57 added · 70 removed between the two most recent 10-Ks. The risks a company starts — or stops — disclosing are often the story.
Newly disclosed
These amounts were calculated after adjusting Ipackchem’s results to reflect interest expense incurred on the debt to finance the acquisition, additional depreciation and amortization that would have been charged assuming the fair value of property, plant and equipment and intangible assets had been applied from November 1, 2022, the adjusted income tax expense, and related transaction costs.
The following table summarizes the purchase price allocation and weighted average remaining useful lives for identifiable intangible assets acquired as of the acquisition date: (in millions) Purchase Price Allocation Weighted Average Estimated Useful Life Customer relationships $ 50.6 15.0 Trademarks 8.4 5.0 Total intangible assets $ 59.0 As of October 31, 2024, the Company had completed the determination of the fair value of assets acquired and liabilities assumed related to the ColePak Acquisition. 53 Table of Contents Centurion Acquisition The Company completed its acquisition of controlling influence over Centurion Container LLC (“Centurion”) on March 31, 2023 (the “Centurion Acquisition”), by increasing the Company’s ownership interest in Centurion from approximately 10 % to 80 %.
Twelve Months Ended October 31, (in millions, except per share amounts) 2023 Pro forma net sales $ 5,276.5 Pro forma net income attributable to Greif, Inc. 361.0 Basic earnings per share attributable to Greif, Inc. common shareholders: Class A common stock $ 6.25 Class B common stock $ 9.36 Diluted earnings per share attributable to Greif, Inc. common shareholders: Class A common stock $ 6.18 Class B common stock $ 9.36 The pro forma data should not be considered indicative of the results that would have occurred if the acquisition and related financing had been consummated on the assumed completion dates, nor are they indicative of future results. 56 Table of Contents Divestitures Delta Divestiture During the third quarter of 2024, the Company completed its divestiture of a U.S. business in the Global Industrial Packaging segment, Delta Petroleum Company, Inc.
NOTE 3 – GOODWILL AND OTHER INTANGIBLE ASSETS The following table summarizes the changes in the carrying amount of goodwill by reportable segment for the years ended October 31, 2024 and 2023: (in millions) Global Industrial Packaging Paper Packaging & Services Total Balance at October 31, 2022 $ 696.6 $ 767.9 $ 1,464.5 Goodwill acquired 175.4 60.1 235.5 Goodwill allocated to divestitures and businesses held for sale — ( 22.5 ) ( 22.5 ) Currency translation 15.6 ( 0.1 ) 15.5 Balance at October 31, 2023 $ 887.6 $ 805.4 $ 1,693.0 Goodwill acquired 278.5 — 278.5 Goodwill allocated to divestitures ( 26.1 ) — ( 26.1 ) Currency translation 8.3 — 8.3 Balance at October 31, 2024 $ 1,148.3 $ 805.4 $ 1,953.7 The Company reviews goodwill by reporting unit and indefinite-lived intangible assets for impairment as required by ASC 350, “Intangibles – Goodwill and Other,” either annually on August 1, or whenever events and circumstances indicate impairment may have occurred.
NOTE 2 — ACQUISITIONS AND DIVESTITURES 2024 Acquisitions Ipackchem Acquisition The Company acquired Ipackchem Group SAS (“Ipackchem”) on March 26, 2024 (the “ Ipackchem Acquisition”).
The Company incurred transaction costs of $ 8.9 million to complete this acquisition. 50 Table of Contents The following table summarizes the consideration transferred to acquire Ipackchem and the preliminary valuation of identifiable assets acquired and liabilities assumed at the acquisition date: (in millions) Amounts Recognized as of the Acquisition Date Measurement Period Adjustments Amount Recognized as of Acquisition Date (as Adjusted) Fair value of consideration transferred Cash consideration $ 582.1 $ — $ 582.1 Recognized amounts of identifiable assets acquired and liabilities assumed Cash and cash equivalents $ 14.5 $ — $ 14.5 Accounts receivable 50.9 — 50.9 Inventories 36.7 — 36.7 Other current assets 4.9 ( 0.6 ) 4.3 Intangibles 231.7 1.4 233.1 Operating lease right-of-use assets 15.1 2.4 17.5 Finance lease right-of-use assets 8.2 2.2 10.4 Other long-term assets 1.0 — 1.0 Properties, plants and equipment 91.5 ( 6.5 ) 85.0 Total assets acquired 454.5 ( 1.1 ) 453.4 Accounts payable ( 17.2 ) — ( 17.2 ) Short-term borrowings ( 26.2 ) — ( 26.2 ) Other current liabilities ( 13.2 ) 0.1 ( 13.1 ) Operating lease liabilities ( 14.2 ) ( 3.3 ) ( 17.5 ) Finance lease liabilities ( 10.0 ) ( 0.5 ) ( 10.5 ) Long-term deferred tax liability ( 62.1 ) 6.4 ( 55.7 ) Other long-term liabilities ( 5.3 ) ( 2.0 ) ( 7.3 ) Total liabilities assumed ( 148.2 ) 0.7 ( 147.5 ) Total identifiable net assets $ 306.3 ( 0.4 ) 305.9 Goodwill $ 275.8 $ 0.4 $ 276.2 The Company recognized goodwill related to this acquisition of $ 276.2 million.
