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Restructuring and Other Costs
3 Months Ended
Dec. 31, 2023
Restructuring And Other Costs [Abstract]  
Restructuring and Other Costs

Note 4. Restructuring and Other Costs, Net

Summary of Restructuring and Other Initiatives

We recorded pre-tax restructuring and other costs, net of $65.5 million for the three months ended December 31, 2023 and $32.1 million for the three months ended December 31, 2022. These amounts are not comparable since the timing and scope of the individual actions associated with each restructuring, acquisition, integration or divestiture can vary. We present our restructuring and other costs, net in more detail below.

The following table summarizes our Restructuring and other costs, net (in millions):

 

 

 

Three Months Ended

 

 

 

December 31,

 

 

 

2023

 

 

2022

 

Restructuring

 

$

62.7

 

 

$

15.4

 

Other

 

 

2.8

 

 

 

16.7

 

Restructuring and other costs, net

 

$

65.5

 

 

$

32.1

 

 

Restructuring

Our restructuring charges are primarily associated with restructuring portions of our operations (i.e., partial or complete facility closures). A partial facility closure may consist of shutting down a machine and/or a workforce reduction. We have previously incurred reduction in workforce actions, facility closure activities, impairment costs and certain lease terminations from time to time.

We are committed to improving our return on invested capital as well as maximizing the performance of our assets. In fiscal 2023, we announced our plan to permanently cease operating our Tacoma, WA and North Charleston, SC containerboard mills. These mills ceased production in September 2023 and June 2023, respectively. The Tacoma and North Charleston mills' annual production capacity was 510,000 tons and 550,000 tons, respectively, of which approximately three-fifths and two-thirds, respectively, was shipped to external customers of the Global Paper segment. The combination of high operating costs and the need for significant capital investment were the determining factors in the decision to cease operations at these mills.

By closing these mills, significant capital that would have been required to keep the mills competitive in the future is expected to be deployed to improve key assets. Charges recognized are reflected in the table below in the Global Paper segment. We expect to record future restructuring charges, primarily associated with carrying costs. We expect these costs to be partially offset in a future period by proceeds from the sale of these facilities.

The numbers in the table below, particularly in the cumulative and total expected columns, also include various impairments and other charges associated with our fiscal 2022 decisions to permanently cease operations at our Panama City, FL mill and to permanently close the corrugated medium manufacturing operations at the St. Paul, MN mill. See “Note 5. Restructuring and Other Costs, Net” of the Notes to Consolidated Financial Statements section in the Fiscal 2023 Form 10-K for additional information.

While restructuring costs are not charged to our segments and, therefore, do not reduce each segment's Adjusted EBITDA (as hereinafter defined), we highlight the segment to which the charges relate. Since we do not allocate restructuring costs to our segments, charges incurred in the Global Paper segment will represent all charges associated with our vertically integrated mills and recycling operations. These operations manufacture for

the benefit of each reportable segment that ultimately sells the associated paper and packaging products to our external customers.

The following table presents a summary of restructuring charges related to active restructuring initiatives that we incurred during the three months ended December 31, 2023 and 2022, the cumulative recorded amount since we started the initiatives and our estimates of the total charges we expect to incur (in millions). These estimates are subject to a number of assumptions, and actual results may differ.

 

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

 

 

 

2023

 

 

2022

 

 

Cumulative

 

 

Total
Expected

 

Corrugated Packaging

 

 

 

 

 

 

 

 

 

 

 

 

PP&E and related costs

 

$

0.3

 

 

$

(0.9

)

 

$

12.7

 

 

$

12.7

 

Severance and other employee costs

 

 

4.5

 

 

 

1.7

 

 

 

23.2

 

 

 

23.3

 

Other restructuring costs

 

 

3.2

 

 

 

0.1

 

 

 

10.9

 

 

 

33.0

 

Restructuring total

 

$

8.0

 

 

$

0.9

 

 

$

46.8

 

 

$

69.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer Packaging

 

 

 

 

 

 

 

 

 

 

 

 

PP&E and related costs

 

$

0.7

 

 

$

 

 

$

5.0

 

 

$

5.0

 

Severance and other employee costs

 

 

18.6

 

 

 

6.4

 

 

 

46.3

 

 

 

47.8

 

Other restructuring costs

 

 

1.6

 

 

 

(0.3

)

 

 

8.3

 

 

 

17.1

 

Restructuring total

 

$

20.9

 

 

$

6.1

 

 

$

59.6

 

 

$

69.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Global Paper

 

 

 

 

 

 

 

 

 

 

 

 

PP&E and related costs

 

$

(4.1

)

 

$

(1.1

)

 

$

951.6

 

 

$

951.6

 

Severance and other employee costs

 

 

(5.1

)

 

 

(0.2

)

 

 

36.9

 

 

 

37.9

 

Other restructuring costs

 

 

44.0

 

 

 

6.0

 

 

 

168.8

 

