XML 138 R16.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions (Note)
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Acquisitions And Joint Ventures

EMEA PACKAGING BUSINESSES

2019: On June 28, 2019, the Company completed the acquisition of two packaging businesses located in Portugal (Ovar) and France (Torigni and Cabourg) from DS Smith Packaging. The total purchase consideration, inclusive of working capital adjustments, was approximately €71 million (approximately $81 million at current exchange rates).

The following table summarizes the consideration paid and the amounts of the assets and liabilities assumed as of June 28, 2019:
In millions
June 28, 2019
Cash and temporary investments
$
2

Accounts and notes receivable
22

Inventory
8

Plants, properties and equipment
40

Goodwill
23

Intangible assets
16

Right of use assets
3

Deferred charges and other assets
1

Total assets acquired
115

Short-term debt
2

Accounts payable and accrued liabilities
21

Other current liabilities
4

Deferred income taxes
3

Long-term lease obligations
3

Other Liabilities
1

Total liabilities assumed
34

Net assets acquired
$
81



Since the date of acquisition, Net sales of $50 million and Earnings (loss) from continuing operations before income taxes and equity earnings of $4 million from the acquired businesses have been included in the Company's consolidated statement of operations for the year ended December 31, 2019.

The allocation of the consideration paid is preliminary and could be revised as a result of additional information obtained regarding assets acquired and liabilities assumed, and revisions to provisional estimates of fair
values, including, but not limited to, the completion of independent appraisals and valuations related to property, plant and equipment and acquired intangible assets. Adjustments to provisional amounts will be finalized as new information becomes available, but within the adjustment period of up to one year from the acquisition date.

Pro forma information has not been included as it is impracticable to obtain the information due to the lack of availability of historical U.S. GAAP financial data. The results of the operations of these businesses do not have a material effect on the Company's consolidated results of operations.

TANGIER, MOROCCO FACILITY

2017: On June 30, 2017, the Company completed the acquisition of Europac's Tangier, Morocco facility, a corrugated packaging facility, for €40 million (approximately $46 million using the June 30, 2017 exchange rate). After working capital and other post-close adjustments, final consideration exchanged was €33 million (approximately $38 million using the June 30, 2017 exchange rate).

The following table summarizes the final fair value assigned to assets and liabilities acquired as of June 30, 2017:
In millions
June 30, 2017
Cash and temporary investments
$
1

Accounts and notes receivable
7

Inventory
3

Plants, properties and equipment
31

Goodwill
4

Other intangible assets
5

Deferred charges and other assets
4

Total assets acquired
55

Accounts payable and accrued liabilities
4

Long-term debt
11

Other long-term liabilities
2

Total liabilities assumed
17

Net assets acquired
$
38