What changed in this filing

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Item 1. Financial Statements

2021-11-04 compared with 2021-08-04 · 158 added, 86 removed, 413 unchanged (37% of the section changed)

3 unchanged sentences

(Dollars in thousands)

June 30, 2021 June 30, 2020 Dec.

30, 2021 Sept.

30, 2020 Dec.

(unaudited) (unaudited)

31 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

For the three and six months ended June 30, 2021 and 2020

For the three and nine months ended September 30, 2021 and 2020

(Dollars and shares in thousands, except per share amounts)

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

Net sales $ 1,651,070 $ 1,488,499 $ 4,237,841 $ 3,695,353

23 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three and six months ended June 30, 2021 and 2020

For the three and nine months ended September 30, 2021 and 2020

(Dollars in thousands)

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

Net income $ 106,292 $ 112,851 $ 274,049 $ 248,623

3 unchanged sentences

Foreign currency translation ( 30,952 ) 22,520 ( 38,655 ) ( 15,495 )

Other comprehensive income (loss) 28,373 337 ( 2,480 ) ( 37,618 )

Other comprehensive (loss) income ( 27,725 ) 25,008 ( 30,205 ) ( 12,610 )

Comprehensive income $ 78,567 $ 137,859 $ 243,844 $ 236,013

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the six months ended June 30, 2021 and 2020

For the nine months ended September 30, 2021 and 2020

(Dollars in thousands)

13 unchanged sentences

Other, net ( 30,055 ) 8,981

Net cash used in operating activities ( 209,313 ) ( 63,804 )

Net cash (used in) provided by operating activities ( 5,778 ) 118,466

Cash flows provided by (used in) investing activities:

23 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

For the three and six months ended June 30, 2021 and 2020

For the three and nine months ended September 30, 2021 and 2020

(Dollars and shares in thousands, except per share amounts)

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

Common stock - shares outstanding

29 unchanged sentences

( 263,433 ) ( 297,360 ) ( 260,953 ) ( 259,742 )

Other comprehensive income (loss) 28,373 337 ( 2,480 ) ( 37,618 )

Other comprehensive (loss) income ( 27,725 ) 25,008 ( 30,205 ) ( 12,610 )

Balance at end of period

13 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Significant Accounting Policies

9 unchanged sentences

Each of these segments continues to consist of the same operations as prior to it being renamed.

Goodwill and Other Intangible Assets.

We review goodwill and other indefinite-lived intangible assets for impairment as of July 1 of each year and more frequently if circumstances indicate a possible impairment.

We determined that our goodwill and other indefinite-lived intangible assets were not impaired in our annual 2021 assessment performed during the third quarter.

The following tables present our revenues disaggregated by reportable segment and geography as they best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

Revenues by segment were as follows:

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

(Dollars in thousands)

4 unchanged sentences

Revenues by geography were as follows:

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

(Dollars in thousands)

2 unchanged sentences

$ 1,651,070 $ 1,488,499 $ 4,237,841 $ 3,695,353

Our contract assets primarily consist of unbilled accounts receivable related to over time revenue recognition and were $ 92.6 million, $ 80.4 million, and $ 83.0 million as of June 30, 2021 and 2020 and December 31, 2020, respectively.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Our contract assets primarily consist of unbilled accounts receivable related to over time revenue recognition and were $ 94.6 million, $ 80.2 million, and $ 83.0 million as of September 30, 2021 and 2020 and December 31, 2020, respectively.

Unbilled receivables are included in trade accounts receivable, net on our Condensed Consolidated Balance Sheets.

Gateway Plastics Acquisition

On September 20, 2021, we acquired Gateway Plastics LLC, or Silgan Specialty Packaging, a manufacturer and seller of dispensing closures and integrated dispensing packaging solutions, such as a combined container and closure or 100% recyclable dispensing beverage pods, to consumer goods product companies primarily for the food and beverage markets.

The purchase price for this acquisition of $ 483.8 million, net of cash acquired, was funded with revolving loan borrowings under our amended and restated senior secured credit facility, as amended, or the Credit Agreement.

The purchase price is subject to adjustments for working capital, net indebtedness and seller's transaction expenses.

The initial purchase price has been allocated to assets acquired and liabilities assumed based on estimated fair values at the date of acquisition using valuation techniques including the income, cost and market approaches, primarily using Level 3 inputs (as defined in Note 9).

