Divestiture (Notes)

9 Months Ended

Sep. 30, 2014

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

Divestitures and Plant Closure

Planned Divestiture of Pressure Sensitive Materials Business

In September 2014, the Company reached an agreement to sell its global Pressure Sensitive Materials business for a sales price of $170 million. This transaction, which is subject to customary closing conditions and regulatory approval, is expected to close during the fourth quarter of 2014. At September 30, 2014, the Company determined that the Pressure Sensitive Materials business met the criteria to be classified as a discontinued operation, which required retrospective application to certain financial information for all periods presented. The assets and liabilities of the Pressure Sensitive Materials business were reflected as held for sale in the consolidated balance sheet at September 30, 2014.

The following table summarizes the results of the Pressure Sensitive Materials business, reclassified as discontinued operations for the three and nine month periods ended September 30, 2014 and 2013:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
(in millions)	2014			2013		2014			2013
Net sales	$	134.6		$	137.0	$	422.2		$	419.3
(Loss) income from discontinued operations before income taxes	$	(34.9	)	$	8.0	$	(42.2	)	$	22.2
Provision for income taxes on discontinued operations	9.6			2.9		7.7			8.0
(Loss) income from discontinued operations, net of tax	$	(44.5	)	$	5.1	$	(49.9	)	$	14.2

(Loss) income from discontinued operations includes the operating results of our Pressure Sensitive Materials business, goodwill impairment charges, direct transaction costs associated with the planned divestiture, and plant closure costs associated with the Stow, Ohio plant.

Assets and liabilities classified as held for sale are required to be recorded at the lower of carrying value or fair value less costs to sell. Accordingly, the Company recorded goodwill impairment charges of $44.7 million in the third quarter of 2014 when it became apparent the business would sell for less than its carrying value. There were no indicators of impairment prior to the third quarter of 2014.

In March 2014, the Company announced the closure of its plant in Stow, Ohio, one of its Pressure Sensitive Materials manufacturing facilities. Operations ceased at this location in May 2014. During the nine months ended September 30, 2014, plant closure costs of $25.0 million were recorded and approximately $20.8 million of cash payments were made. These costs are included within (loss) income from discontinued operation and included a final withdrawal payment for a multi-employer pension plan.

The following table summarizes the carrying value of the assets and liabilities held for sale:

(in millions)	September 30, 2014
Cash and cash equivalents	$	10.0
Accounts receivable, net	71.3
Inventories	78.2
Prepaid expenses and other current assets	1.1
Property and equipment, net	79.4
Goodwill	7.8
Other intangible assets, net	1.6
Deferred charges and other assets	0.4
Assets held for sale	$	249.8
Accounts payable	$	50.2
Accrued salaries and wages	18.8
Accrued income and other taxes	5.3
Other current liabilities	2.9
Other liabilities and deferred credits	9.8
Liabilities held for sale	$	87.0

Divestiture of Paper Packaging Division

On March 31, 2014, the Company completed the sale of its Paper Packaging Division. Annual net sales by this division were approximately $160 million. Net proceeds of the transaction totaled $79.8 million, subject to customary post-closing adjustments. A $9.3 million pre-tax gain on the sale was recorded as part of other non-operating income for the nine months ended September 30, 2014.

Divestiture of Clysar

On May 29, 2013, the Company completed the sale of its Clysar thin gauge shrink film plant. Annual net sales of Clysar films were approximately $70 million and were sold primarily through distributors. A $5.5 million pre-tax gain on the sale was recorded as part of other non-operating income for the nine months ended September 30, 2013. As of September 30, 2013, net proceeds of the transaction totaled $30.4 million, subject to customary post-closing adjustments, which reduced the proceeds slightly during the fourth quarter of 2013.