16. Financial Instruments and Risk Management

The company employs established risk management policies and procedures, which seek to reduce the company’s commercial risk exposure to fluctuations in commodity prices, interest rates, currency exchange rates and prices of the company’s common stock with regard to common share repurchases and the company’s deferred compensation stock plan. However, there can be no assurance that these policies and procedures will be successful. Although the instruments utilized involve varying degrees of credit, market and interest risk, the counterparties to the agreements are expected to perform fully under the terms of the agreements. The company monitors counterparty credit risk, including lenders, on a regular basis, but Ball cannot be certain that all risks will be discerned or that its risk management policies and procedures will always be effective. Additionally, in the event of default under the company’s master derivative agreements, the non-defaulting party has the option to set-off any amounts owed with regard to open derivative positions.

Commodity Price Risk

Aluminum

The company manages commodity price risk in connection with market price fluctuations of aluminum ingot through two different methods. First, the company enters into container sales contracts that include aluminum ingot-based pricing terms that generally reflect the same price fluctuations under commercial purchase contracts for aluminum sheet. The terms include fixed, floating or pass-through aluminum ingot component pricing. Second, the company uses certain derivative instruments such as option and forward contracts as economic and cash flow hedges of commodity price risk where there are material differences between sales and purchase contracted pricing and volume.

At March 31, 2015, the company had aluminum contracts limiting its aluminum exposure with notional amounts of approximately $304 million, of which approximately $245 million received hedge accounting treatment. The aluminum contracts, which are recorded at fair value, include economic derivative instruments that are undesignated, as well as cash flow hedges that offset sales and purchase contracts of various terms and lengths. Cash flow hedges relate to forecasted transactions that expire within the next three years. Included in shareholders’ equity at March 31, 2015, within accumulated other comprehensive earnings (loss), is a net after-tax gain of $1.7 million associated with these contracts. A net loss of $2.7 million is expected to be recognized in the consolidated statement of earnings during the next 12 months, the majority of which will be offset by pricing changes in sales and purchase contracts, thus resulting in little or no earnings impact to Ball.

Steel

Most sales contracts involving our steel products either include provisions permitting the company to pass through some or all steel cost changes incurred, or they incorporate annually negotiated steel prices.

Interest Rate Risk

The company’s objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. To achieve these objectives, the company may use a variety of interest rate swaps, collars and options to manage our mix of floating and fixed-rate debt. Interest rate instruments held by the company at March 31, 2015, included pay-fixed interest rate swaps, which effectively convert variable rate obligations to fixed-rate instruments.

At March 31, 2015, the company had outstanding interest rate swap contracts with notional amounts of approximately $158 million paying fixed rates expiring within the next five years. The after-tax loss included in shareholders’ equity at March 31, 2015, within accumulated other comprehensive earnings (loss) is insignificant.

Interest Rate Risk — Rexam Acquisition

The company entered into interest rate swaps to minimize its interest rate exposure associated with anticipated debt issuances in connection with the announced, proposed acquisition of Rexam. At March 31, 2015, the company had outstanding interest rate swaps with notional amounts totaling approximately $75 million. These contracts were not designated as hedges, and therefore, changes in the fair value of these interest swap contracts are recognized in the unaudited condensed consolidated statement of earnings in debt refinancing and other costs, a component of total interest expense. The loss included in debt refinancing and other costs during the first quarter of 2015 associated with these contracts was insignificant. The contracts outstanding at March 31, 2015, expire within the next five years.

Subsequent to the first quarter, the company entered into additional interest rate swap contracts to hedge against rising U.S. and European interest rates with aggregate notional amounts of approximately $25 million and €950 million, respectively. In addition, the company entered into interest rate option contracts to hedge negative Euribor rates with an aggregate notional amount of €750 million.