For this acquisition, we applied the acquisition method of accounting and recognized assets acquired and liabilities assumed at fair value as of the acquisition date, and we recognized goodwill of $ 200.7 million which is expected to be deductible for income tax purposes, a customer relationship intangible asset of $ 166.0 million with an estimated remaining life of 22 years and technology know-how of $ 3.4 million with an estimated remaining life of 5 years.

The purchase price allocation is preliminary and subject to change pending a final valuation of the assets and liabilities, including property, plant and equipment and intangible assets.

Silgan Specialty Packaging's results of operations were included in our Dispensing and Specialty Closures segment since the acquisition date and were not significant since such date.

Unicep Packaging Acquisition

On September 30, 2021, we acquired Unicep Packaging LLC, or Unicep, a Specialty Contract Manufacturer and Developer, or SCMD, solutions provider that develops, formulates, manufactures and sells precision dosing dispensing packaging solutions, such as diagnostic test components, oral care applications and skin care products, primarily for the health care, diagnostics, animal health, oral care and personal care markets.

The purchase price for this acquisition of $ 236.9 million, net of cash acquired, was funded with revolving loan borrowings under the Credit Agreement.

The purchase price is subject to adjustments for working capital, net indebtedness and seller's transaction expenses.

For this acquisition, we applied the acquisition method of accounting and recognized assets acquired and liabilities assumed at fair value as of the acquisition date, and we recognized goodwill of $ 142.8 million which is expected to be deductible for income tax purposes, a customer relationship intangible asset of $ 72.0 million with an estimated remaining life of 18 years, technology know-how of $ 4.0 million with an estimated remaining life of 10 years and a trade name of $ 3.7 million with an estimated remaining life of 10 years.

The purchase price allocation is preliminary and subject to change pending a final valuation of the assets and liabilities, including property, plant and equipment and intangible assets.

Unicep's results of operations were included in our Dispensing and Specialty Closures segment since the acquisition date and were not significant since such date.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Rationalization Charges

2 unchanged sentences

Rationalization charges by segment were as follows:

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

(Dollars in thousands)

11 unchanged sentences

Utilized and currency translation ( 5,253 ) ( 1,638 ) ( 4,554 ) ( 11,445 )

Balance at June 30, 2021 $ 43,919 $ 287 $ — $ 44,206

Balance at September 30, 2021 $ 43,014 $ 127 $ — $ 43,141

Non-cash asset write-downs were the result of comparing the carrying value of certain production related assets to their fair value using estimated future discounted cash flows, a Level 3 fair value measurement (see Note 9 for information regarding a Level 3 fair value measurement).

Rationalization reserves as of June 30, 2021 were recorded in our Condensed Consolidated Balance Sheet as accrued liabilities of $ 7.9 million and other liabilities of $ 36.3 million.

Rationalization reserves as of September 30, 2021 were recorded in our Condensed Consolidated Balance Sheet as accrued liabilities of $ 7.1 million and other liabilities of $ 36.0 million.

Exclusive of the footprint optimization plan for our Metal Container segment and our resulting withdrawal from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan, announced in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $ 1.2 million and $ 5.9 million, respectively.

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Accumulated Other Comprehensive Loss

14 unchanged sentences

Other comprehensive loss 5,910 2,540 ( 38,655 ) ( 30,205 )

Balance at June 30, 2021 $ ( 164,850 ) $ ( 3,187 ) $ ( 95,396 ) $ ( 263,433 )

The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three and six months ended June 30, 2021 were net (losses) of $( 2.6 ) million and $( 5.2 ) million, respectively, excluding income tax benefits of $ 0.7 million and $ 1.4 million, respectively.

For the three and six months ended June 30, 2021, these net (losses) consisted of amortization of net actuarial (losses) of $( 3.0 ) million and $( 6.0 ) million and amortization of net prior service credit of $ 0.4 million and $ 0.8 million, respectively.

Balance at September 30, 2021 $ ( 162,694 ) $ ( 2,116 ) $ ( 126,348 ) $ ( 291,158 )

The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three and nine months ended September 30, 2021 were net (losses) of $( 2.9 ) million and $( 8.1 ) million, respectively, excluding income tax benefits of $ 0.8 million and $ 2.2 million, respectively.

