Restructuring

November 2015 restructuring program

In the fourth quarter of 2015, the Company committed to a new a strategic roadmap targeting growth and improvement in market positions, improvement to its overall cost position, enhancement of organizational capabilities, alignment of its organization structure and cultivation of a high-performance culture. This effort will be launched in a phased approach and is expected to continue over the next several years. This new strategic roadmap may result in the exit or disposal of certain businesses or production.

The Company expects to incur approximately $30 million in before-tax restructuring charges; $18 million in the North America segment, $8 million in the Europe segment and $4 million in the Latin America segment. For the year ended December 31, 2015, aggregate and total costs incurred were $8.6 million. For the year ended December 31, 2015, aggregate and total costs incurred were $0.1 million in the North America segment, $6.7 million in the Europe segment and $1.8 million in the Latin America segment. For the year ended December 31, 2015, approximately $6.8 million of these charges were recorded in the Cost of sales caption and $1.8 million were recorded in SG&A expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss).

July 2014 restructuring program

In July 2014, the Company announced a comprehensive restructuring program. As of December 31, 2015, this program is substantially complete and future estimated costs are expected to be immatieral. The restructuring program was focused on the closure of certain underperforming assets as well as the consolidation and realignment of other facilities. The Company also implemented initiatives to reduce SG&A expenses globally. Costs incurred as part of the restructuring program related to the Company's Asia Pacific Operations are not included below as the costs associated with these exit or disposal activities are included within the results of discontinued operations.

As part of the restructuring program, in the second quarter of 2015, the Company completed the disposal of a subsidiary in Spain for cash consideration of $1.8 million. The pre-tax loss on the sale from the disposition in the second quarter was $11.0 million. This sale did not represent a strategic shift; therefore, the results are not presented as discontinued operations. This loss is included as asset-related restructuring costs in the Europe segment for the year ended December 31, 2015 and is recognized in the SG&A expenses caption in the Consolidated Statements of Operations and Comprehensive Income (Loss).

For the years ended December 31, 2015 and 2014, the Company incurred charges of $41.9 million and $151.1 million, respectively. For the years ended December 31, 2015 and 2014, costs incurred were $11.9 million and $6.8 million in the North America segment, $22.1 million and $115.6 million in the Europe segment and $7.9 million and $28.7 million in the Latin America segment, respectively. For the years ended December 31, 2015 and 2014, approximately $17.2 million and $136.9 million of these charges were recorded in the Cost of sales caption and $24.7 million and $14.2 million were recorded in SG&A expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss), respectively. The Company also incurred other costs as outlined below. For the year ended December 31, 2015, aggregate costs incurred were $18.7 million in the North America segment, $137.7 million in the Europe segment and $36.6 million in the Latin America segment.

Changes in the restructuring reserve and activity for the years ended December 31, 2015 and 2014 are below (in millions):



	Employee Separation Costs			Asset-Related Costs			Other Costs			Total
Balance, December 31, 2013	$	—		$	—		$	—		$	—
Net provisions	$	38.3		$	104.2		$	8.6		$	151.1
Net benefits charged against the assets and other	—			(104.2		)	(7.0		)	(111.2		)
Payments	(3.9		)	—			(0.6		)	(4.5		)
Foreign currency translation	(2.0		)	—			—			(2.0		)
Balance, December 31, 2014	$	32.4		$	—		$	1.0		$	33.4
Net provisions	$	11.9		$	15.8		$	14.2		$	41.9
Net benefits charged against the assets and other	(2.8		)	(15.8		)	(4.4		)	(23.0		)
Payments	(30.8		)	—			(7.6		)	(38.4		)
Foreign currency translation	(3.1		)	—			(0.2		)	(3.3		)
Balance, December 31, 2015	$	7.6		$	—		$	3.0		$	10.6
Total aggregate costs to date	$	50.2		$	120.0		$	22.8		$	193.0

Employee Separation Costs

The Company recorded employee separation costs of $11.9 million and $38.3 million for the years ended December 31, 2015 and 2014, respectively. The employee separation charges were $8.2 million and $2.2 million in North America, $2.7 million and $33.4 million in Europe and $1.0 million and $2.7 million in Latin America for the years ended December 31, 2015 and 2014, respectively.

Employee separation costs include severance, retention bonuses and pension costs. As of December 31, 2015, employee separation costs included severance charges for approximately 1,170 employees; approximately 930 of these employees were classified as manufacturing employees and approximately 240 of these employees were classified as non-manufacturing employees. The charges relate to involuntary separations and the amounts are based on current salary levels and past service periods and are either considered one-time employee termination benefits in accordance with ASC 420 or as charges for contractual termination benefits under ASC 712.

Asset-Related Costs

The Company recorded asset-related restructuring costs of $15.8 million and $104.2 million for the years ended December 31, 2015 and 2014, respectively. The long-lived asset impairment charges were $0.6 million and $3.2 million in North America, $10.8 million and $80.1 million in Europe and $4.4 million and $20.9 million in Latin America for the years ended December 31, 2015 and 2014, respectively.

Asset-related costs consist of asset write-downs, accelerated depreciation and the loss on the sale of a subsidiary in Spain. Asset write-downs relate to the establishment of a new fair value basis for assets to be classified as held-for-sale or to be disposed of, as well as asset impairment charges for asset groups to be held-and-used in locations which are being restructured and it has been determined the undiscounted cash flows expected to result from the use and eventual disposition of the assets are less than their carrying value.

To determine the fair value, a current appraisal of each impaired asset groups' machinery and equipment and real property, as applicable, was performed utilizing standard valuation approaches, which incorporate Level 3 inputs. The Company assesses impairment at the asset group level which represents the lowest level for which identifiable cash flows can be determined independent of other groups of assets and liabilities. The asset groups at the Company are primarily each manufacturing unit, unless the cash flows of the manufacturing unit are not independent due to shared production, distribution and sale of the finished product. The Company considered the expected net cash flows to be generated by the use of each asset group, as well as the expected cash proceeds from the disposition of the assets, if any, to determine fair value. The impairment charges were recorded in the Cost of sales caption in the Consolidated Statements of Operations and Comprehensive Income (Loss).

The Company notes the plan to abandon a long-lived asset before the end of its previously estimated useful life is a change in accounting estimate per ASC 250 - Accounting Changes and Error Corrections. The annual depreciation impact from the asset write-downs and changes in estimated useful lives is immaterial.

Other Costs

The Company recorded other restructuring-type charges of $14.2 million and $8.6 million for the years ended December 31, 2015 and 2014, respectively. The other restructuring-type charges were $3.1 million and $1.4 million in North America, $8.6 million and $2.1 million in Europe and $2.5 million and $5.1 million in Latin America for the years ended December 31, 2015 and 2014, respectively.

Other restructuring-type charges are incurred as a direct result of the restructuring program. Such charges primarily include working capital write-downs not associated with normal operations, equipment relocation, termination of contracts and other immaterial costs.