and Specialty Closures $ 5,231 $ 742 Metal Containers 5,021 1,963 Custom Containers 105 94 $ 10,357 $ 2,799 Activity in reserves for our rationalization plans were as follows: Employee Plant Non-Cash Total (Dollars in thousands) Balance at December 31, 2020 $ 41,005 $ 555 $ — $ 41,560 Charged to expense 5,670 355 4,332 10,357 Utilized and currency translation (1,535) (455) (4,332) (6,322) Balance at March 31, 2021 $ 45,140 $ 455 $ — $ 45,595 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Amounts Included in Accumulated Other Comprehensive Loss, Net of Tax | Amounts included in accumulated other comprehensive loss, net of tax, were as follows: Unrecognized Net Change in Fair Foreign Total (Dollars in thousands) Balance at December 31, 2020 $ (168,604) $ (4,656) $ (87,693) $ (260,953) Other comprehensive loss before reclassifications — 162 (33,372) (33,210) Amounts reclassified from accumulated other comprehensive loss 1,878 479 — 2,357 Other comprehensive loss 1,878 641 (33,372) (30,853) Balance at March 31, 2021 $ (166,726) $ (4,015) $ (121,065) $ (291,806) |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following: March 31, 2021 March 31, 2020 Dec. 31, 2020 (Dollars in thousands) Raw materials $ 263,580 $ 261,058 $ 270,066 Work-in-process 167,137 148,034 167,100 Finished goods 452,553 432,085 335,346 Other 14,955 13,126 14,610 898,225 854,303 787,122 Adjustment to value inventory at cost on the LIFO method (109,588) (156,495) (109,588) $ 788,637 $ 697,808 $ 677,534 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt consisted of the following: March 31, 2021 March 31, 2020 Dec. 31, 2020 (Dollars in thousands) Bank debt Bank revolving loans $ 137,000 $ 827,000 $ — U.S. term loans 400,000 — 900,000 Other foreign bank revolving and term loans 60,030 29,239 30,407 Total bank debt 597,030 856,239 930,407 4¾% Senior Notes 300,000 300,000 300,000 3¼% Senior Notes 763,945 713,490 795,307 4⅛% Senior Notes 600,000 600,000 600,000 2¼% Senior Notes 587,650 548,839 611,775 1.4% Senior Secured Notes 500,000 — — Finance leases 33,936 32,582 34,480 Total debt - principal 3,382,561 3,051,150 3,271,969 Less unamortized debt issuance costs and debt discount 24,147 21,926 20,716 Total debt 3,358,414 3,029,224 3,251,253 Less current portion 195,122 854,653 28,036 $ 3,163,292 $ 2,174,571 $ 3,223,217 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
Summary of Carrying Amounts and Estimated Fair Values of Other Financial Instruments | The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at March 31, 2021: Carrying Fair (Dollars in thousands) Assets: Cash and cash equivalents $ 190,131 $ 190,131 Liabilities: Bank debt $ 597,030 $ 597,030 4¾% Notes 300,000 304,950 3¼% Notes 763,945 770,515 4⅛% Notes 600,000 616,380 2¼% Notes 587,650 590,412 1.4% Notes 500,000 489,400 |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | The components of the net periodic pension benefit credit for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Service cost $ 3,788 $ 3,486 Interest cost 4,354 5,710 Expected return on plan assets (19,848) (17,993) Amortization of prior service cost 58 55 Amortization of actuarial losses 3,026 2,934 Net periodic benefit credit $ (8,622) $ (5,808) The components of the net periodic other postretirement benefit credit for the three months ended March 31 were as follows: 2021 2020 (Dollars in thousands) Service cost $ 28 $ 23 Interest cost 95 142 Amortization of prior service credit (456) (483) Amortization of actuarial gains (48) (70) Net periodic benefit credit $ (381) $ (388) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Reportable Operating Segment Information | Reportable segment information for the three months ended March 31 was as follows: Dispensing and Specialty Closures Metal Custom Corporate Total (Dollars in thousands) Three Months Ended March 31, 2021 Net sales $ 509,352 $ 554,081 $ 174,677 $ — $ 1,238,110 Depreciation and amortization (1) 28,890 21,249 9,373 39 59,551 Rationalization charges 5,231 5,021 105 — 10,357 Segment income 65,645 45,614 24,486 (9,196) 126,549 Three Months Ended March 31, 2020 Net sales $ 357,151 $ 508,519 $ 164,714 $ — $ 1,030,384 Depreciation and amortization (1) 20,123 20,481 9,486 40 50,130 Rationalization charges 742 1,963 94 — 2,799 Segment income 45,229 47,479 22,047 (12,614) 102,141 _____________ (1) Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $1.3 million and $1.0 million for the three months ended March 31, 2021 and 2020, respectively. |
Reconciliation of Segment Income from Operations to Income before Income Taxes | Total segment income is reconciled to income before income taxes as follows: 2021 2020 (Dollars in thousands) Total segment income $ 126,549 $ 102,141 Interest and other debt expense 27,306 24,970 Income before income taxes $ 99,243 $ 77,171 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 1,238,110 | $ 1,030,384 | |
Trade Accounts Receivable | Unbilled Accounts Receivable | |||
Segment Reporting Information [Line Items] | |||
Contract assets | 86,400 | 68,900 | $ 83,000 |
North America | |||
