false2024Q3000084986912-313.254.1252.252.254.1253.253.25xbrli:sharesiso4217:USDiso4217:USDxbrli:sharesxbrli:pureslgn:planslgn:facilityslgn:employeeiso4217:EUR00008498692024-01-012024-09-3000008498692024-10-3100008498692024-09-3000008498692023-09-3000008498692023-12-3100008498692024-07-012024-09-3000008498692023-07-012023-09-3000008498692023-01-012023-09-3000008498692022-12-310000849869us-gaap:CommonStockMember2024-06-300000849869us-gaap:CommonStockMember2023-06-300000849869us-gaap:CommonStockMember2023-12-310000849869us-gaap:CommonStockMember2022-12-310000849869us-gaap:CommonStockMember2024-07-012024-09-300000849869us-gaap:CommonStockMember2023-07-012023-09-300000849869us-gaap:CommonStockMember2024-01-012024-09-300000849869us-gaap:CommonStockMember2023-01-012023-09-300000849869us-gaap:CommonStockMember2024-09-300000849869us-gaap:CommonStockMember2023-09-300000849869us-gaap:AdditionalPaidInCapitalMember2024-06-300000849869us-gaap:AdditionalPaidInCapitalMember2023-06-300000849869us-gaap:AdditionalPaidInCapitalMember2023-12-310000849869us-gaap:AdditionalPaidInCapitalMember2022-12-310000849869us-gaap:AdditionalPaidInCapitalMember2024-07-012024-09-300000849869us-gaap:AdditionalPaidInCapitalMember2023-07-012023-09-300000849869us-gaap:AdditionalPaidInCapitalMember2024-01-012024-09-300000849869us-gaap:AdditionalPaidInCapitalMember2023-01-012023-09-300000849869us-gaap:AdditionalPaidInCapitalMember2024-09-300000849869us-gaap:AdditionalPaidInCapitalMember2023-09-300000849869us-gaap:RetainedEarningsMember2024-06-300000849869us-gaap:RetainedEarningsMember2023-06-300000849869us-gaap:RetainedEarningsMember2023-12-310000849869us-gaap:RetainedEarningsMember2022-12-310000849869us-gaap:RetainedEarningsMember2024-07-012024-09-300000849869us-gaap:RetainedEarningsMember2023-07-012023-09-300000849869us-gaap:RetainedEarningsMember2024-01-012024-09-300000849869us-gaap:RetainedEarningsMember2023-01-012023-09-300000849869us-gaap:RetainedEarningsMember2024-09-300000849869us-gaap:RetainedEarningsMember2023-09-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-06-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-06-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-12-310000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-07-012024-09-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-07-012023-09-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-01-012024-09-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-09-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-09-300000849869us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-09-300000849869us-gaap:TreasuryStockCommonMember2024-06-300000849869us-gaap:TreasuryStockCommonMember2023-06-300000849869us-gaap:TreasuryStockCommonMember2023-12-310000849869us-gaap:TreasuryStockCommonMember2022-12-310000849869us-gaap:TreasuryStockCommonMember2024-07-012024-09-300000849869us-gaap:TreasuryStockCommonMember2023-07-012023-09-300000849869us-gaap:TreasuryStockCommonMember2024-01-012024-09-300000849869us-gaap:TreasuryStockCommonMember2023-01-012023-09-300000849869us-gaap:TreasuryStockCommonMember2024-09-300000849869us-gaap:TreasuryStockCommonMember2023-09-300000849869slgn:DispensingAndSpecialtyClosuresMember2024-07-012024-09-300000849869slgn:DispensingAndSpecialtyClosuresMember2023-07-012023-09-300000849869slgn:DispensingAndSpecialtyClosuresMember2024-01-012024-09-300000849869slgn:DispensingAndSpecialtyClosuresMember2023-01-012023-09-300000849869slgn:MetalContainersMember2024-07-012024-09-300000849869slgn:MetalContainersMember2023-07-012023-09-300000849869slgn:MetalContainersMember2024-01-012024-09-300000849869slgn:MetalContainersMember2023-01-012023-09-300000849869slgn:CustomContainersMember2024-07-012024-09-300000849869slgn:CustomContainersMember2023-07-012023-09-300000849869slgn:CustomContainersMember2024-01-012024-09-300000849869slgn:CustomContainersMember2023-01-012023-09-300000849869srt:NorthAmericaMember2024-07-012024-09-300000849869srt:NorthAmericaMember2023-07-012023-09-300000849869srt:NorthAmericaMember2024-01-012024-09-300000849869srt:NorthAmericaMember2023-01-012023-09-300000849869slgn:EuropeandOtherMember2024-07-012024-09-300000849869slgn:EuropeandOtherMember2023-07-012023-09-300000849869slgn:EuropeandOtherMember2024-01-012024-09-300000849869slgn:EuropeandOtherMember2023-01-012023-09-300000849869us-gaap:UnbilledRevenuesMemberus-gaap:TradeAccountsReceivableMember2024-09-300000849869us-gaap:UnbilledRevenuesMemberus-gaap:TradeAccountsReceivableMember2023-09-300000849869us-gaap:UnbilledRevenuesMemberus-gaap:TradeAccountsReceivableMember2023-12-310000849869us-gaap:EmployeeSeveranceMember2023-12-310000849869slgn:FacilityClosingNettingMember2023-12-310000849869slgn:AssetImpairmentsMember2023-12-310000849869us-gaap:EmployeeSeveranceMember2024-01-012024-09-300000849869slgn:FacilityClosingNettingMember2024-01-012024-09-300000849869slgn:AssetImpairmentsMember2024-01-012024-09-300000849869us-gaap:EmployeeSeveranceMember2024-09-300000849869slgn:FacilityClosingNettingMember2024-09-300000849869slgn:AssetImpairmentsMember2024-09-300000849869us-gaap:AccruedLiabilitiesMember2024-09-300000849869us-gaap:OtherLiabilitiesMember2024-09-300000849869us-gaap:OtherRestructuringMemberslgn:RationalizationPlanMember2024-09-300000849869us-gaap:OtherRestructuringMemberslgn:RationalizationPlanMember2024-01-012024-09-300000849869slgn:AnnuallyThrough2040Memberslgn:CentralStatesPensionPlanwithdrawalMember2024-01-012024-09-300000849869us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2023-12-310000849869us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2023-12-310000849869us-gaap:AccumulatedTranslationAdjustmentMember2023-12-310000849869us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2024-01-012024-09-300000849869us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2024-01-012024-09-300000849869us-gaap:AccumulatedTranslationAdjustmentMember2024-01-012024-09-300000849869us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2024-09-300000849869us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2024-09-300000849869us-gaap:AccumulatedTranslationAdjustmentMember2024-09-300000849869us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2024-07-012024-09-300000849869us-gaap:AccumulatedTranslationAdjustmentMember2024-07-012024-09-300000849869slgn:BankBorrowingsMemberslgn:RevolvingLoanMember2024-09-300000849869slgn:BankBorrowingsMemberslgn:RevolvingLoanMember2023-09-300000849869slgn:BankBorrowingsMemberslgn:RevolvingLoanMember2023-12-310000849869slgn:BankBorrowingsMemberslgn:USTermLoansMember2024-09-300000849869slgn:BankBorrowingsMemberslgn:USTermLoansMember2023-09-300000849869slgn:BankBorrowingsMemberslgn:USTermLoansMember2023-12-310000849869slgn:BankBorrowingsMemberslgn:OtherForeignBankRevolvingAndTermLoansMember2024-09-300000849869slgn:BankBorrowingsMemberslgn:OtherForeignBankRevolvingAndTermLoansMember2023-09-300000849869slgn:BankBorrowingsMemberslgn:OtherForeignBankRevolvingAndTermLoansMember2023-12-310000849869slgn:BankBorrowingsMember2024-09-300000849869slgn:BankBorrowingsMember2023-09-300000849869slgn:BankBorrowingsMember2023-12-310000849869slgn:ThreeandOneQuarterPercentSeniorNotesdue2025Memberus-gaap:SeniorNotesMember2024-09-300000849869slgn:ThreeandOneQuarterPercentSeniorNotesdue2025Memberus-gaap:SeniorNotesMember2023-09-300000849869slgn:ThreeandOneQuarterPercentSeniorNotesdue2025Memberus-gaap:SeniorNotesMember2023-12-310000849869slgn:FourandOneEighthPercentSeniorNotesDue2028Memberus-gaap:SeniorNotesMember2024-09-300000849869slgn:FourandOneEighthPercentSeniorNotesDue2028Memberus-gaap:SeniorNotesMember2023-09-300000849869slgn:FourandOneEighthPercentSeniorNotesDue2028Memberus-gaap:SeniorNotesMember2023-12-310000849869slgn:TwoAndOneQuarterPercentSeniorNotesDue2028Memberus-gaap:SeniorNotesMember2024-09-300000849869slgn:TwoAndOneQuarterPercentSeniorNotesDue2028Memberus-gaap:SeniorNotesMember2023-09-300000849869slgn:TwoAndOneQuarterPercentSeniorNotesDue2028Memberus-gaap:SeniorNotesMember2023-12-310000849869slgn:OnePointFourPercentSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2024-09-300000849869slgn:OnePointFourPercentSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2023-09-300000849869slgn:OnePointFourPercentSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2023-12-310000849869slgn:FinanceLeasesMember2024-09-300000849869slgn:FinanceLeasesMember2023-09-300000849869slgn:FinanceLeasesMember2023-12-310000849869slgn:BankBorrowingsMemberslgn:USRevolvingLoansMember2024-09-300000849869slgn:FinanceLeasesMember2024-09-300000849869us-gaap:CarryingReportedAmountFairValueDisclosureMember2024-09-300000849869us-gaap:EstimateOfFairValueFairValueDisclosureMember2024-09-300000849869us-gaap:CarryingReportedAmountFairValueDisclosureMemberslgn:BankBorrowingsMember2024-09-300000849869us-gaap:EstimateOfFairValueFairValueDisclosureMemberslgn:BankBorrowingsMember2024-09-300000849869slgn:ThreeandOneQuarterPercentSeniorNotesdue2025Memberus-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:ThreeandOneQuarterPercentSeniorNotesdue2025Memberus-gaap:EstimateOfFairValueFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:FourandOneEighthPercentSeniorNotesDue2028Memberus-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:FourandOneEighthPercentSeniorNotesDue2028Memberus-gaap:EstimateOfFairValueFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:TwoAndOneQuarterPercentSeniorNotesDue2028Memberus-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:TwoAndOneQuarterPercentSeniorNotesDue2028Memberus-gaap:EstimateOfFairValueFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:OnePointFourPercentSeniorNotesDue2026Memberus-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:OnePointFourPercentSeniorNotesDue2026Memberus-gaap:EstimateOfFairValueFairValueDisclosureMemberus-gaap:SeniorNotesMember2024-09-300000849869slgn:USDInterestRateSwapMaturityDateApril2026Member2023-03-310000849869us-gaap:PensionPlansDefinedBenefitMember2024-07-012024-09-300000849869us-gaap:PensionPlansDefinedBenefitMember2023-07-012023-09-300000849869us-gaap:PensionPlansDefinedBenefitMember2024-01-012024-09-300000849869us-gaap:PensionPlansDefinedBenefitMember2023-01-012023-09-300000849869us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2024-07-012024-09-300000849869us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2023-07-012023-09-300000849869us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2024-01-012024-09-300000849869us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2023-01-012023-09-300000849869slgn:A2022BODAuthorizedCommonStockRepurchaseMember2022-03-040000849869slgn:A2022BODAuthorizedCommonStockRepurchaseMember2024-09-300000849869slgn:ActivityRelatedToRestrictedStockUnitsVestedUnderAPriorStockBasedCompensationPlanMember2024-01-012024-09-300000849869us-gaap:RestrictedStockUnitsRSUMember2024-01-012024-09-300000849869us-gaap:CorporateMember2024-07-012024-09-300000849869us-gaap:CorporateMember2023-07-012023-09-300000849869us-gaap:CorporateMember2024-01-012024-09-300000849869us-gaap:CorporateMember2023-01-012023-09-300000849869us-gaap:MaterialReconcilingItemsMember2024-07-012024-09-300000849869us-gaap:MaterialReconcilingItemsMember2023-07-012023-09-300000849869us-gaap:MaterialReconcilingItemsMember2024-01-012024-09-300000849869us-gaap:MaterialReconcilingItemsMember2023-01-012023-09-300000849869us-gaap:SubsequentEventMemberslgn:WeenerPlasticsHoldingB.V.Member2024-10-150000849869slgn:WeenerPlasticsHoldingB.V.Memberus-gaap:SubsequentEventMember2024-10-152024-10-150000849869slgn:WeenerPlasticsHoldingB.V.Memberslgn:IncrementalTermLoanMemberus-gaap:SubsequentEventMember2024-10-152024-10-150000849869slgn:EuroDollarInterestRateSwapMemberus-gaap:SubsequentEventMember2024-10-310000849869slgn:EuroDollarInterestRateSwapMaturityDateOctober2026Memberus-gaap:SubsequentEventMember2024-10-310000849869slgn:EuroDollarInterestRateSwapMaturityDateOctober2027Memberus-gaap:SubsequentEventMember2024-10-310000849869slgn:EuroDollarInterestRateSwapMaturityDateOctober2030Memberus-gaap:SubsequentEventMember2024-10-310000849869slgn:BankBorrowingsUnder2021CreditAgreementMemberslgn:EuroTermLoansMemberus-gaap:SubsequentEventMember2024-11-030000849869slgn:BankCreditAgreementFifthAmendmentMemberslgn:EuroTermLoansMemberus-gaap:SubsequentEventMember2024-11-040000849869slgn:BankCreditAgreementFifthAmendmentPortionUsedToRepayRevolvingLoansMemberslgn:EuroTermLoansMemberus-gaap:SubsequentEventMember2024-11-042024-11-040000849869slgn:BankBorrowingsUnder2021CreditAgreementMemberslgn:MulticurrencyRevolvingLoanFacilityMemberus-gaap:SubsequentEventMember2024-11-030000849869slgn:BankCreditAgreementFifthAmendmentMemberslgn:MulticurrencyRevolvingLoanFacilityMemberus-gaap:SubsequentEventMember2024-11-040000849869slgn:BankCreditAgreementFifthAmendmentMemberslgn:USTermLoansMemberus-gaap:SubsequentEventMember2024-11-04