For the three and nine months ended September 30, 2021, these net (losses) consisted of amortization of net actuarial (losses) of $( 3.3 ) million and $( 9.3 ) million and amortization of net prior service credit of $ 0.4 million and $ 1.2 million, respectively.

Amortization of net actuarial losses and net prior service credit was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income.

See Note 11 for further information.

The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the three and six months ended June 30, 2021 were not significant.

Other comprehensive loss before reclassifications related to foreign currency translation for the three and six months ended June 30, 2021 consisted of (i) foreign currency gains (losses) related to translation of quarter end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S.

dollar of $ 29.1 million and $( 22.6 ) million, respectively, (ii) foreign currency gains related to intra-entity foreign currency transactions that are of a long-term investment nature of $ 0.5 million and $ 0.9 million, respectively, and (iii) foreign currency (losses) gains related to our net investment hedges of $( 5.2 ) million and $ 18.3 million, respectively, excluding an income tax benefit (provision) of $ 1.3 million and $( 4.3 ) million, respectively.

The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the three and nine months ended September 30, 2021 were not significant.

Other comprehensive loss before reclassifications related to foreign currency translation for the three and nine months ended September 30, 2021 consisted of (i) foreign currency (losses) related to translation of quarter end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S.

dollar of $( 40.5 ) million and $( 63.1 ) million, respectively, (ii) foreign currency (losses) gains related to intra-entity foreign currency transactions that are of a long-term investment nature of $( 0.1 ) million and $ 0.8 million, respectively, and (iii) foreign currency gains related to our net investment hedges of $ 12.6 million and $ 30.9 million, respectively, excluding an income tax (provision) of $( 3.0 ) million and $( 7.3 ) million, respectively.

See Note 9 for further discussion.

Inventories consisted of the following:

June 30, 2021 June 30, 2020 Dec.

30, 2021 Sept.

30, 2020 Dec.

(Dollars in thousands)

8 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Goodwill and Other Intangibles

Changes in the carrying amount of goodwill were as follows:

Dispensing and Specialty Closures Metal Containers Custom

Containers Total

(Dollars in thousands)

Balance at December 31, 2020 $ 1,396,191 $ 117,938 $ 227,367 $ 1,741,496

Acquisitions 346,916 — — 346,916

Currency translation ( 46,610 ) ( 2,869 ) 100 ( 49,379 )

Balance at September 30, 2021 $ 1,696,497 $ 115,069 $ 227,467 $ 2,039,033

In connection with our acquisitions of Silgan Specialty Packaging and Unicep as discussed in Note 3, we recognized goodwill of $ 343.5 million.

The components of other intangible assets, net were as follows:

30, 2021 Dec.

Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization

(Dollars in thousands)

Definite-lived intangibles:

Customer relationships $ 926,566 $ ( 163,998 ) $ 711,065 $ ( 147,014 )

Other 81,339 ( 36,715 ) 72,689 ( 31,672 )

1,007,905 ( 200,713 ) 783,754 ( 178,686 )

Indefinite-lived intangibles:

Trade names 32,140 — 32,140 —

$ 1,040,045 $ ( 200,713 ) $ 815,894 $ ( 178,686 )

In connection with our acquisitions of Silgan Specialty Packaging and Unicep as discussed in Note 3, we recognized intangible assets for customer relationships of $ 238.0 million, technology know-how of $ 7.4 million and a trade name of $ 3.7 million.

Amortization expense was $ 10.5 million and $ 31.1 million for the three and nine months ended September 30, 2021, respectively, and $ 10.4 million and $ 25.4 million for the three and nine months ended September 30, 2020, respectively.

Amortization expense is expected to be $ 45.1 million, $ 52.8 million, $ 52.7 million, $ 52.7 million and $ 48.7 million for the years ended December 31, 2021 through 2025, respectively.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Long-Term Debt

Long-term debt consisted of the following:

June 30, 2021 June 30, 2020 Dec.

30, 2021 Sept.

30, 2020 Dec.

(Dollars in thousands)

16 unchanged sentences

$ 3,191,581 $ 3,163,305 $ 3,223,217

At June 30, 2021, the current portion of long-term debt consisted of $ 195.9 million of bank revolving loans under our amended and restated senior secured credit facility, or the Credit Agreement, $ 43.1 million of other foreign bank revolving and term loans and $ 1.9 million of finance leases.