Segment Reporting Information [Line Items] | |||
Net sales | 898,402 | 822,405 | |
Europe and other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 339,708 | 207,979 | |
Dispensing and Specialty Closures | |||
Segment Reporting Information [Line Items] | |||
Net sales | 509,352 | 357,151 | |
Metal Containers | |||
Segment Reporting Information [Line Items] | |||
Net sales | 554,081 | 508,519 | |
Custom Containers | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ 174,677 | $ 164,714 |
Rationalization Charges - Ratio
Rationalization Charges - Rationalization Charges by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Rationalization charges | $ 10,357 | $ 2,799 |
Dispensing and Specialty Closures | ||
Restructuring Cost and Reserve [Line Items] | ||
Rationalization charges | 5,231 | 742 |
Metal Containers | ||
Restructuring Cost and Reserve [Line Items] | ||
Rationalization charges | 5,021 | 1,963 |
Custom Containers | ||
Restructuring Cost and Reserve [Line Items] | ||
Rationalization charges | $ 105 | $ 94 |
Rationalization Charges - Activ
Rationalization Charges - Activity in Rationalization Plan Reserves (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Balance at December 31, 2020 | $ 41,560 | |
Charged to expense | 10,357 | $ 2,799 |
Utilized and currency translation | (6,322) | |
Balance at March 31, 2021 | 45,595 | |
Employee Severance and Benefits | ||
Restructuring Reserve [Roll Forward] | ||
Balance at December 31, 2020 | 41,005 | |
Charged to expense | 5,670 | |
Utilized and currency translation | (1,535) | |
Balance at March 31, 2021 | 45,140 | |
Plant Exit Costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at December 31, 2020 | 555 | |
Charged to expense | 355 | |
Utilized and currency translation | (455) | |
Balance at March 31, 2021 | 455 | |
Non-Cash Asset Write-Down | ||
Restructuring Reserve [Roll Forward] | ||
Balance at December 31, 2020 | 0 | |
Charged to expense | 4,332 | |
Utilized and currency translation | (4,332) | |
Balance at March 31, 2021 | $ 0 |
Rationalization Charges - Narra
Rationalization Charges - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve | $ 45,595 | $ 41,560 |
Other Restructuring | Rationalization Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Remaining expenses | 2,500 | |
Remaining cash expenditures | 8,300 | |
Annually Through 2040 | Central States Pension Plan withdrawal | ||
Restructuring Cost and Reserve [Line Items] | ||
Remaining cash expenditures | 3,100 | |
Accretion expense | 1,100 | |
Accrued Liabilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve | 8,900 | |
Other Liabilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve | $ 36,700 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Amounts Included in Accumulated Other Comprehensive Loss, Net of Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | $ 1,252,873 | |
Other comprehensive loss before reclassifications | (33,210) | |
Amounts reclassified from accumulated other comprehensive loss | 2,357 | |
Other comprehensive loss | (30,853) | $ (37,955) |
Ending balance | 1,276,356 | 1,020,575 |
Accumulated Other Comprehensive Loss | ||
Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (260,953) | (259,742) |
Ending balance | (291,806) | $ (297,697) |
Unrecognized Net Defined Benefit Plan Costs | ||
Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (168,604) | |
Other comprehensive loss before reclassifications | 0 | |
Amounts reclassified from accumulated other comprehensive loss | 1,878 | |
Other comprehensive loss | 1,878 | |
Ending balance | (166,726) | |
Change in Fair Value of Derivatives | ||
Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (4,656) | |
Other comprehensive loss before reclassifications | 162 | |
Amounts reclassified from accumulated other comprehensive loss | 479 | |
Other comprehensive loss | 641 | |
Ending balance | (4,015) | |
Foreign Currency Translation | ||
Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (87,693) | |
Other comprehensive loss before reclassifications | (33,372) | |
Amounts reclassified from accumulated other comprehensive loss | 0 | |
Other comprehensive loss | (33,372) | |
Ending balance | $ (121,065) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Unrecognized Net Defined Benefit Plan Costs | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Other comprehensive (loss) reclassification adjustment from AOCI | $ (2.6) |
Benefit for income taxes | 0.7 |
Amortization of net actuarial (losses), before tax | (3) |
Net prior service credit arising during period, before tax | 0.4 |
Accumulated Translation Adjustment | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Foreign currency gains (losses) | (51.7) |
Foreign currency transaction and translation gain (loss) arising during period related to intra-entity transactions of a long-term investment nature, net of tax | 0.4 |
Foreign currency (losses) gains of net investment hedges included in accumulated other comprehensive loss | 23.5 |
Foreign currency translation, tax benefit (provision) related to net investment hedges | $ (5.6) |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 263,580 | $ 270,066 | $ 261,058 |