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2024
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________________ to ________________

Commission file number  001-41459
SILGAN HOLDINGS INC.
(Exact name of Registrant as specified in its charter)
Delaware06-1269834
(State or other jurisdiction(I.R.S. Employer
of incorporation or organization)Identification No.)
  
4 Landmark Square 
Stamford,Connecticut06901
(Address of principal executive offices)(Zip Code)
(203) 975-7110
(Registrant's telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareSLGNNew York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes    No

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).  Yes    No

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
           Accelerated filer
Non-accelerated filer
           Smaller reporting company
           Emerging growth company

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes    No

As of October 31, 2024, the number of shares outstanding of the Registrant’s common stock was 106,794,650.
-1-


SILGAN HOLDINGS INC.
 
TABLE OF CONTENTS
  
 Page No.
  
  
  
  
 
  
  
  
  
  
 
  
 
 
  

-2-



Part I. Financial Information
Item 1. Financial Statements

SILGAN HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
Sept. 30, 2024Sept. 30, 2023Dec. 31, 2023
 (unaudited)(unaudited) 
Assets   
Current assets:   
Cash and cash equivalents$368,507 $307,124 $642,923 
Trade accounts receivable, net1,210,331 1,295,882 599,524 
Inventories780,443 919,013 940,808 
Prepaid expenses and other current assets160,207 139,803 165,727 
Total current assets2,519,488 2,661,822 2,348,982 
Property, plant and equipment, net1,956,004 1,911,638 1,961,585 
Goodwill2,024,055 1,979,693 2,018,241 
Other intangible assets, net681,454 724,340 721,023 
Other assets, net566,365 534,814 561,405 
 $7,747,366 $7,812,307 $7,611,236 
Liabilities and Stockholders’ Equity   
Current liabilities:   
Revolving loans and current portion of long-term debt$1,254,391 $897,809 $880,315 
Trade accounts payable678,518 651,991 1,075,913 
Accrued payroll and related costs106,367 96,375 97,886 
Accrued liabilities266,486 269,386 257,742 
Total current liabilities2,305,762 1,915,561 2,311,856 
Long-term debt2,553,659 3,312,685 2,546,451 
Deferred income taxes420,921 380,250 433,666 
Other liabilities413,054 421,922 429,905 
Stockholders’ equity:   
Common stock1,751 1,751 1,751 
Paid-in capital364,074 349,634 353,848 
Retained earnings3,378,093 3,163,161 3,208,237 
Accumulated other comprehensive loss(260,597)(309,586)(251,361)
Treasury stock(1,429,351)(1,423,071)(1,423,117)
Total stockholders’ equity2,053,970 1,781,889 1,889,358 
 $7,747,366 $7,812,307 $7,611,236 

