Note 4:

Restructuring and Asset Impairment

The Company has engaged in a number of restructuring actions over the past several years. Actions initiated in 2013 and 2012 are reported as “2013 Actions” and “2012 Actions,” respectively. Actions initiated prior to 2012, all of which were substantially complete at March 31, 2013, are reported as “2011 and Earlier Actions.”

Following are the total restructuring and asset impairment charges/(credits), net of adjustments, recognized by the Company during the periods presented:


	Three Months Ended
	March 31, 2013			April 1, 2012
Restructuring/Asset impairment:
2013 Actions	$	1,316		$	—
2012 Actions		911			10,988
2011 and Earlier Actions		2,062			4,224

Restructuring/Asset impairment charges	$	4,289		$	15,212
Income tax benefit		(1,283	)		(4,591	)
Costs attributable to Noncontrolling Interests, net of tax		27			30

Total impact of Restructuring/Asset impairment charges, net of tax	$	3,033		$	10,651

Restructuring and asset impairment charges are included in “Restructuring/Asset impairment charges” in the Condensed Consolidated Statements of Income.

The Company expects to recognize future additional charges totaling approximately $5,500 in connection with previously announced restructuring actions and believes that the majority of these charges will be incurred and paid by the end of 2013. The Company continually evaluates its cost structure, including its manufacturing capacity, and additional restructuring actions may be undertaken.

2013 Actions

During 2013, the Company announced the planned closures of a small tube and core operation in Europe (part of the Paper and Industrial Converted Products segment) and a rigid paper packaging plant in the United States (part of the Consumer Packaging segment). In addition, the Company realigned its cost structure resulting in the elimination of approximately 20 positions.

Below is a summary by segment of 2013 Actions and related expenses by type incurred and estimated to be incurred through completion.


2013 Actions	First Quarter 2013		Estimated Total Cost
Severance and Termination Benefits
Paper and Industrial Converted Products	$	500	$	900
Consumer Packaging		435		885
Display and Packaging		—		—
Protective Solutions		40		40
Asset Impairment / Disposal of Assets
Paper and Industrial Converted Products		251		251
Other Costs
Paper and Industrial Converted Products		90		390
Consumer Packaging		—		550


Total Charges and Adjustments	$	1,316	$	3,016

“Other costs” consist primarily of equipment removal costs.

The following table sets forth the activity in the 2013 Actions restructuring accrual included in “Accrued expenses and other” on the Company’s Condensed Consolidated Balance Sheets:


2013 Actions Accrual Activity 2013 Year to Date	Severance and Termination Benefits			Asset Impairment/ Disposal of Assets			Other Costs			Total
Liability at December 31, 2012	$	—		$	—		$	—		$	—
2013 charges		975			251			90			1,316
Cash payments		(175	)		—			(90	)		(265	)
Asset write downs/disposals		—			(251	)		—			(251	)
Foreign currency translation		—			—			—			—

Liability at March 31, 2013	$	800		$	—		$	—		$	800

The Company expects to pay the majority of the remaining 2013 Actions restructuring costs by the end of 2013 using cash generated from operations.

2012 Actions

During 2012, the Company announced the closures of a paper mill in Germany (part of the Paper and Industrial Converted Products segment) and a paperboard based protective packaging operation in the United States (part of the Protective Solutions segment). In addition, the Company continued its manufacturing rationalization efforts in its blow-molding businesses (part of the Consumer Packaging segment), including the closure of a facility in Canada, and realigned its cost structure resulting in the elimination of approximately 165 positions.

Below is a summary by segment of 2012 Actions and related expenses by type incurred and estimated to be incurred through completion.


2012 Actions	First Quarter 2013			First Quarter 2012		Total Incurred to Date		Estimated Total Cost
Severance and Termination Benefits
Paper and Industrial Converted Products	$	45		$	5,468	$	10,374	$	10,724
Consumer Packaging		46			310		2,617		2,617
Display and Packaging		(2	)		281		1,299		1,299
Protective Solutions		52			931		1,647		1,647
Corporate		—			—		297		297
Asset Impairment / Disposal of Assets
Paper and Industrial Converted Products		136			2,138		2,540		2,540
Consumer Packaging		—			1,264		2,921		2,921
Protective Solutions		—			161		161		161
Other Costs
Paper and Industrial Converted Products		411			330		1,705		1,905
Consumer Packaging		93			93		954		1,104
Display and Packaging		7			—		18		18
Protective Solutions		123			12		1,059		1,109


Total Charges and Adjustments	$	911		$	10,988	$	25,592	$	26,342

“Other costs” consist primarily of costs related to plant closures including equipment removal, utilities, plant security, property taxes and insurance. The Company expects to pay the majority of the remaining 2012 Actions restructuring costs by the end of 2013 using cash generated from operations.

The following table sets forth the activity in the 2012 Actions restructuring accrual included in “Accrued expenses and other” on the Company’s Condensed Consolidated Balance Sheets:


2012 Actions Accrual Activity 2013 Year to Date	Severance and Termination Benefits			Asset Impairment/ Disposal of Assets			Other Costs			Total
Liability at December 31, 2012	$	6,313		$	—		$	80		$	6,393
2013 charges		179			136			634			949
Adjustments		(38	)		—			—			(38	)
Cash payments		(2,609	)		—			(586	)		(3,195	)
Asset write downs/disposals		—			(136	)		—			(136	)
Foreign currency translation		(29	)		—			(3	)		(32	)

Liability at March 31, 2013	$	3,816		$	—		$	125		$	3,941

2011 and Earlier Actions

2011 and Earlier Actions are comprised of a number of plant closures and workforce reductions initiated prior to 2012. Costs for these actions relate primarily to the cost of plant closures including severance, equipment removal, plant security, property taxes and insurance. Costs in the first quarter of 2013 also include an impairment charge of $589 on a building held for sale. The Company expects to recognize future pretax charges of approximately $3,050 associated with 2011 and Earlier Actions.

Below is a summary of expenses incurred by segment for 2011 and Earlier Actions for the quarters ended March 31, 2013 and April 1, 2012.


2011 and Earlier Actions	First Quarter 2013		First Quarter 2012
Paper and Industrial Converted Products	$	571	$	776
Consumer Packaging		669		3,137
Display and Packaging		—		11
Protective Solutions		822		300


Total Charges and Adjustments	$	2,062	$	4,224

The accrual for 2011 and Earlier Actions totaled $4,727 and $5,229 at March 31, 2013 and December 31, 2012, respectively, and is included in “Accrued expenses and other” on the Company’s Condensed Consolidated Balance Sheets. The accrual relates primarily to a pension withdrawal liability associated with a former paper mill in the United States and unpaid severance. The Company expects for the majority of both the liability and the future costs associated with 2011 and Earlier Actions to be paid by the end of 2013 using cash generated from operations.