 

 

268.0

 

Restructuring total

 

$

34.8

 

 

$

4.7

 

 

$

1,157.3

 

 

$

1,257.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distribution

 

 

 

 

 

 

 

 

 

 

 

 

Severance and other employee costs

 

$

(0.1

)

 

$

 

 

$

1.7

 

 

$

1.7

 

Other restructuring costs

 

 

(2.8

)

 

 

 

 

 

8.2

 

 

 

10.5

 

Restructuring total

 

$

(2.9

)

 

$

 

 

$

9.9

 

 

$

12.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate

 

 

 

 

 

 

 

 

 

 

 

 

PP&E and related costs

 

$

 

 

$

0.4

 

 

$

2.6

 

 

$

2.6

 

Severance and other employee costs

 

 

0.3

 

 

 

2.2

 

 

 

7.5

 

 

 

7.5

 

Other restructuring costs

 

 

1.6

 

 

 

1.1

 

 

 

19.6

 

 

 

23.7

 

Restructuring total

 

$

1.9

 

 

$

3.7

 

 

$

29.7

 

 

$

33.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

PP&E and related costs

 

$

(3.1

)

 

$

(1.6

)

 

$

971.9

 

 

$

971.9

 

Severance and other employee costs

 

 

18.2

 

 

 

10.1

 

 

 

115.6

 

 

 

118.2

 

Other restructuring costs

 

 

47.6

 

 

 

6.9

 

 

 

215.8

 

 

 

352.3

 

Restructuring total

 

$

62.7

 

 

$

15.4

 

 

$

1,303.3

 

 

$

1,442.4

 

 

We have defined PP&E and related costs” as used in this Note 4 primarily as property, plant and equipment write-downs, subsequent adjustments to fair value for assets classified as held for sale, subsequent (gains) or losses on sales of property, plant and equipment, related parts and supplies on such assets, and deferred major maintenance costs, if any. We define "Other restructuring costs" as lease or other contract termination costs, facility carrying costs, equipment and inventory relocation costs, and other items, including impaired intangibles attributable to our restructuring actions.

Other Costs

Our other costs consist of acquisition, integration and divestiture costs. We incur costs when we acquire or divest businesses. Acquisition costs include costs associated with transactions, whether consummated or not, such as advisory, legal, accounting, valuation and other professional or consulting fees, as well as litigation costs associated with those activities. We incur integration costs pre- and post-acquisition that reflect work performed to

facilitate merger and acquisition integration, such as work associated with information systems and other projects including spending to support future acquisitions, and primarily consist of professional services and labor. Divestiture costs consist primarily of similar professional fees. We consider acquisition, integration and divestiture costs to be corporate costs regardless of the segment or segments involved in the transaction.

The following table presents our acquisition, integration and divestiture costs (in millions):

 

 

 

Three Months Ended

 

 

 

December 31,

 

 

 

2023

 

 

2022

 

Acquisition costs

 

$

1.9

 

 

$

11.0

 

Integration costs

 

 

0.6

 

 

 

4.3

 

Divestiture costs

 

 

0.3

 

 

 

1.4

 

Other total

 

$

2.8

 

 

$

16.7

 

 

Acquisition costs in fiscal 2024 and 2023 in the table above primarily include transaction costs related to the Transaction and the Mexico Acquisition, respectively.

Accruals

The following table summarizes the changes in the restructuring accrual, which is primarily composed of accrued severance and other employee costs, and a reconciliation of the restructuring accrual charges to the line item “Restructuring and other costs, net” on our consolidated statements of operations (in millions):

 

 

 

Three Months Ended

 

 

 

December 31,

 

 

 

2023

 

 

2022

 

Accrual at beginning of fiscal year

 

$

55.5

 

 

$

25.2

 

Additional accruals

 

 

22.1

 

 

 

11.6

 

Payments

 

 

(15.0

)

 

 

(13.7

)

Adjustment to accruals

 

 

(4.0

)

 

 

(1.7

)

Foreign currency rate changes and other

 

 

0.4

 

 

 

 

Accrual at December 31

 

$

59.0

 

 

$

21.4

 

 

Reconciliation of accruals and charges to restructuring and other costs, net (in millions):

 

 

 

Three Months Ended

 

 

 

December 31,

 

 

 

2023

 

 

2022

 

Additional accruals and adjustments to accruals
   (see table above)

 

$

18.1

 

 

$

9.9

 

PP&E and related costs

 

 

(3.1

)

 

 

(1.6

)

Severance and other employee costs

 

 

0.2

 

 

 

0.1

 

Acquisition costs

 

 

1.9

 

 

 

11.0

 

Integration costs

 

 

0.6

 

 

 

4.3

 

Divestiture costs

 

 

0.3

 

 

 

1.4

 

Other restructuring costs

 

 

47.5

 

 

 

7.0

 

Total restructuring and other costs, net

 

$

65.5

 

 

$

32.1