Currency Exchange Rate Risk

The company’s objective in managing exposure to currency fluctuations is to limit the exposure of cash flows and earnings from changes associated with currency exchange rate changes through the use of various derivative contracts. In addition, at times the company manages earnings translation volatility through the use of currency option strategies, and the change in the fair value of those options is recorded in the company’s net earnings. The company’s currency translation risk results from the currencies in which we transact business. The company faces currency exposures in our global operations as a result of various factors including intercompany currency denominated loans, selling our products in various currencies, purchasing raw materials and equipment in various currencies and tax exposures not denominated in the functional currency. Sales contracts are negotiated with customers to reflect cost changes and, where there is not an exchange pass-through arrangement, the company uses forward and option contracts to manage currency exposures.

Additionally, at March 31, 2015, the company had outstanding exchange forward and option contracts with notional amounts totaling approximately $703 million. Included in shareholders’ equity at March 31, 2015, within accumulated other comprehensive earnings (loss), is a net after-tax loss of $5.8 million associated with these contracts. A net loss of $6.4 million is expected to be recognized in the consolidated statement of earnings during the next 12 months. The contracts outstanding at March 31, 2015, expire within the next year.

Currency Exchange Rate Risk — Rexam Acquisition

In connection with the announced, proposed acquisition of Rexam, the company entered into collar and option contracts to partially mitigate its currency exchange rate risk from February 19, 2015, through the expected closing date of the acquisition. At March 31, 2015, the company had outstanding collar and option contracts with notional amounts totaling approximately £2.1 billion ($3.1 billion). These contracts were not designated as hedges, and therefore, changes in the fair value of these contracts are recognized in the unaudited condensed consolidated statement of earnings in business consolidation and other activities (see Note 5). During the first quarter of 2015, the company recognized a loss of $27.7 million associated with these contracts. The contracts outstanding at March 31, 2015, expire within the next two years.

Common Stock Price Risk

The company’s deferred compensation stock program is subject to variable plan accounting and, accordingly, is marked to fair value using the company’s closing stock price at the end of the related reporting period. Based on current share levels in the program, each $1 change in the company’s stock price has an impact of $1.3 million on pretax earnings. The company entered into a total return swap to reduce the company’s earnings exposure to these fair value fluctuations that will be outstanding until March 2016 and has a notional value of 1 million shares. As of March 31, 2015, the fair value of the swap was a $0.5 million gain. All gains and losses on the total return swaps are recorded in the unaudited condensed consolidated statement of earnings in selling, general and administrative expenses.

Collateral Calls

The company’s agreements with its financial counterparties require the company to post collateral in certain circumstances when the negative mark to fair value of the derivative contracts exceeds specified levels. Additionally, the company has collateral posting arrangements with certain customers on these derivative contracts. The cash flows of the margin calls are shown within the investing section of the company’s consolidated statements of cash flows. As of March 31, 2015, the aggregate fair value of all derivative instruments with credit-risk-related contingent features that were in a net liability position was $29.0 million and no collateral was required to be posted. As of December 31, 2014, the aggregate fair value of all derivative instruments with credit-risk-related contingent features that were in a net liability position was $12.4 million and no collateral was required to be posted.

Fair Value Measurements

The company has classified all applicable financial derivative assets and liabilities as Level 2 within the fair value hierarchy and presented those values in the tables below. The company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. The fair values of the company’s derivative instruments were as follows:

	March 31, 2015						December 31, 2014
($ in millions)	Derivatives Designated as Hedging Instruments		Derivatives not Designated as Hedging Instruments		Total		Derivatives Designated as Hedging Instruments		Derivatives not Designated as Hedging Instruments		Total

Assets:
Commodity contracts	$	8.1	$	1.6	$	9.7	$	3.8	$	1.3	$	5.1
Foreign currency contracts	1.1		15.4		16.5		0.8		3.5		4.3
Interest rate and other contracts	—		0.5		0.5		—		—		—
Total current derivative contracts	$	9.2	$	17.5	$	26.7	$	4.6	$	4.8	$	9.4

Commodity contracts	$	4.0	$	0.7	$	4.7	$	2.2	$	0.5	$	2.7
Foreign currency contracts	—		8.4		8.4		—		—		—
Interest rate and other contracts	0.2		—		0.2		0.4		—		0.4
Total noncurrent derivative contracts	$	4.2	$	9.1	$	13.3	$	2.6	$	0.5	$	3.1