Pro Forma Results The following unaudited supplemental pro forma data presents consolidated information as if the Ipackchem Acquisition had been completed on November 1, 2022.
Newly Adopted Accounting Standards There have been no new accounting pronouncements adopted since the filing of the 2023 Form 10-K.
Operating lease right of use assets represent the Company’s right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets.
The fair value for acquired developed technology was determined as of the acquisition date based on estimates and judgments regarding expectations for the future after-tax cash flows arising from the revenue from developed technology that existed on the acquisition date over their estimated lives.
If the carrying amount exceeds the estimated fair value, we record an impairment of goodwill equal to the amount by which the carrying value exceeds the fair value of the reporting unit, not to exceed the recorded amount of goodwill.
The goodwill recognized in this acquisition was attributable to the acquired assembled workforce, expected synergies and economies of scale, none of which qualify for 55 Table of Contents recognition as a separate intangible asset.
No longer disclosed
The following table summarizes the carrying amount of goodwill by reporting unit for the year ended October 31, 2023 and 2022: Goodwill Balance (in millions) October 31, 2023 October 31, 2022 Global Industrial Packaging North America $ 461.6 $ 286.0 Europe, Middle East and Africa 330.0 315.4 Asia Pacific 96.0 95.2 Paper Packaging & Services 805.4 767.9 Total $ 1,693.0 $ 1,464.5 *The Global Industrial Packaging: Latin America and Land Management reporting units have no goodwill balance at either reporting period. 34 Table of Contents Recent Accounting Standards See Note 1 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K for a detailed description of recently issued and newly adopted accounting standards.
Newly Adopted Accounting Standards There have been no new accounting pronouncements adopted since the filing of the 2022 Form 10-K. 49 Table of Contents Recently Issued Accounting Standards In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which is intended to improve reportable segment disclosure requirements.
Centurion Acquisition The Company completed its acquisition of controlling influence over Centurion Container LLC (“Centurion”) on March 31, 2023 (the “Centurion Acquisition”), by increasing the Company’s ownership interest in Centurion from approximately 10 % to 80 %.
NOTE 3 – GOODWILL AND OTHER INTANGIBLE ASSETS The following table summarizes the changes in the carrying amount of goodwill by reportable segment for the years ended October 31, 2023 and 2022: (in millions) Global Industrial Packaging (1) Paper Packaging & Services Total Balance at October 31, 2021 $ 747.3 $ 768.1 $ 1,515.4 Currency translation ( 50.7 ) ( 0.2 ) ( 50.9 ) Balance at October 31, 2022 $ 696.6 $ 767.9 $ 1,464.5 Goodwill acquired 175.4 60.1 235.5 Goodwill allocated to divestitures — ( 22.5 ) ( 22.5 ) Currency translation 15.6 ( 0.1 ) 15.5 Balance at October 31, 2023 $ 887.6 $ 805.4 $ 1,693.0 (1) Accumulated goodwill impairment loss was $ 63.3 million as of October 31, 2023, 2022 and 2021, related to the Global Industrial Packaging reportable segment.
NOTE 2 — ACQUISITIONS AND DIVESTITURES Acquisitions ColePak Acquisition The Company acquired a 51 % ownership interest in ColePak, LLC (“ColePak”) on August 23, 2023 (the “ColePak Acquisition”).
All lawsuits, claims and proceedings are considered by the Company in establishing reserves for contingencies in accordance with ASC 450, “Contingencies.” In accordance with the provisions of ASC 450, the Company accrues for a litigation-related liability when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.
The Company reviews goodwill by reporting unit and indefinite-lived intangible assets for impairment as required by ASC 350, “Intangibles – Goodwill and Other,” either annually on August 1, or whenever events and circumstances indicate impairment may have occurred.
The fair value of the remaining noncontrolling interest of 49 % after the acquisition was $ 72.1 million, which was determined using a Monte Carlo option pricing model, and is redeemable through contractual terms.
If the carrying amount exceeds the estimated fair value, we record an impairment of goodwill equal to the amount by which the carrying value exceeds the fair value of the reporting unit, not to exceed the recorded amount of goodwill. 33 Table of Contents The Global Industrial Packaging reportable segment consists of four operating segments: Global Industrial Packaging – North America;
Based on currently available information known to the Company, the Company believes that its reserves for these litigation-related liabilities are reasonable and that the ultimate outcome of any pending matters is not likely to have a material effect on the Company’s financial position or results of operations.
Accordingly, these preliminary estimates are subject to adjustments during the measurement period, not to exceed one year from the date of the acquisition, based upon new information obtained about facts and circumstances that existed as of the date of closing the acquisition.
Accordingly, these preliminary estimates are subject to adjustments during the measurement period, not to exceed one year from the date of the acquisition, based upon new information obtained about facts and circumstances that existed as of the date of closing the acquisition.