FAIR VALUE

6 Months Ended

Jun. 30, 2023

Authoritative guidelines require the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows:

•Level 1: Unadjusted quoted prices in active markets for identical assets and liabilities.

•Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.

•Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

As of June 30, 2023, the fair values of our financial assets and liabilities were categorized as follows:


	Total		Level 1		Level 2		Level 3
Assets
Investment in equity securities (1)	$	8,376	$	8,376	$	—	$	—
Foreign exchange contracts (2)	953		—		953		—

Convertible notes	5,650		—		—		5,650
Total assets at fair value	$	14,979	$	8,376	$	953	$	5,650
Liabilities
Foreign exchange contracts (2)	$	909	$	—	$	909	$	—
Cross currency swap contract (2)	15,636		—		15,636		—

Total liabilities at fair value	$	16,545	$	—	$	16,545	$	—

As of December 31, 2022, the fair values of our financial assets and liabilities were categorized as follows:


	Total		Level 1		Level 2		Level 3
Assets
Investment in equity securities (1)	$	5,297	$	5,297	$	—	$	—
Foreign exchange contracts (2)	1,107		—		1,107		—

Convertible note	5,650		—		—		5,650
Total assets at fair value	$	12,054	$	5,297	$	1,107	$	5,650
Liabilities
Foreign exchange contracts (2)	$	269	$	—	$	269	$	—
Cross currency swap contract (2)	8,840		—		8,840		—
Contingent consideration obligation	25,310		—		—		25,310
Total liabilities at fair value	$	34,419	$	—	$	9,109	$	25,310

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(1)Investment in PureCycle Technologies ("PCT" or "PureCycle"). See Note 18 – Investment in Equity Securities for discussion of this investment.

(2)Market approach valuation technique based on observable market transactions of spot and forward rates.

The carrying amounts of our other current financial instruments such as cash and equivalents, accounts and notes receivable, notes payable and current maturities of long-term obligations approximate fair value due to the short-term maturity of the instrument. We consider our long-term debt obligations a Level 2 liability and utilize the market approach valuation technique based on interest rates that are currently available to us for issuance of debt with similar terms and maturities. The estimated fair value of our long-term obligations was $801.1 million as of June 30, 2023 and $868.7 million as of December 31, 2022.

During the first quarter of 2022, we invested $5.0 million in a convertible note in Enable Injections, Inc. This investment is recorded at fair value and is a Level 3 fair value measurement.

During the second quarter of 2022, we invested $1.0 million in a convertible note in Siklus Refill Pte. Ltd. ("Siklus"). During the fourth quarter of 2022, Siklus repaid $0.4 million of its convertible note. This investment is recorded at fair value and is a Level 3 fair value measurement.

As discussed in Note 12 – Fair Value of our Annual Report on Form 10-K for the year ended December 31, 2022, we had contingent consideration obligations to the selling equity holders of:

–Fusion Packaging, Inc. ("Fusion") in connection with the acquisition of 100% of the equity interests of Fusion (the "Fusion Acquisition") based on 2022 cumulative performance targets, and

–Noble International Holdings, Inc., Genia Medical, Inc. and JBCB Holdings, LLC (collectively referred to as "Noble") in connection with the acquisition of 100% of the equity interests of Noble (the "Noble Acquisition") based on 2024 cumulative performance targets.

We consider these obligations a Level 3 liability and estimated the aggregate fair value for these contingent consideration arrangements as follows:


	June 30, 2023		December 31, 2022
Fusion Acquisition	$	—	$	25,310
Noble Acquisition	—		—

	$	—	$	25,310

Changes in the fair value of these obligations are recorded within selling, research & development and administrative expenses in our Condensed Consolidated Statements of Income. Significant changes to the inputs, as noted above, can result in a significantly higher or lower fair value measurement. In April 2023, we repaid the outstanding contingent consideration obligation to the selling equity holders of Fusion. Approximately $22.8 million is recorded as a financing activity in our Condensed Consolidated Statements of Cash Flows representing the portion of the outstanding contingent consideration that was associated with the acquisition fair value of the liability. The remaining $2.5 million is recorded within cash flow from operations. The following table provides a summary of changes in our Level 3 fair value measurements:


Balance, December 31, 2022	$	25,310

Increase in fair value recorded in earnings	—
Payments	(25,310)
Balance, June 30, 2023	$	—

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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