See accompanying notes.
-3-


SILGAN HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
For the three and nine months ended September 30, 2024 and 2023
(Dollars and shares in thousands, except per share amounts)
(Unaudited)

Three Months EndedNine Months Ended
 Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
   
Net sales$1,745,124 $1,803,101 $4,443,527 $4,648,109 
Cost of goods sold1,451,831 1,517,183 3,670,751 3,874,100 
Gross profit293,293 285,918 772,776 774,009 
Selling, general and administrative expenses106,405 84,320 314,582 287,821 
Rationalization charges19,483 6,424 38,033 13,212 
Other pension and postretirement expense (income) 118 1,083 (698)3,664 
Income before interest and income taxes167,287 194,091 420,859 469,312 
Interest and other debt expense41,871 47,264 121,861 130,822 
Income before income taxes125,416 146,827 298,998 338,490 
Provision for income taxes25,363 36,210 67,684 76,954 
Net income$100,053 $110,617 $231,314 $261,536 
Earnings per share:
Basic net income per share$0.94 $1.02 $2.17 $2.39 
Diluted net income per share$0.93 $1.02 $2.16 $2.38 
Weighted average number of shares:
Basic106,847 108,421 106,776 109,583 
Effect of dilutive securities290 331 292 428 
Diluted107,137 108,752 107,068 110,011 

See accompanying notes.

-4-


 SILGAN HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the three and nine months ended September 30, 2024 and 2023
(Dollars in thousands)
(Unaudited)

Three Months EndedNine Months Ended
 Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
Net income$100,053 $110,617 $231,314 $261,536 
  Other comprehensive income (loss), net of tax:
  Changes in net prior service credit and actuarial losses1,719 1,995 4,533 5,518 
  Change in fair value of derivatives(3,767)1,865 (815)5,230 
  Foreign currency translation38,981 (33,892)(12,954)24,976 
Other comprehensive income (loss) 36,933 (30,032)(9,236)35,724 
Comprehensive income $136,986 $80,585 $222,078 $297,260 
 
See accompanying notes.
-5-


 SILGAN HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the nine months ended September 30, 2024 and 2023
(Dollars in thousands)
(Unaudited)

 20242023
Cash flows provided by (used in) operating activities:  
Net income$231,314 $261,536 
Adjustments to reconcile net income to net cash
    provided by (used in) operating activities:
  
Depreciation and amortization198,648 196,722 
Amortization of debt discount and debt issuance costs4,043 4,025 
Rationalization charges38,033 13,212 
Stock compensation expense11,727 11,348 
Other changes that provided (used) cash:  
Trade accounts receivable, net(614,632)(638,282)
Inventories160,756 (152,891)
Trade accounts payable(213,088)(233,724)
Accrued liabilities(6,978)(31,055)
Other, net(23,711)(26,933)
Net cash (used in) operating activities(213,888)(596,042)
Cash flows provided by (used in) investing activities:  
Capital expenditures(192,035)(173,453)
Proceeds from asset sales3,221 1,628 
Other, net(293)1,267 
Net cash (used in) investing activities(189,107)(170,558)
Cash flows provided by (used in) financing activities:  
Borrowings under revolving loans802,389 1,119,960 
Repayments under revolving loans(310,827)(281,067)
Repayment of principal amounts under finance leases(27,281)(2,208)
Proceeds from issuance of long-term debt 8,649 
Repayments of long-term debt(100,000)(52,650)
Changes in outstanding checks - principally vendors(160,576)(61,433)
Dividends paid on common stock(61,754)(59,712)
Repurchase of common stock(7,735)(183,939)
Net cash provided by financing activities134,216 487,600 
Effect of exchange rate changes on cash and cash equivalents(5,637)502 
Cash and cash equivalents:  
Net (decrease)(274,416)(278,498)
Balance at beginning of year642,923 585,622 
Balance at end of period$368,507 $307,124 
Interest paid, net$133,411 $123,944 
Income taxes paid, net69,748 95,911 

See accompanying notes.
-6-


SILGAN HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
For the three and nine months ended September 30, 2024 and 2023
(Dollars and shares in thousands, except per share amounts)
(Unaudited)
 

Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
Common stock - shares outstanding
Balance at beginning of period
106,779 109,946 106,500 110,079 
Net issuance of treasury stock for vested
  restricted stock units
16  295 312 
Repurchases of common stock
 (3,448) (3,893)
Balance at end of period
106,795 106,498 106,795 106,498 
Common stock - par value
Balance at beginning and end of period
$1,751 $1,751 $1,751 $1,751 
Paid-in capital
Balance at beginning of period
360,344 345,442 353,848 339,839 
Stock compensation expense
3,779 4,192 11,727 11,348 
Net issuance of treasury stock for vested
  restricted stock units
(49) (1,501)(1,553)
Balance at end of period
364,074 349,634 364,074 349,634 
Retained earnings
Balance at beginning of period
3,298,525 3,072,021 3,208,237 2,961,079 
Net income
100,053 110,617 231,314 261,536 
Dividends declared on common stock
(20,485)(19,477)(61,458)(59,454)
Balance at end of period
3,378,093 3,163,161 3,378,093 3,163,161 
Accumulated other comprehensive loss
Balance at beginning of period
(297,530)(279,554)(251,361)(345,310)
Other comprehensive income (loss) 36,933 (30,032)(9,236)35,724 
Balance at end of period
(260,597)(309,586)(260,597)(309,586)
Treasury stock
Balance at beginning of period
(1,429,400)(1,268,524)(1,423,117)(1,239,103)
Net issuance of treasury stock for vested
  restricted stock units
49  (6,234)(7,664)
Repurchases of common stock
 (154,547) (176,304)
Balance at end of period
(1,429,351)(1,423,071)(1,429,351)(1,423,071)
Total stockholders’ equity$2,053,970 $1,781,889 $2,053,970 $1,781,889 
Dividends declared on common stock per share$0.19 $0.18 $0.57 $0.54 

See accompanying notes.
-7-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)


Note 1.               Significant Accounting Policies

Basis of Presentation. The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year.

The Condensed Consolidated Balance Sheet at December 31, 2023 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements.

You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023.

Certain prior year amounts have been reclassified to conform with the current year's presentation.

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 2024 assessment performed during the third quarter.


Note 2.               Revenue

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 EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
Dispensing and Specialty Closures$563,669 $559,081 $1,664,966 $1,699,109 
Metal Containers1,022,605 1,094,609 2,290,530 2,475,569 
Custom Containers158,850 149,411 488,031 473,431 
$1,745,124 $1,803,101 $4,443,527 $4,648,109 

Revenues by geography were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
North America$1,368,104 $1,437,539 $3,384,468 $3,555,971 
Europe and other377,020 365,562 1,059,059 1,092,138 
$1,745,124 $1,803,101 $4,443,527 $4,648,109 

Our contract assets primarily consist of unbilled accounts receivable related to over time revenue recognition and were $110.7 million, $104.2 million, and $100.0 million as of September 30, 2024 and 2023 and December 31, 2023, respectively. Unbilled receivables are included in trade accounts receivable, net on our Condensed Consolidated Balance Sheets.

-8-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Note 3.               Rationalization Charges

We continually evaluate cost reduction opportunities across each of our segments, including rationalizations of our existing facilities through plant closings and downsizings. We use a disciplined approach to identify opportunities that generate attractive cash returns. Rationalization charges by segment were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Dispensing and Specialty Closures$9,835 $3,836 $19,583 $5,164 
Metal Containers7,850 2,588 13,927 7,944 
Custom Containers1,798  4,523 104 
 $19,483 $6,424 $38,033 $13,212 

Activity in reserves for our rationalization plans were as follows:
Employee
Severance
and Benefits
Plant
Exit
Costs
Non-Cash
Asset
Write-Downs
Total
 (Dollars in thousands)
Balance at December 31, 2023
$33,555 $465 $ $34,020 
Charged to expense6,723 19,942 11,368 38,033 
Utilized and currency translation(10,842)(20,407)(11,368)(42,617)
Balance at September 30, 2024
$29,436 $ $ $29,436 

Non-cash asset write-downs were the result of comparing the carrying value of certain facilities and production related equipment to their fair value using estimated future discounted cash flows, a Level 3 fair value measurement (see Note 7 for information regarding a Level 3 fair value measurement).