At September 30, 2021, the current portion of long-term debt consisted of $ 910.0 million of bank revolving loans under the Credit Agreement, $ 21.6 million of other foreign bank revolving and term loans and $ 2.6 million of finance leases.

On February 1, 2021, we and certain of our subsidiaries entered into a Second Amendment to Amended and Restated Credit Agreement, or the Second Amendment, with certain lenders party thereto and Wells Fargo Bank, National Association, as administrative agent under the Credit Agreement.

19 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

extent such subsidiary no longer guarantees the Credit Agreement and in certain other circumstances, and the Collateral pledged by such subsidiary guarantor will also be released upon the release of such subsidiary guarantor’s guarantee.

17 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Financial Instruments

1 unchanged sentence

Due to their short-term maturity, the carrying amounts of trade accounts receivable and trade accounts payable approximate their fair market values.

The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at June 30, 2021:

The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at September 30, 2021:

(Dollars in thousands)

14 unchanged sentences

Financial Instruments Measured at Fair Value

The financial assets and liabilities that were measured on a recurring basis at June 30, 2021 consisted of our cash and cash equivalents and derivative instruments.

The financial assets and liabilities that were measured on a recurring basis at September 30, 2021 consisted of our cash and cash equivalents and derivative instruments.

We measured the fair value of cash and cash equivalents using Level 1 inputs.

11 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

We utilize certain derivative financial instruments to manage a portion of our interest rate, foreign currency exchange rate and natural gas cost exposures.

3 unchanged sentences

Financial instruments qualifying for hedge accounting must maintain a high correlation between the hedging instrument and the item being hedged, both at inception and throughout the hedged period.

The notional principal amounts outstanding under foreign currency exchange rate agreements and natural gas swap agreements were not significant as of June 30, 2021.

The notional principal amounts outstanding under foreign currency exchange rate agreements and natural gas swap agreements were not significant as of September 30, 2021.

In addition, we also utilize certain internal hedging strategies to minimize our foreign currency exchange rate risk.

4 unchanged sentences

These agreements have a fixed rate of 2.878 percent and mature on March 24, 2023.

The difference between amounts to be paid or received on our interest rate swap agreements is recorded in interest and other debt expense in our Condensed Consolidated Statements of Income and was not significant for the three and six months ended June 30, 2021.

These agreements are with a financial institution which is expected to fully perform under the terms thereof.

The total fair value of our interest rate swap agreements in effect at June 30, 2021 was not significant.

The total fair value of our interest rate swap agreements in effect at September 30, 2021 was not significant.

Foreign Currency Exchange Rate Risk

1 unchanged sentence

In addition, where available, we have borrowed funds in local currency or implemented certain internal hedging strategies to minimize our foreign currency exchange rate risk related to foreign operations, including net investment hedges related to the 3¼% Notes which are Euro denominated.

Foreign currency (losses) gains related to our net investment hedges included in accumulated other comprehensive loss for the three and six months ended June 30, 2021 were $( 5.2 ) million and $ 18.3 million, respectively.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

Foreign currency gains related to our net investment hedges included in accumulated other comprehensive loss for the three and nine months ended September 30, 2021 were $ 12.6 million and $ 30.9 million, respectively.

Commitments and Contingencies

4 unchanged sentences

We are not a party to, and none of our properties are subject to, any pending legal proceedings which could have a material adverse effect on our business or financial condition.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Retirement Benefits

The components of the net periodic pension benefit credit were as follows:

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

(Dollars in thousands)

6 unchanged sentences

The components of the net periodic other postretirement benefit credit were as follows:

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

(Dollars in thousands)

8 unchanged sentences

We have been accepted into the Compliance Assurance Program for the 2020 and 2021 tax years which provides for the review by the IRS of tax matters relating to our tax return prior to filing.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

Treasury Stock

On October 17, 2016, our Board of Directors authorized the repurchase by us of up to an aggregate of $ 300.0 million of our common stock by various means from time to time through and including December 31, 2021.

We did not repurchase any shares of our common stock pursuant to this authorization during the six months ended June 30, 2021.

