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Acquisitions and Dispositions
3 Months Ended
Mar. 31, 2019
Acquisitions and Dispositions  
Acquisitions and Dispositions

4.     Acquisitions and Dispositions

 

Beverage Packaging China

 

In December 2018, the company announced an agreement to sell its metal beverage packaging business in China for consideration of approximately $225 million, plus potential additional consideration related to the relocation of an existing facility in China in the coming years. The transaction received all necessary antitrust approvals during the first quarter of 2019 and, accordingly, the assets and liabilities of the China beverage packaging business are presented as held for sale as of March 31, 2019.  The transaction is expected to close during the second half of 2019.

 

Prior to the reclassification of the China beverage packaging business assets and liabilities to held for sale, the company assessed the carrying value of certain working capital balances and then conducted an impairment test of the goodwill and other long-lived assets of the China beverage packaging business. Upon reclassification of the assets and liabilities to held for sale, the carrying value of the disposal group as a whole was compared to the fair value of the business less costs to sell. The approach to establish fair value was consistent with that outlined in the critical accounting policy for “Recoverability of Goodwill and Intangible Assets” in our Form 10-K for the year ended December 31, 2018. No impairment or other adjustments were required as a result of these impairment assessments.

 

The company has not provided any deferred tax impact in the financial statements for the income tax consequences that may arise when the sale is completed in a future reporting period.

 

The following table summarizes the assets and liabilities of the China beverage packaging business presented as held for sale:

 

 

 

 

 

($ in millions)

 

March 31, 2019

 

 

 

 

Assets:

 

 

 

Cash

 

$

63

Receivables

 

 

100

Inventories

 

 

39

Property, plant and equipment

 

 

174

Goodwill

 

 

51

Other assets

 

 

18

Assets held for sale

 

$

445

 

 

 

 

Liabilities:

 

 

 

Accounts payable

 

$

141

Accrued employee costs

 

 

 6

Other current liabilities

 

 

26

Liabilities held for sale

 

$

173

U.S. Steel Food and Steel Aerosol Business

 

On July 31, 2018, Ball sold its U.S. steel food and steel aerosol packaging business and formed a joint venture, Ball Metalpack. In exchange for the sale of this business, Ball received approximately $600 million of cash proceeds, subject to customary closing adjustments completed as of December 31, 2018, as well as a 49 percent ownership interest in Ball Metalpack. This investment is reported in other assets as an equity method investment in Ball’s unaudited condensed consolidated balance sheets. This transaction enhances our ability to return additional value to shareholders via share repurchases.

 

Ball recorded a loss of $41 million upon completion of the sale. This loss was recorded in business consolidation and other activities in the unaudited condensed consolidated statement of earnings.

 

The assets of the sold business included nine plants that manufacture and sell steel food and steel aerosol containers. The manufacturing plants were located in Canton and Columbus, Ohio; Milwaukee and Deforest, Wisconsin; Chestnut Hill, Tennessee; Horsham, Pennsylvania; Springdale, Arkansas; and Oakdale, California.   

 

In connection with the sale of the U.S. steel food and steel aerosol business, the company entered into an agreement to supply metal to Ball Metalpack, which expired on December 31, 2018, and agreements to provide transition and other services to Ball Metalpack. At March 31,  2019, and December 31, 2018, Ball was owed $95 million and $170 million, respectively, and Ball owed $4 million and $34 million, respectively, related to the above agreements, which are reported in receivables, net, and accounts payable, respectively, on Ball’s unaudited condensed consolidated balance sheets.