Liabilities:
Commodity contracts	$	9.6	$	2.6	$	12.2	$	6.9	$	1.6	$	8.5
Foreign currency contracts	7.6		0.5		8.1		1.6		1.3		2.9
Interest rate and other contracts	0.4		—		0.4		0.5		0.4		0.9
Total current derivative contracts	$	17.6	$	3.1	$	20.7	$	9.0	$	3.3	$	12.3

Commodity contracts	$	3.1	$	0.7	$	3.8	$	6.8	$	0.5	$	7.3
Foreign currency contracts	—		19.4		19.4		—		—		—
Interest rate and other contracts	0.5		0.2		0.7		0.3		—		0.3
Total noncurrent derivative contracts	$	3.6	$	20.3	$	23.9	$	7.1	$	0.5	$	7.6

The company uses closing spot and forward market prices as published by the London Metal Exchange, the Chicago Mercantile Exchange, Reuters and Bloomberg to determine the fair value of any outstanding aluminum, currency, energy, inflation and interest rate spot and forward contracts. Option contracts are valued using a Black-Scholes model with observable market inputs for aluminum, currency and interest rates. We value each of our financial instruments either internally using a single valuation technique or from a reliable observable market source. The company does not adjust the value of its financial instruments except in determining the fair value of a trade that settles in the future by discounting the value to its present value using 12-month LIBOR as the discount factor. Ball performs validations of our internally derived fair values reported for our financial instruments on a quarterly basis utilizing counterparty valuation statements. The company additionally evaluates counterparty creditworthiness and, as of March 31, 2015, has not identified any circumstances requiring that the reported values of our financial instruments be adjusted.

Impact on Earnings from Derivative Instruments

	Three Months Ended March 31,
	2015						2014
($ in millions)	Cash Flow Hedge -Reclassified Amount from Accumulated Other Comprehensive Earnings (Loss)			Gain (Loss) on Derivatives not Designated as Hedge Instruments			Cash Flow Hedge -Reclassified Amount from Accumulated Other Comprehensive Earnings (Loss)			Gain (Loss) on Derivatives not Designated as Hedge Instruments

Commodity contracts (a)	$	(0.9	)	$	0.5		$	(6.7	)	$	0.2
Interest rate contracts (b)	(0.2		)	(0.2		)	(0.3		)	—
Foreign currency contracts (c)	(0.5		)	(40.7		)	—			(4.6		)
Equity contracts (d)	—			2.4			—			(1.2		)
Total	$	(1.6	)	$	(38.0	)	$	(7.0	)	$	(5.6	)

(a)

Gains and losses on commodity contracts are recorded in sales and cost of sales in the statements of earnings. Virtually all of these expenses were passed through to our customers, resulting in no significant impact to earnings.

(b)

Gains and losses on interest contracts are recorded in total interest expense in the statements of earnings.

(c)

Gains and losses on foreign currency contracts to hedge the sales of products are recorded in cost of sales. Gains and losses on foreign currency hedges used for transactions between segments are reflected in selling, general and administrative expenses in the consolidated statements of earnings. Gains and losses on foreign currency contracts related to the announced, proposed acquisition of Rexam are reflected in business consolidation and other activities in the consolidated statement of earnings.

(d)

Gains and losses on equity contracts are recorded in selling, general and administrative expenses in the consolidated statements of earnings.

The changes in accumulated other comprehensive earnings (loss) for effective derivatives were as follows:

	Three Months Ended March 31,
($ in millions)	2015			2014

Amounts reclassified into earnings:
Commodity contracts	$	0.9		$	6.7
Interest rate contracts	0.2			0.3
Currency exchange contracts	0.5			—
Change in fair value of cash flow hedges:
Commodity contracts	4.2			(3.1		)
Interest rate contracts	(0.4		)	(0.3		)
Currency exchange contracts	(6.6		)	0.2
Foreign currency and tax impacts	0.7			(1.2		)
	$	(0.5	)	$	2.6