Rationalization reserves as of September 30, 2024 were recorded in our Condensed Consolidated Balance Sheet as accrued liabilities of $3.6 million and other liabilities of $25.8 million. Excluding the impact of our withdrawal from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan, in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $6.9 million and $9.5 million, respectively. Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $0.8 million per year and be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $2.6 million annually through 2040.




-9-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Note 4.               Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss is reported in our Condensed Consolidated Statements of Stockholders’ Equity.  Amounts included in accumulated other comprehensive loss, net of tax, were as follows:
 
Unrecognized Net
Defined Benefit
Plan Costs
Change in Fair
Value of
Derivatives
Foreign
Currency
Translation
Total
 (Dollars in thousands)
Balance at December 31, 2023
$(133,523)$(216)$(117,622)$(251,361)
Other comprehensive loss before reclassifications 837 (12,954)(12,117)
Amounts reclassified from accumulated other
    comprehensive loss
4,533 (1,652) 2,881 
 Other comprehensive loss4,533 (815)(12,954)(9,236)
Balance at September 30, 2024
$(128,990)$(1,031)$(130,576)$(260,597)
 
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, 2024 were net (losses) of $(2.2) million and $(5.7) million, respectively, excluding income tax benefits of $0.4 million and $1.2 million, respectively. For the three and nine months ended September 30, 2024, these net (losses) consisted primarily of amortization of net actuarial (losses) of $(2.1) million and $(5.7) million, respectively. Amortization of net actuarial losses and net prior service cost was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income. See Note 10 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 nine months ended September 30, 2024 were not significant.

Other comprehensive loss before reclassifications related to foreign currency translation for the three and nine months ended September 30, 2024 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 $54.8 million and $(8.9) million, respectively, and (ii) foreign currency (losses) related to our net investment hedges of $(20.9) million and $(5.4) million, respectively, excluding income tax benefits of $5.0 million and $1.3 million, respectively. See Note 7 for further discussion.



-10-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Note 5.               Inventories

Inventories consisted of the following: 
Sept. 30, 2024Sept. 30, 2023Dec. 31, 2023
 (Dollars in thousands)
Raw materials$400,916 $460,137 $465,375 
Work-in-process192,986 220,164 219,462 
Finished goods486,641 565,790 556,737 
Other17,282 17,234 16,616 
 1,097,825 1,263,325 1,258,190 
Adjustment to value inventory at cost on the LIFO method(317,382)(344,312)(317,382)
 $780,443 $919,013 $940,808 


Note 6.               Long-Term Debt

Long-term debt consisted of the following: 
Sept. 30, 2024Sept. 30, 2023Dec. 31, 2023
 (Dollars in thousands)
Bank debt   
Bank revolving loans$505,000 $818,000 $ 
U.S. term loans850,000 950,000 950,000 
Other foreign bank revolving and term loans43,127 75,502 56,243 
Total bank debt1,398,127 1,843,502 1,006,243 
3¼% Senior Notes
725,400 688,155 717,990 
4⅛% Senior Notes600,000 600,000 600,000 
2¼% Senior Notes558,000 529,350 552,300 
1.4% Senior Secured Notes
500,000 500,000 500,000 
Finance leases36,342 63,663 63,302 
Total debt - principal3,817,869 4,224,670 3,439,835 
Less unamortized debt issuance costs and debt discount9,819 14,176 13,069 
Total debt3,808,050 4,210,494 3,426,766 
Less current portion1,254,391 897,809 880,315 
 $2,553,659 $3,312,685 $2,546,451 

At September 30, 2024, the current portion of long-term debt consisted of $725.4 million of 3¼% Senior Notes due 2025, or the 3¼% Senior Notes, $505.0 million of U.S. revolving loans under our amended and restated senior secured credit facility, as amended, or the Credit Agreement, $22.3 million of other foreign bank revolving and term loans and $1.7 million of finance leases. See Note 15 for further information.



-11-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Note 7.               Financial Instruments

The financial instruments recorded in our Condensed Consolidated Balance Sheets include cash and cash equivalents, trade accounts receivable, trade accounts payable, debt obligations and swap agreements. 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 September 30, 2024:

Carrying
Amount
Fair
Value
 (Dollars in thousands)
Assets:  
Cash and cash equivalents$368,507 $368,507 
Liabilities:  
Bank debt$1,398,127 $1,398,127 
3¼% Senior Notes725,400 723,949 
4⅛% Senior Notes599,532 585,354 
2¼% Senior Notes558,000 524,609 
1.4% Senior Secured Notes
499,916 474,235 

Fair Value Measurements

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). GAAP classifies the inputs used to measure fair value into a hierarchy consisting of three levels. Level 1 inputs represent unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs represent unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 inputs represent unobservable inputs for the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Financial Instruments Measured at Fair Value

The financial assets and liabilities that were measured on a recurring basis at September 30, 2024 consisted of our cash and cash equivalents and derivative instruments. We measured the fair value of cash and cash equivalents using Level 1 inputs. We measured the fair value of our derivative instruments using the income approach. The fair value of our derivative instruments reflects the estimated amounts that we would pay or receive based on the present value of the expected cash flows derived from market interest rates and prices. As such, these derivative instruments were classified within Level 2.

Financial Instruments Not Measured at Fair Value

Our bank debt, 3¼% Senior Notes, 4⅛% Senior Notes, 2¼% Senior Notes and 1.4% Senior Secured Notes were recorded at historical amounts in our Condensed Consolidated Balance Sheets, as we have not elected to measure them at fair value. We measured the fair value of our variable rate bank debt using the market approach based on Level 2 inputs. Fair values of the 3¼% Senior Notes, 4⅛% Senior Notes, 2¼% Senior Notes and 1.4% Senior Secured Notes were estimated based on quoted market prices, a Level 1 input.

Derivative Instruments and Hedging Activities

Our derivative financial instruments were recorded in the Condensed Consolidated Balance Sheets at their fair values. Changes in fair values of derivatives are recorded in each period in earnings or comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction.

-12-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 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 and natural gas cost exposures. We generally limit our use of derivative financial instruments to interest rate and natural gas swap agreements. We do not engage in trading or other speculative uses of these financial instruments. For a financial instrument to qualify as a hedge, we must be exposed to interest rate or price risk, and the financial instrument must reduce the exposure and be designated as a hedge. 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.

We also utilize certain internal hedging strategies to minimize our foreign currency exchange rate risk. Net investment hedges that qualify for hedge accounting result in the recognition of foreign currency gains or losses, net of tax, in accumulated other comprehensive loss. 

Interest Rate Swap Agreements

In March 2023, we entered into $300 million aggregate notional principal amount of U.S. dollar interest rate swap agreements to manage a portion of our exposure to interest rate fluctuations. These agreements have a weighted average fixed rate of 3.90 percent, mature in April 2026 and were entered into with financial institutions which are expected to fully perform under the terms thereof. 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 nine months ended September 30, 2024. The total fair value of our interest rate swaps agreements in effect at September 30, 2024 was not significant. See Note 15 for further information.

Natural Gas Swap Agreements

We have entered into natural gas swap agreements to manage a portion of our exposure to fluctuations in natural gas prices. The difference between amounts to be paid or received on our natural gas swap agreements is recorded in cost of goods sold in our Condensed Consolidated Statements of Income and was not significant for the three and nine months ended September 30, 2024. These agreements are with a financial institution which is expected to fully perform under the terms thereof. The total fair value of our natural gas swap agreements in effect at September 30, 2024 was not significant.

Foreign Currency Exchange Rate Risk

In an effort to minimize our foreign currency exchange rate risk, we have financed acquisitions of foreign operations primarily with borrowings denominated in Euros. 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% Senior Notes which are Euro denominated. Foreign currency (losses) related to our net investment hedges included in accumulated other comprehensive loss for the three and nine months ended September 30, 2024 were $(20.9) million and $(5.4) million, respectively.



-13-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Note 8.               Commitments and Contingencies

We are a party to other legal proceedings, contract disputes and claims arising in the ordinary course of our business. 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.


Note 9.               Supply Chain Finance Program

We have a supply chain finance (“SCF”) program with a major global financial institution. Under this SCF program, a qualifying supplier may elect, but is not obligated, to sell its receivables from us to such financial institution. Once a qualifying supplier elects to participate in this SCF program, all of our payments to the participating supplier are paid to such financial institution in this SCF program on the invoice due date under our agreement with such supplier, regardless of whether the individual invoice was sold by the supplier to such financial institution. We may terminate our agreement with the financial institution upon at least 30 days’ notice, and the financial institution may terminate our agreement upon at least 10 days’ notice. Additionally, suppliers who elect to participate in this SCF program may terminate their participation upon at least 30 days’ notice. The suppliers' invoices sold under this SCF program can be outstanding up to 210 days from the invoice date. Suppliers’ invoices included in this SCF program were $284.2 million, $294.1 million and $330.2 million at September 30, 2024 and 2023 and December 31, 2023, respectively, and were included in accounts payable in our Condensed Consolidated Balance Sheets.