At June 30, 2021, we had approximately $ 76.6 million remaining under this authorization for the repurchase of our common stock.

During the first six months of 2021, we issued 573,232 treasury shares which had an average cost of $ 3.19 per share for restricted stock units that vested during the period.

We did not repurchase any shares of our common stock pursuant to this authorization during the nine months ended September 30, 2021.

At September 30, 2021, we had approximately $ 76.6 million remaining under this authorization for the repurchase of our common stock.

During the first nine months of 2021, we issued 576,232 treasury shares which had an average cost of $ 3.19 per share for restricted stock units that vested during the period.

In accordance with the Silgan Holdings Inc.

1 unchanged sentence

We account for treasury shares using the first-in, first-out (FIFO) cost method.

As of June 30, 2021, 64,704,383 shares of our common stock were held in treasury.

As of September 30, 2021, 64,702,267 shares of our common stock were held in treasury.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Stock-Based Compensation

We currently have one stock-based compensation plan in effect under which we have issued options and restricted stock units to our officers, other key employees and outside directors.

During the first six months of 2021, 359,469 restricted stock units were granted to certain of our officers, other key employees and outside directors.

During the first nine months of 2021, 364,769 restricted stock units were granted to certain of our officers, other key employees and outside directors.

The fair value of these restricted stock units at the grant date was $ 14.1 million, which is being amortized ratably over the respective vesting period from the grant date.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

Segment Information

4 unchanged sentences

(Dollars in thousands)

Three Months Ended June 30, 2021

Three Months Ended September 30, 2021

Net sales $ 533,329 $ 942,125 $ 175,616 $ — $ 1,651,070

3 unchanged sentences

Segment income 60,090 94,271 22,704 ( 9,148 ) 167,917

Three Months Ended June 30, 2020

Three Months Ended September 30, 2020

Net sales $ 475,105 $ 856,660 $ 156,734 $ — $ 1,488,499

3 unchanged sentences

Segment income 64,161 94,497 21,887 ( 6,512 ) 174,033

Six Months Ended June 30, 2021

Nine Months Ended September 30, 2021

Net sales $ 1,588,449 $ 2,120,740 $ 528,652 $ — $ 4,237,841

3 unchanged sentences

Segment income 199,571 198,520 74,434 ( 25,105 ) 447,420

Six Months Ended June 30, 2020

Nine Months Ended September 30, 2020

Net sales $ 1,242,725 $ 1,962,370 $ 490,258 $ — $ 3,695,353

4 unchanged sentences

_____________

(1) Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $ 1.4 million and $ 1.1 million for the three months ended June 30, 2021 and 2020, respectively and $ 2.7 million and $ 2.1 million for the six months ended June 30, 2021 and 2020, respectively.

(1) Depreciation and amortization excludes amortization of debt discount and debt issuance costs of $ 1.4 million and $ 1.2 million for the three months ended September 30, 2021 and 2020, respectively and $ 4.1 million and $ 3.3 million for the nine months ended September 30, 2021 and 2020, respectively.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2021 and 2020 and for the

three and nine months then ended is unaudited)

Total segment income is reconciled to income before income taxes as follows:

Three Months Ended Six Months Ended

June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020

Three Months Ended Nine Months Ended

30, 2021 Sept.

30, 2020 Sept.

30, 2021 Sept.

(Dollars in thousands)

4 unchanged sentences

The size and quality of these harvests varies from year to year, depending in large part upon the weather conditions in applicable regions.

Because of the seasonality of the harvests, we have historically

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at June 30, 2021 and 2020 and for the

three and six months then ended is unaudited)

experienced higher unit sales volume in the third quarter of our fiscal year and generated a disproportionate amount of our annual segment income during that quarter.

Because of the seasonality of the harvests, we have historically experienced higher unit sales volume in the third quarter of our fiscal year and generated a disproportionate amount of our annual segment income during that quarter.

Subsequent Event

Easytech Closures Acquisition

On October 1, 2021, we acquired Easytech Closures S.p.A., or Easytech, a manufacturer and seller of easy-open and sanitary metal ends used with metal containers primarily for food applications in Europe.

The purchase price for this acquisition of $ 28.5 million, net of cash acquired, was funded with revolving loan borrowings under the Credit Agreement.

Easytech's results of operations will be included in our Metal Container segment.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements