Acquisitions

Empaque

On February 18, 2015, the Company completed its acquisition of Empaque, a leading manufacturer of beverage packaging in Mexico, from Heineken N.V., for $1.2 billion. The following table summarizes the consideration transferred to acquire Empaque and the preliminary valuation of identifiable assets acquired and liabilities assumed at the acquisition date.



Fair value of consideration transferred
Cash	$	1,207
Total consideration	$	1,207

Recognized amounts of identifiable assets acquired and liabilities assumed
Receivables, net	$	106
Inventories	56
Intangible assets	443
Property, plant and equipment, net	300
Accounts payable and accrued liabilities	(89		)
Other non-current liabilities	(227		)
Total identifiable net assets	$	589

Goodwill	$	618

The acquired goodwill was assigned to the Company's Americas Beverage segment and is not expected to be deductible for tax purposes.

The acquired property, plant and equipment will be depreciated on a straight-line basis over the estimated remaining useful lives of the equipment in accordance with the Company's existing policies and procedures.

Intangible assets include $254 of customer relationships that will be amortized over 18 years and $189 for long-term supply contracts that will be amortized over 15 years.

The Company expects to finalize its purchase accounting in the first quarter of 2016. The primary items that are not yet finalized include income taxes and contingencies.

Empaque's results of operations have been included in the Company's financial statements for the period subsequent to the completion of the acquisition on February 18, 2015. Empaque contributed sales of $560 and net income attributable to Crown Holdings of $52 for the period from the completion of the acquisition through December 31, 2015.

Mivisa

On April 23, 2014 , the Company completed its acquisition of Mivisa Envases, S.A.U. (“Mivisa”) for $733, net of $28 in cash acquired, plus $977 of debt assumed. Mivisa, based in Murcia, Spain, primarily serves the vegetable, fruit, fish and meat markets and is the largest food can producer in both the Iberian Peninsula and Morocco. In conjunction with the acquisition the Company acquired intangible assets which included $14 of acquired trademarks that were fully amortized in 2014 and $281 of customer relationships that will be amortized over 13 years, and assigned goodwill of $938 to the European Food segment.

Pro-forma data

The following unaudited supplemental pro-forma data presents consolidated information as if the Empaque acquisition had been completed on January 1, 2014 and the Mivisa acquisition had been completed on January 1, 2013. These amounts were calculated after conversion to US GAAP, applying the Company's accounting policies and adjusting Empaque's and Mivisa's results to reflect the additional depreciation and amortization that would have been charged assuming the fair value of property, plant and equipment, inventory and intangible assets had been applied from the assumed completion dates. These adjustments also reflect interest expense incurred on the debt to finance the acquisition and related transaction costs.



	Pro-forma data for the year ended December 31,
	2015		2014		2013
Net sales	$	8,837	$	9,955	$	9,380
Net income attributable to Crown Holdings	415		426		338

The unaudited supplemental pro-forma financial information is based on the Company's preliminary assignment of purchase price for Empaque and therefore subject to adjustment upon finalization. Pro-forma results excludes the potential realization of cost savings relating to integration of the companies and the impact of divestitures required to obtain regulatory approval for the Mivisa acqusition. Further, the pro-forma data should not be considered indicative of the results that would have occurred if the acquisition and related financing had been consummated on the assumed completion dates, nor are they indicative of future results.