Note 10.               Retirement Benefits

The components of the net periodic pension benefit cost were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Service cost$1,990 $1,962 $6,319 $6,425 
Interest cost8,592 8,617 25,413 26,050 
Expected return on plan assets(10,772)(10,211)(32,314)(30,587)
Amortization of prior service cost 22 29 68 82 
Amortization of actuarial losses2,232 2,845 5,937 8,729 
Net periodic benefit cost $2,064 $3,242 $5,423 $10,699 
 
The components of the net periodic other postretirement benefit cost (credit) were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
Service cost$8 $12 $22 $38 
Interest cost151 181 483 559 
Amortization of prior service credit(5)(237)(15)(705)
Amortization of actuarial gains(102)(141)(270)(464)
Net periodic benefit cost (credit)$52 $(185)$220 $(572)



-14-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Note 11.               Income Taxes

Silgan and its subsidiaries file U.S. Federal income tax returns, as well as income tax returns in various states and foreign jurisdictions. The Internal Revenue Service, or IRS, has completed its review of the 2022 tax year with no change to our filed federal income tax return. We have been accepted into the Compliance Assurance Program for the 2023 and 2024 tax years which provides for the review by the IRS of tax matters relating to our tax return prior to filing.


Note 12.               Treasury Stock

On March 4, 2022, 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, 2026. We did not repurchase any shares of our common stock pursuant to this authorization during the nine months ended September 30, 2024. At September 30, 2024, we had approximately $93.3 million remaining under this authorization for the repurchase of our common stock.

During the first nine months of 2024, we issued 470,788 treasury shares which had an average cost of $3.19 per share for restricted stock units that vested during the period that had been previously issued under our stock-based compensation plans. In accordance with the applicable agreements for such restricted stock units, we repurchased 176,093 shares of our common stock at an average cost of $43.92 to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units.

We account for treasury shares using the first-in, first-out (FIFO) cost method. As of September 30, 2024, 68,317,846 shares of our common stock were held in treasury.


Note 13.             Stock-Based Compensation

We currently have one stock-based compensation plan in effect under which we have issued restricted stock units to our officers, other key employees and outside directors. During the first nine months of 2024, 490,672 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 $21.6 million, which is being amortized ratably over the respective vesting period from the grant date.



-15-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Note 14.             Segment Information

We evaluate performance of our business segments and allocate resources based on the adjusted EBIT of our business segments. Adjusted EBIT is not a defined term under GAAP. We define adjusted EBIT as income before interest and income taxes excluding acquired intangible asset amortization expense, other pension (income) expense for U.S. pension plans, rationalization charges and costs attributed to announced acquisitions. Adjusted EBIT should not be considered in isolation or as a substitute for income before interest and income taxes or any other financial data prepared in accordance with GAAP and may not be comparable to calculations of similarly titled measures by other companies.

Reportable segment information was as follows:
Dispensing and Specialty ClosuresMetal
Containers
Custom
Containers
CorporateTotal
 (Dollars in thousands)
Three Months Ended September 30, 2024     
Net sales$563,669 $1,022,605 $158,850 $ $1,745,124 
Income before interest and income taxes74,659 89,307 17,136 (13,815)167,287 
Adjusted EBIT95,216 97,065 20,011 (6,704)205,588 
Depreciation25,755 19,801 8,747 47 54,350 
Three Months Ended September 30, 2023     
Net sales$559,081 $1,094,609 $149,411 $ $1,803,101 
Income before interest and income taxes77,949 110,185 10,668 (4,711)194,091 
Adjusted EBIT93,786 113,519 11,839 (4,711)214,433 
Depreciation25,691 18,177 8,089 8 51,965 
Nine Months Ended September 30, 2024     
Net sales$1,664,966 $2,290,530 $488,031 $ $4,443,527 
Income before interest and income taxes213,320 187,290 55,464 (35,215)420,859 
Adjusted EBIT265,773 200,532 62,724 (22,597)506,432 
Depreciation76,290 57,606 26,634 115 160,645 
Nine Months Ended September 30, 2023     
Net sales$1,699,109 $2,475,569 $473,431 $ $4,648,109 
Income before interest and income taxes212,612 231,563 46,082 (20,945)469,312 
Adjusted EBIT253,604 241,659 50,317 (20,945)524,635 
Depreciation76,206 54,693 25,923 66 156,888 


-16-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

Total adjusted EBIT is reconciled to income before income taxes as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Total adjusted EBIT $205,588 $214,433 $506,432 $524,635 
Less:
Acquired intangible asset amortization expense12,367 13,309 38,004 39,834 
Other pension (income) expense for U.S. pension plans(660)609 (3,082)2,277 
Rationalization charges19,483 6,424 38,033 13,212 
Costs attributed to announced acquisitions7,111  12,618  
Income before interest and income taxes167,287 194,091 420,859 469,312 
Less interest and other debt expense41,871 47,264 121,861 130,822 
Income before income taxes$125,416 $146,827 $298,998 $338,490 

Net sales and adjusted EBIT of our metal containers segment and of part of our dispensing and specialty closures segment are dependent, in part, upon the vegetable and fruit harvests in the United States and, to a lesser extent, in a variety of national growing regions in Europe. 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 experienced higher unit sales volume in the third quarter of our fiscal year and generated a disproportionate amount of our annual adjusted EBIT during that quarter.


Note 15.             Subsequent Events

Weener Plastics Holding B.V. Acquisition

On October 15, 2024, we acquired Weener Plastics Holding B.V., or Weener, a leading producer of differentiated dispensing solutions for personal care, food and healthcare products. Weener operates a global network of 19 facilities predominantly in Europe and the Americas, with approximately 4,000 employees and proprietary manufacturing technologies including significant clean room capabilities. The purchase price for this acquisition of approximately €844.2 million, net of cash acquired, was funded with term and revolving loan borrowings under the Credit Agreement, including a new €700.0 million incremental term loan, and cash on hand.

Euro Interest Rate Swap Agreements

In October 2024, we entered into €685.0 million aggregate notional principal amount of Euro interest rate swap agreements to manage a portion of our exposure to interest rate fluctuations for our Euro term loans under the Credit Agreement, which mature as follows: €35.0 million in October 2026, €70.0 million in October 2027 and €580.0 million in October 2030. These agreements have a weighted average fixed rate of 2.43 percent and were entered into with financial institutions which are expected to fully perform under the terms thereof.

Amendment to Bank Credit Agreement

On November 4, 2024, we and certain of our wholly owned subsidiaries amended the Credit Agreement by entering into a Fifth Amendment to Amended and Restated Credit Agreement (the “Fifth Amendment”) with the Lenders therein and Wells Fargo Bank, National Association, as Administrative Agent. The Fifth Amendment:

refinanced outstanding term loans and revolving loans thereunder and extended the maturity dates to (i) November 4, 2029 with respect to revolving loans and (ii) November 4, 2030 with respect to term loans;
increased the aggregate amount of Euro term loans thereunder from €700.0 million to €900.0 million, with the additional €200.0 million of Euro term loans being used to repay revolving loans under the Credit Agreement that were
-17-


SILGAN HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at September 30, 2024 and 2023 and for the
three and nine months then ended is unaudited)

used to fund a portion of the purchase price for Weener and to pay fees, expenses and costs associated with the Fifth Amendment.
removed the springing maturity date provisions that would have shortened the maturity dates under the Credit Agreement to the date that is 91 days prior to the maturity dates of the 3¼% Senior Notes and 1.4% Senior Secured Notes due 2026 (unless such notes were refinanced or repaid prior thereto);
improved the interest rate margin grid for term loans;
increased the uncommitted multi-currency incremental loan facility from $1.25 billion to $1.5 billion;
amended certain covenants to provide additional flexibility; and
amended certain other terms of the Credit Agreement.

Pursuant to the Fifth Amendment, U.S. term loans are repayable in installments as follows: $8.5 million on December 31, 2025, $42.5 million on December 31, 2026, $85.0 million on each of December 31, 2027, 2028 and 2029 and $544.0 million on November 4, 2030, and Euro term loans are repayable in installments as follows: €9.0 million on December 31, 2025, €45.0 million on December 31, 2026, €90.0 million on each of December 31, 2027, 2028 and 2029 and €576.0 million on November 4, 2030.

