10. Restructuring and Impairment Charges

The Company announced various restructuring plans in the last three fiscal years which included shutting down facilities in all four of the Company's operating segments.

During fiscal 2011, the Company announced the intention to shut down two facilities within its Engineered Materials division. The affected business accounted for approximately $106 million of annual net sales with the majority of the operations transferred to other facilities. The Company also announced its intention to shut down a manufacturing location within its Flexible Packaging division. The affected business accounted for approximately $24 million of annual net sales with the majority of the operations transferred to other facilities. The Company also announced its intention to shut down a manufacturing location within its Rigid Closed Top division. The affected business accounted for approximately $14 million of annual net sales with the majority of the operations transferred to other facilities. The Company recorded $35 million of non-cash asset impairment costs in fiscal 2011 related to these restructuring plans and has been reported as Restructuring and impairment charges in the Consolidated Statements of Operations. These impairments were for buildings and equipment that exceeded net realizable value as of the valuation dates.

During fiscal 2012, the Company announced the intention to shut down three facilities one each in Rigid Closed Top, Engineered Materials and Flexible Packaging divisions. The affected Rigid Closed Top, Engineered Materials, and Flexible Packaging businesses accounted for approximately $14 million, $71 million, and $24 million of annual net sales, with the majority of the operations transferred to other facilities. During the first fiscal quarter the Company made the decision to exit certain operations in the Engineered Materials division. This decision resulted in non-cash impairment charges of $17 million related to certain customer lists deemed to have no further value and is recorded in Restructuring and impairment charges on the Consolidated Statement of Operations. The exited operations were immaterial to the Company and Engineered Materials segment.

During fiscal 2013, the Company made the decision to exit certain operations in the Engineered Materials division. This decision resulted in a non-cash impairment charges of $6 million related to certain intangible assets deemed to have no further value recorded in Restructuring and impairment charges on the Consolidated Statement of Operations. The exited businesses were immaterial to the Company and the Engineered Materials segment.

The table below sets forth the Company's estimate of the total cost of the restructuring programs since 2007, the portion recognized through fiscal year-end 2013 and the portion expected to be recognized in a future period:


				Cumulative charges		To be Recognized in
		Expected Total Costs		through Fiscal 2013		Future
Severance and termination benefits	$	39	$	39	$	-
Facility exit costs		56		53		3
Asset impairment		106		106		-
Other		4		4		-
Total	$	205	$	202	$	3

The tables below sets forth the significant components of the restructuring charges recognized for the fiscal years ended 2013 2012 and 2011, by segment:


				Fiscal Year
		2013		2012		2011
Rigid Open Top
Severance & termination benefits	$	1	$	-	$	2

Total	$	1	$	-	$	2

Rigid Closed Top
Severance & termination benefits	$	2	$	3	$	3
Facility exit costs		1		2		1
Non-cash asset impairment		-		4		4
Total	$	3	$	9	$	8

Engineered Materials
Severance & termination benefits	$	2	$	4	$	2
Facility exit costs		1		2		7
Non-cash asset impairment		6		16		22
Total	$	9	$	22	$	31

Flexible Packaging
Severance & termination benefits	$	-	$	-	$	4
Facility exit costs		1		-		2
Non-cash asset impairment		-		-		9
Total	$	1	$	-	$	15

Consolidated
Severance & termination benefits	$	5	$	7	$	11
Facility exit costs		3		4		10
Non-cash asset impairment		6		20		35
Total	$	14	$	31	$	56

The table below sets forth the activity with respect to the restructuring accrual as of fiscal 2013 and 2012:


		Employee			Facility
		Severance			Exit			Non-cash
		and Benefits			Costs			charges			Total

Balance as of fiscal 2011	$	4		$	3		$	-		$	7
Charges		7			4			20			31
Non-cash asset impairment		-			-			(20	)		(20	)
Cash payments		(7	)		(4	)		-			(11	)
Balance as of fiscal 2012		4			3			-			7

Charges		5			3			6			14
Non-cash asset impairment		-			-			(6	)		(6	)
Cash payments		(7	)		(4	)		-			(11	)
Balance as of fiscal 2013	$	2		$	2		$	-		$	4

The restructuring costs accrued as of fiscal year-end 2013 will result in future cash outflows, which are not expected to be material.