Work-in-process | 167,137 | 167,100 | 148,034 |
Finished goods | 452,553 | 335,346 | 432,085 |
Other | 14,955 | 14,610 | 13,126 |
Inventories, gross | 898,225 | 787,122 | 854,303 |
Adjustment to value inventory at cost on the LIFO method | (109,588) | (109,588) | (156,495) |
Inventories | $ 788,637 | $ 677,534 | $ 697,808 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Debt Instrument [Line Items] | |||
Total debt - principal | $ 3,382,561 | $ 3,271,969 | $ 3,051,150 |
Less unamortized debt issuance costs and debt discount | 24,147 | 20,716 | 21,926 |
Debt long term and short term less unamortized debt issuance costs combined amount | 3,358,414 | 3,251,253 | 3,029,224 |
Less current portion | 195,122 | 28,036 | 854,653 |
Long-term debt | 3,163,292 | 3,223,217 | 2,174,571 |
Bank debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 597,030 | 930,407 | 856,239 |
Finance Leases | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 33,936 | 34,480 | 32,582 |
Bank Revolving Loans | Bank debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 137,000 | 0 | 827,000 |
Less current portion | 137,000 | ||
U S Term Loans | Bank debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 400,000 | 900,000 | 0 |
Other Foreign Bank Revolving and Term Loans | Bank debt | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 60,030 | 30,407 | 29,239 |
Less current portion | 56,200 | ||
Senior Notes | 4¾% Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 300,000 | 300,000 | 300,000 |
Senior Notes | 3¼% Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 763,945 | 795,307 | 713,490 |
Senior Notes | 4⅛% Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 600,000 | 600,000 | 600,000 |
Senior Notes | 2¼% Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 587,650 | 611,775 | 548,839 |
Senior Notes | 1.4% Notes | |||
Debt Instrument [Line Items] | |||
Total debt - principal | 500,000 | $ 0 | $ 0 |
Finance Leases | |||
Debt Instrument [Line Items] | |||
Less current portion | $ 1,900 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) $ in Thousands | Feb. 10, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||||
Long-term debt, current maturities | $ 195,122 | $ 854,653 | $ 28,036 | |
Proceeds from issuance of long-term debt | 499,725 | 739,661 | ||
Loss on early extinguishment of debt | 883 | $ 1,481 | ||
Finance Leases | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, current maturities | 1,900 | |||
Bank debt | Bank Revolving Loans | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, current maturities | 137,000 | |||
Bank debt | Other Foreign Bank Revolving and Term Loans | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, current maturities | 56,200 | |||
Bank debt | Term Loan | ||||
Debt Instrument [Line Items] | ||||
Repayments of debt | $ 500,000 | |||
Loss on early extinguishment of debt | $ 900 | |||
1.4% Notes | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 500,000 | |||
Senior note interest rate (in percentage) | 1.40% | 1.40% | ||
Debt instrument offering price percentage at principle amount | 99.945% | |||
Proceeds from issuance of long-term debt | $ 499,700 | |||
1.4% Notes | Senior Notes | Debt Instrument, Redemption - One Month prior to the Par Call Date | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption price, (in percentage) | 100.00% | |||
1.4% Notes | Senior Notes | Debt Instrument Redemption Period - Upon the Occurrence of Change of Control Repurchase Event | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption price, (in percentage) | 101.00% | |||
1.4% Notes | Senior Notes | Debt Instrument Redemption Period - On or After the Par Call Date | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption price, (in percentage) | 100.00% |
Financial Instruments - Carryin
Financial Instruments - Carrying Amounts and Estimated Fair Values of Other Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Feb. 10, 2021 |
Senior Notes | 4¾% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Senior note interest rate (in percentage) | 4.75% | |
Senior Notes | 3¼% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Senior note interest rate (in percentage) | 3.25% | |
Senior Notes | 4⅛% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Senior note interest rate (in percentage) | 4.125% | |
Senior Notes | 2¼% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Senior note interest rate (in percentage) | 2.25% | |
Senior Notes | 1.4% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Senior note interest rate (in percentage) | 1.40% | 1.40% |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | $ 190,131 | |
Carrying Amount | Bank debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 597,030 | |
Carrying Amount | Senior Notes | 4¾% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 300,000 | |
Carrying Amount | Senior Notes | 3¼% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 763,945 | |
Carrying Amount | Senior Notes | 4⅛% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 600,000 | |
Carrying Amount | Senior Notes | 2¼% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 587,650 | |
Carrying Amount | Senior Notes | 1.4% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 500,000 | |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 190,131 | |
Fair Value | Bank debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 597,030 | |
Fair Value | Senior Notes | 4¾% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 304,950 | |
Fair Value | Senior Notes | 3¼% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 770,515 | |
Fair Value | Senior Notes | 4⅛% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 616,380 | |
Fair Value | Senior Notes | 2¼% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | 590,412 | |
Fair Value | Senior Notes | 1.4% Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Bank debt | $ 489,400 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
USD Interest Rate Swap Contract One | |
Derivative [Line Items] | |
Derivative, notional amount | $ 50,000,000 |
Fixed interest rate | 2.878% |
USD Interest Rate Swap Contract Two | |
Derivative [Line Items] | |
Derivative, notional amount | $ 50,000,000 |
Fixed interest rate | 2.878% |
Accumulated Translation Adjustment | |
Derivative [Line Items] | |
Foreign currency (losses) gains of net investment hedges included in accumulated other comprehensive loss | $ 23,500,000 |
Retirement Benefits - Component
Retirement Benefits - Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Pension Benefit Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | $ 3,788 | $ 3,486 |
Interest cost | 4,354 | 5,710 |
Expected return on plan assets | (19,848) | (17,993) |
Amortization of prior service cost | 58 | 55 |
Amortization of actuarial losses | 3,026 | 2,934 |
Net periodic benefit credit | (8,622) | (5,808) |
Other Postretirement Benefit Plans, Defined Benefit | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 28 | 23 |
Interest cost | 95 | 142 |
Amortization of prior service cost | (456) | (483) |
Amortization of actuarial losses | (48) | (70) |
Net periodic benefit credit | $ (381) | $ (388) |
Treasury Stock - Additional Inf
Treasury Stock - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Oct. 17, 2016 | |
Equity, Class of Treasury Stock [Line Items] | ||
Treasury stock (in shares) | 64,726,235 | |
2016 BOD Authorized Common Stock Repurchase | ||
Equity, Class of Treasury Stock [Line Items] | ||
Stock repurchase program, additional repurchase authorization | $ 300,000,000 | |
Remaining authorized repurchase amount | $ 76,600,000 | |
2004 Amended and Restated Stock Incentive Plan | ||
Equity, Class of Treasury Stock [Line Items] | ||
Treasury shares issued for restricted stock units that vested during the period (in shares) | 545,168 | |
Average cost of treasury shares that were issued for restricted stock units that vested during the period (usd per share) | $ 3.19 | |
Shares repurchased to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units (in shares) | 215,934 | |
Average cost per share of treasury stock acquired (usd per share) | $ 38.33 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - Restricted Stock Units $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted stock units granted (in shares) | shares | 338,700 |
Fair value of restricted stock units granted | $ | $ 13 |
Segment Information - Reportabl
Segment Information - Reportable Business Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Segment Reporting Information [Line Items] | |||
Net sales | $ 1,238,110 | $ 1,030,384 | |
Depreciation and amortization | [1] | 59,551 | 50,130 |
Rationalization charges | 10,357 | 2,799 | |
Segment income | 126,549 | 102,141 | |
Amortization of debt issuance costs and discounts | 1,300 | 1,000 | |
Dispensing and Specialty Closures | |||
Segment Reporting Information [Line Items] | |||
Net sales | 509,352 | 357,151 | |
Depreciation and amortization | [1] | 28,890 | 20,123 |
Rationalization charges | 5,231 | 742 | |
Segment income | 65,645 | 45,229 | |
Metal Containers | |||
Segment Reporting Information [Line Items] | |||
Net sales | 554,081 | 508,519 | |
Depreciation and amortization | [1] | 21,249 | 20,481 |
Rationalization charges | 5,021 | 1,963 | |
Segment income | 45,614 | 47,479 | |
Custom Containers | |||
Segment Reporting Information [Line Items] | |||
Net sales | 174,677 | 164,714 | |
Depreciation and amortization | [1] | 9,373 | 9,486 |
Rationalization charges | 105 | 94 | |
Segment income | 24,486 | 22,047 | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Depreciation and amortization | [1] | 39 | 40 |
Rationalization charges | 0 | 0 | |
Segment income | $ (9,196) | $ (12,614) | |
[1] | Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $1.3 million and $1.0 million for the three months ended March 31, 2021 and 2020, respectively. |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Income to Income before Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting [Abstract] | ||
Segment income | $ 126,549 | $ 102,141 |
Interest and other debt expense | 27,306 | 24,970 |
Income before income taxes | $ 99,243 | $ 77,171 |