-18-


Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Statements included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Quarterly Report on Form 10-Q that are not historical facts are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and Securities Exchange Act of 1934, as amended.  Such forward-looking statements are made based upon management’s expectations and beliefs concerning future events impacting us and therefore involve a number of uncertainties and risks, including, but not limited to, those described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and in our other filings with the Securities and Exchange Commission.  As a result, the actual results of our operations or our financial condition could differ materially from those expressed or implied in these forward-looking statements.
 

General

We are a leading manufacturer and supplier of sustainable rigid packaging solutions for the world's essential consumer goods products.  We currently produce dispensing and specialty closures for the fragrance and beauty, food, beverage, personal and health care, home care and lawn and garden markets; steel and aluminum containers for pet and human food and general line products; and custom designed plastic containers for the pet and human food, consumer health and pharmaceutical, personal care, home care, lawn and garden and automotive markets. We are a leading worldwide manufacturer of dispensing and specialty closures, a leading manufacturer of metal containers in North America and Europe, and a leading manufacturer of custom containers in North America for a variety of markets.

Our objective is to increase shareholder value by efficiently deploying capital and management resources to grow our business, reduce operating costs and build sustainable competitive positions, or franchises, and to complete acquisitions that generate attractive cash returns.  We have grown our net sales and income from operations largely through acquisitions but also through internal growth, and we continue to evaluate acquisition opportunities in the consumer goods packaging market. If acquisition opportunities are not identified over a longer period of time, we may use our cash flow to repay debt, repurchase shares of our common stock or increase dividends to our stockholders or for other permitted purposes.








-19-



RESULTS OF OPERATIONS

The following table sets forth certain unaudited income statement data expressed as a percentage of net sales for the periods presented:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
Net sales
Dispensing and Specialty Closures32.3 %31.0 %37.5 %36.5 %
Metal Containers58.6 60.7 51.5 53.3 
Custom Containers9.1 8.3 11.0 10.2 
Consolidated100.0 100.0 100.0 100.0 
Cost of goods sold83.2 84.1 82.6 83.3 
Gross profit16.8 15.9 17.4 16.7 
Selling, general and administrative expenses6.1 4.7 7.1 6.2 
Rationalization charges1.1 0.4 0.8 0.3 
Other pension and postretirement expense (income)— 0.1 — 0.1 
Income before interest and income taxes9.6 10.7 9.5 10.1 
Interest and other debt expense2.4 2.6 2.8 2.8 
Income before income taxes7.2 8.1 6.7 7.3 
Provision for income taxes1.5 2.0 1.5 1.7 
Net income5.7 %6.1 %5.2 %5.6 %

Summary unaudited results of operations for the periods presented are provided below.
Three Months EndedNine Months Ended
 Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(dollars in millions)
Net sales  
Dispensing and Specialty Closures$563.7 $559.1 $1,665.0 $1,699.1 
Metal Containers1,022.6 1,094.6 2,290.5 2,475.6 
Custom Containers158.8 149.4 488.0 473.4 
Consolidated$1,745.1 $1,803.1 $4,443.5 $4,648.1 
Income before interest and income taxes
Dispensing and Specialty Closures$74.7 $78.0 $213.3 $212.6 
Metal Containers89.3 110.1 187.3 231.6 
Custom Containers17.1 10.7 55.5 46.1 
Corporate(13.8)(4.7)(35.2)(21.0)
Consolidated$167.3 $194.1 $420.9 $469.3 


Net Sales.  In the third quarter of 2024, consolidated net sales were $1.75 billion, a decrease of $58.0 million, or 3.2 percent, as compared to the third quarter of 2023 primarily due to the unfavorable impact from the pass through of lower raw material costs in the dispensing and specialty closures and metal containers segments, a less favorable mix of products sold in the metal containers segment and lower volumes in the dispensing and specialty closures segment. These decreases were partially offset by higher volumes in the metal containers and custom containers segments, a more favorable mix of products sold in the dispensing and specialty closures segment and the pass through of higher raw material costs in the custom containers segment.

In the first nine months of 2024, consolidated net sales were $4.4 billion, a decrease of $204.6 million, or 4.4 percent, as compared to the first nine months of 2023 primarily due to the unfavorable impact from the pass through of lower raw material
-20-



costs in the dispensing and specialty closures and metal containers segments, lower volumes in the dispensing and specialty closures segment and a less favorable mix of products sold in the metal containers and custom containers segments. These decreases were partially offset by a more favorable mix of products sold in the dispensing and specialty closures segment, higher volumes and the pass through of higher raw material costs in the custom containers segment and the impact from favorable foreign currency translation.

Gross Profit.  Gross profit margin increased 0.9 percentage points to 16.8 percent in the third quarter of 2024 and increased 0.7 percentage points to 17.4 percent in the first nine months of 2024 as compared to the same periods in 2023 primarily for the reasons discussed below in "Income before Interest and Income Taxes."

Selling, General and Administrative Expenses.  In the third quarter of 2024, selling, general and administrative expenses as a percentage of consolidated net sales increased to 6.1 percent as compared to 4.7 percent in the third quarter of 2023. For the third quarter of 2024, selling, general and administrative expenses increased $22.1 million to $106.4 million as compared to the third quarter of 2023. In the first nine months of 2024, selling, general and administrative expenses as a percentage of consolidated net sales increased to 7.1 percent as compared to 6.2 percent in the first nine months of 2023. In the first nine months of 2024, selling, general and administrative expenses increased $26.8 million to $314.6 million as compared to the first nine months of 2023. The increase in selling, general and administrative expenses for the third quarter and the first nine months of 2024 was primarily due to $7.1 million and $12.6 million, respectively, of costs attributed to announced acquisitions and insurance proceeds received in the prior year periods.

Income before Interest and Income Taxes.  In the third quarter of 2024, income before interest and income taxes decreased by $26.8 million to $167.3 million as compared to $194.1 million in the third quarter of 2023, and margins decreased to 9.6 percent from 10.7 percent over the same periods. The decrease in income before interest and income taxes was primarily the result of higher selling, general and administrative costs, higher rationalization charges, a less favorable mix of products sold in the metal containers segment, and the unfavorable impact of foreign currency and lower volumes in the dispensing and specialty closures segment, partially offset by improved manufacturing productivity and cost performance in the dispensing and specialty closures segment, a more favorable mix of products sold in the dispensing and specialty closures and custom containers segments and higher volumes in the metal containers and custom containers segments. Rationalization charges were $19.5 million and $6.4 million in the third quarters of 2024 and 2023, respectively.

In the first nine months of 2024, income before interest and income taxes decreased by $48.4 million to $420.9 million as compared to $469.3 million in the first nine months of 2023, and margins decreased to 9.5 percent from 10.1 percent over the same periods. The decrease in income before interest and income taxes was primarily the result of the unfavorable impact of lower fixed cost absorption in the metal containers segment as a result of a significantly lower inventory build in the current year period due to a reduction in pack plans of a large fruit and vegetable customer to reduce its working capital, higher rationalization charges, higher selling, general and administrative costs, the unfavorable impact in the metal containers segment of the sale of higher cost metal inventory from the prior year due to lower metal costs in 2024 in the European operations, a less favorable mix of products sold in the metal containers segment and lower volumes in the dispensing and specialty closures segment, partially offset by improved manufacturing productivity and cost performance in the dispensing and specialty closures segment, a more favorable mix of products sold in the dispensing and specialty closures and custom containers segments and higher volumes in the custom containers segment. Rationalization charges were $38.0 million and $13.2 million in the first nine months of 2024 and 2023, respectively.

Interest and Other Debt Expense. In the third quarter of 2024, interest and other debt expense decreased $5.4 million to $41.9 million as compared to $47.3 million in the third quarter of 2023. In the first nine months of 2024, interest and other debt expense decreased $8.9 million to $121.9 million as compared to $130.8 million in the first nine months of 2023. The decrease in the third quarter of 2024 was primarily due to lower average borrowings during the current year period, partially offset by the impact of higher weighted average interest rates. The decrease in the first nine months of 2024 was primarily due to lower average borrowings during the current year period and the write-off in the prior year period of $3.5 million of accrued interest income associated with a historical acquisition tax indemnity, partially offset by the impact of higher weighted average interest rates.

Provision for Income Taxes. For the third quarters of 2024 and 2023, the effective tax rates were 20.2 percent and 24.7 percent, respectively. For the first nine months of 2024 and 2023, the effective tax rates were 22.6 percent and 22.7 percent, respectively. The effective tax rate for the third quarter of 2024 was favorably impacted by the reversal of tax reserves due to the expiration of statutes of limitation. The effective tax rate for the first nine months of 2023 was favorably impacted by the reversal of tax reserves associated with a historical acquisition indemnity which unfavorably impacted corporate and interest expense in such period.
-21-



Non-GAAP Measures

Generally accepted accounting principles in the United States are commonly referred to as GAAP. A non-GAAP financial measure is generally defined as a financial measure that purports to measure financial performance, financial position or liquidity but excludes or includes amounts that could not be so adjusted in the most comparable GAAP measure. Adjusted EBIT and adjusted EBIT margin are unaudited supplemental measures of financial performance that the Company uses, which are not required by, or presented in accordance with, GAAP and therefore are non-GAAP financial measures. These non-GAAP financial measures should not be considered as alternatives to income before interest and income taxes or any other measures derived in accordance with GAAP. Such non-GAAP financial measures should not be considered in isolation or as a substitute for any financial data prepared in accordance with GAAP and may not be comparable to similarly titled measures used by other companies. The Company uses such non-GAAP financial measures because it considers them to be important and useful supplemental measures of its and its segments’ financial performance which provide a more complete understanding of the Company and its segments than could be obtained absent such non-GAAP financial measures. The Company believes that it is important and useful to present these non-GAAP financial measures because they allow for a better period-over-period comparison of results by removing the impact of items that, in management’s view, do not reflect the Company’s or its segments’ core operating performance. Management uses these non-GAAP financial measures to review and analyze the operating performance of the Company and its segments. Investors and others are urged to review and consider carefully the adjustments made by management to the most comparable GAAP financial measure to arrive at these non-GAAP financial measures.

Adjusted EBIT, a non-GAAP financial measure, means income before interest and income taxes excluding, as applicable, acquired intangible asset amortization expense, other pension (income) expense for U.S. pension plans, rationalization charges and costs attributed to announced acquisitions. Adjusted EBIT margin, a non-GAAP financial measure, means adjusted EBIT divided by segment net sales.

Acquired intangible asset amortization expense is a non-cash expense related to acquired operations that management believes is not indicative of the on-going performance of the acquired operations. Since the Company’s U.S. pension plans are significantly over funded and have no required cash contributions for the foreseeable future based on current regulations, management views other pension (income) expense from the Company’s U.S. pension plans, which excludes service costs, as not reflective of the operational performance of the Company or its segments. While rationalization costs are incurred on a regular basis, management views these costs more as an investment to generate savings rather than period costs. Costs attributed to announced acquisitions consist of third party fees and expenses that are viewed by management as part of the acquisition and not indicative of the on-going cost structure of the Company.
-22-



A reconciliation of such non-GAAP financial measures for the periods presented is provided below:

Three Months EndedNine Months Ended
 Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in millions)
Dispensing and Specialty Closures
Income before interest and income taxes (EBIT)$74.7 $78.0 $213.3 $212.6 
Acquired intangible asset amortization expense10.9 11.8 33.6 35.4 
Other pension (income) expense for U.S. pension plans(0.2)0.2 (0.7)0.4 
Rationalization charges9.8 3.8 19.6 5.2 
Adjusted EBIT$95.2 $93.8 $265.8 $253.6 
Metal Containers
Income before interest and income taxes (EBIT)$89.3 $110.1 $187.3 $231.6 
Acquired intangible asset amortization expense0.4 0.4 1.0 1.1 
Other pension (income) expense for U.S. pension plans(0.5)0.4 (1.7)1.1 
Rationalization charges7.9 2.6 13.9 7.9 
Adjusted EBIT$97.1 $113.5 $200.5 $241.7 
Custom Containers
Income before interest and income taxes (EBIT)$17.1 $10.7 $55.5 $46.1 
Acquired intangible asset amortization expense1.1 1.1 3.4 3.4 
Other pension (income) expense for U.S. pension plans— — (0.7)0.7 
Rationalization charges1.8 — 4.5 0.1 
Adjusted EBIT$20.0 $11.8 $62.7 $50.3 
Corporate
Loss before interest and income taxes (EBIT)$(13.8)$(4.7)$(35.2)$(21.0)
Costs attributed to announced acquisitions7.1 — 12.6 — 
Adjusted EBIT$(6.7)$(4.7)$(22.6)$(21.0)
Total adjusted EBIT$205.6 $214.4 $506.4 $524.6 


-23-



Dispensing and Specialty Closures Segment
Three Months EndedNine Months Ended
 Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in millions)
Net sales$563.7 $559.1 $1,665.0 $1,699.1
Income before interest and income taxes (EBIT)74.7 78.0 213.3 212.6 
Income before interest and income taxes margin (EBIT margin)13.3 %14.0 %12.8 %12.5 %
Adjusted EBIT$95.2 $93.8 $265.8 $253.6
Adjusted EBIT margin16.9 %16.8 %16.0 %14.9 %

In the third quarter of 2024, net sales for the dispensing and specialty closures segment increased $4.6 million, or 0.8 percent, as compared to the third quarter of 2023. This increase was primarily the result of a more favorable mix of products sold, partially offset by lower unit volumes of approximately one percent, the pass through of lower raw material costs and the impact of unfavorable foreign currency translation of approximately $2.0 million. Higher volumes for dispensing products were offset by lower volumes for beverage products.

In the first nine months of 2024, net sales for the dispensing and specialty closures segment decreased $34.1 million, or 2.0 percent, as compared to the first nine months of 2023. This decrease was primarily the result of lower unit volumes of approximately two percent, the pass through of lower raw material costs and the impact of unfavorable foreign currency translation of approximately $1.0 million, partially offset by a more favorable mix of products sold. The decrease in unit volumes was principally the result of lower volumes for closures for food and beverage markets primarily due to customer destocking priorities.

In the third quarter of 2024, adjusted EBIT of the dispensing and specialty closures segment increased $1.4 million as compared to the third quarter of 2023, and adjusted EBIT margin increased to 16.9 percent from 16.8 percent over the same periods. The increase in adjusted EBIT was primarily due to improved manufacturing productivity and cost performance and a more favorable mix of products sold, partially offset by the unfavorable impact of foreign currency and lower unit volumes.

In the first nine months of 2024, adjusted EBIT of the dispensing and specialty closures segment increased $12.2 million as compared to the first nine months of 2023, and adjusted EBIT margin increased to 16.0 percent from 14.9 percent over the same periods. The increase in adjusted EBIT was primarily due to improved manufacturing productivity and cost performance and a more favorable mix of products sold, partially offset by lower unit volumes.


-24-



Metal Containers Segment
Three Months EndedNine Months Ended
 Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in millions)
Net sales$1,022.6 $1,094.6 $2,290.5 $2,475.6 
Income before interest and income taxes (EBIT)89.3 110.1 187.3 231.6 
Income before interest and income taxes margin (EBIT margin)8.7 %10.1 %8.2 %9.4 %
Adjusted EBIT$97.1 $113.5 $200.5 $241.7 
Adjusted EBIT margin9.5 %10.4 %8.8 %9.8 %

In the third quarter of 2024, net sales for the metal containers segment decreased $72.0 million, or 6.6 percent, as compared to the third quarter of 2023. This decrease was primarily the result of the contractual pass through of lower raw material costs as compared to the lagged contractual pass through of inflation in labor and other manufacturing costs in the prior year period and a significantly less favorable mix of products sold, partially offset by higher unit volumes of approximately two percent and the impact of favorable foreign currency translation of approximately $2.0 million. Higher volumes for the pet food markets were partially offset by lower volumes for fruit and vegetable markets which were negatively impacted by a planned reduction in volumes by a large pack customer to reduce its working capital and severe weather that prematurely ended the fruit and vegetable packs.

In the first nine months of 2024, net sales for the metal containers segment decreased $185.1 million, or 7.5 percent, as compared to the first nine months of 2023. This decrease was primarily the result of the contractual pass through of lower raw material costs as compared to the lagged contractual pass through of inflation in labor and other manufacturing costs in the prior year period and a less favorable mix of products sold, partially offset by the impact of favorable foreign currency translation of approximately $4.0 million.

In the third quarter of 2024, adjusted EBIT of the metal containers segment decreased $16.4 million as compared to the third quarter of 2023, and adjusted EBIT margin decreased to 9.5 percent from 10.4 percent for the same periods. The decrease in adjusted EBIT was primarily due to a significantly less favorable mix of products sold due to lower unit volumes for fruit and vegetable markets and higher selling, general and administrative costs, partially offset by higher unit volumes for pet food markets.

In the first nine months of 2024, adjusted EBIT of the metal containers segment decreased $41.2 million as compared to the first nine months of 2023, and adjusted EBIT margin decreased to 8.8 percent from 9.8 percent for the same periods. The decrease in adjusted EBIT was primarily due to the unfavorable impact of lower fixed cost absorption as a result of a significantly lower inventory build in the current year period due to a reduction in pack plans of a large fruit and vegetable customer to reduce its working capital, the unfavorable impact of selling higher cost inventory from the prior year in our European operations due to lower metal costs in 2024, a significantly less favorable mix of products sold and higher selling, general and administrative costs.


-25-



Custom Containers Segment
Three Months EndedNine Months Ended
 Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in millions)
Net sales$158.8 $149.4 $488.0 $473.4 
Income before interest and income taxes (EBIT)17.1 10.7 55.5 46.1 
Income before interest and income taxes margin (EBIT margin)10.8 %7.2 %11.4 %9.7 %
Adjusted EBIT$20.0 $11.8 $62.7 $50.3 
Adjusted EBIT margin12.6 %7.9 %12.8 %10.6 %

In the third quarter of 2024, net sales for the custom containers segment increased $9.4 million, or 6.3 percent, as compared to the third quarter of 2023. This increase was principally due to higher volumes of approximately five percent primarily driven by the commercialization of new business awards and the pass through of higher raw material costs, partially offset by the impact of unfavorable foreign currency translation of approximately $1.0 million.

In the first nine months of 2024, net sales for the custom containers segment increased $14.6 million, or 3.1 percent, as compared to the first nine months of 2023. This increase was principally due to higher volumes of approximately three percent primarily as a result of the commercialization of new business awards and the pass through of higher raw material costs, partially offset by a less favorable mix of products sold and the impact of unfavorable foreign currency translation of approximately $1.0 million.

In the third quarter of 2024, adjusted EBIT of the custom containers segment increased $8.2 million as compared to the third quarter of 2023, and adjusted EBIT margin increased to 12.6 percent from 7.9 percent over the same periods. The increase in adjusted EBIT was primarily attributable to a more favorable mix of products sold and higher volumes.

In the first nine months of 2024, adjusted EBIT of the custom containers segment increased $12.4 million as compared to the first nine months of 2023, and adjusted EBIT margin increased to 12.8 percent from 10.6 percent over the same periods. The increase in adjusted EBIT was primarily attributable to a more favorable mix of products sold and higher volumes.


CAPITAL RESOURCES AND LIQUIDITY

Our principal sources of liquidity have been net cash from operating activities and borrowings under our debt instruments, including our senior secured credit facility. Our liquidity requirements arise from our obligations under the indebtedness incurred in connection with our acquisitions and the refinancing of that indebtedness, capital investment in new and existing equipment, the funding of our seasonal working capital needs and other general corporate uses.

On October 15, 2024, we acquired Weener, a leading producer of differentiated dispensing solutions for personal care, food and healthcare products. Weener operates a global network of 19 facilities predominantly in Europe and the Americas, with approximately 4,000 employees and proprietary manufacturing technologies including significant clean room capabilities. The purchase price for this acquisition of approximately $920.0 million, net of cash acquired, was funded with term and revolving loan borrowings under the Credit Agreement, including a new €700.0 million incremental term loan, and cash on hand.

In October 2024, we entered into €685.0 million aggregate notional principal amount of Euro interest rate swap agreements to manage a portion of our exposure to interest rate fluctuations for our Euro term loans under the Credit Agreement, which mature as follows: €35.0 million in October 2026, €70.0 million in October 2027 and €580.0 million in October 2030. These agreements have a weighted average fixed rate of 2.43 percent and were entered into with financial institutions which are expected to fully perform under the terms thereof.

On November 4, 2024, we and certain of our wholly owned subsidiaries entered into the Fifth Amendment with the Lenders therein and Wells Fargo Bank, National Association, as Administrative Agent. The Fifth Amendment:

refinanced outstanding term loans and revolving loans thereunder and extended the maturity dates to (i) November 4, 2029 with respect to revolving loans and (ii) November 4, 2030 with respect to term loans;
-26-



increased the aggregate amount of Euro term loans thereunder from €700.0 million to €900.0 million, with the additional €200.0 million of Euro term loans being used to repay revolving loans under the Credit Agreement that were used to fund a portion of the purchase price for Weener and to pay fees, expenses and costs associated with the Fifth Amendment.
removed the springing maturity date provisions that would have shortened the maturity dates under the Credit Agreement to the date that is 91 days prior to the maturity dates of the 3¼% Senior Notes and 1.4% Senior Secured Notes due 2026 (unless such notes were refinanced or repaid prior thereto);
improved the interest rate margin grid for term loans;
increased the uncommitted multi-currency incremental loan facility from $1.25 billion to $1.5 billion;
amended certain covenants to provide additional flexibility; and
amended certain other terms of the Credit Agreement.

Pursuant to the Fifth Amendment, total term loans of $1,854.4 million are repayable as follows: $18.5 million in 2025, $92.7 million in 2026, $185.4 million in each of 2027, 2028 and 2029, and $1,187.0 million in 2030 (non-U.S. dollar debt has been translated into U.S. dollars at exchange rates in effect at the balance sheet date).

As a result of the Fifth Amendment, we expect to record a pre-tax charge of approximately $0.9 million for the loss on early extinguishment of debt during the quarter ending December 31, 2024.

You should also read Note 15 to our Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2024 included elsewhere in this quarterly report.

For the nine months ended September 30, 2024, we used net borrowings of revolving loans of $491.6 million and cash and cash equivalents of $274.4 million to fund cash used in operations of $213.9 million, decreases in outstanding checks of $160.6 million, the repayment of long-term debt of $100.0 million, net capital expenditures and other investing activities of $189.1 million, dividends paid on our common stock of $61.8 million, the repayment of principal amounts under finance leases of $27.3 million, repurchases of our common stock of $7.7 million and the negative effect of exchange rate changes on cash and cash equivalents of $5.6 million.
For the nine months ended September 30, 2023, we used net borrowings of revolving loans and proceeds from other foreign long-term debt of an aggregate of $847.5 million and cash and cash equivalents of $278.5 million (including the positive effect of exchange rate changes of $0.5 million) to fund cash used in operations of $596.0 million, repurchases of our common stock of $183.9 million, net capital expenditures and other investing activities of $170.6 million, decreases in outstanding checks of $61.4 million, dividends paid on our common stock of $59.7 million, the repayment of long-term debt of $52.7 million and the repayment of principal amounts under finance leases of $2.2 million.
At September 30, 2024, we had $505.0 million of revolving loans outstanding under the Credit Agreement. After taking into account outstanding letters of credit, the available portion of revolving loans under the Credit Agreement at September 30, 2024 was $974.4 million.

Because we sell metal containers and closures used in fruit and vegetable pack processing, we have seasonal sales. As is common in the industry, we must utilize working capital to build inventory and then carry accounts receivable for some customers beyond the end of the packing season. Due to our seasonal requirements, which generally peak sometime in the summer or early fall, we may incur short-term indebtedness to finance our working capital requirements. Our peak seasonal working capital requirements have historically averaged approximately $375 million. We fund seasonal working capital requirements through revolving loans under the Credit Agreement, other foreign bank loans and cash on hand. We may use the available portion of revolving loans under the Credit Agreement, after taking into account our seasonal needs and outstanding letters of credit, for other general corporate purposes including acquisitions, capital expenditures, dividends, stock repurchases and to refinance or repurchase other debt.

We believe that cash generated from operations and funds from borrowings available under the Credit Agreement and other foreign bank loans will be sufficient to meet our expected operating needs, planned capital expenditures, debt service, tax obligations, pension benefit plan contributions, share repurchases and common stock dividends for the foreseeable future. We continue to evaluate acquisition opportunities in the consumer goods packaging market and may incur additional indebtedness, including indebtedness under the Credit Agreement, to finance any such acquisition.

We are in compliance with all financial and operating covenants contained in our financing agreements and believe that we will continue to be in compliance during 2024 with all of these covenants.


-27-



Supply Chain Finance Program

For our suppliers, we believe that we negotiate the best terms possible, including payment terms. In connection therewith, we initiated a SCF program with a major global financial institution. Under this SCF program, a qualifying supplier may elect, but is not obligated, to sell its receivables from us to such financial institution. A participating supplier negotiates its receivables sale arrangements directly with the financial institution under this SCF program. While we are not party to, and do not participate in the negotiation of, such arrangements, such financial institution allows a participating supplier to utilize our creditworthiness in establishing a credit spread in respect of the sale of its receivables from us as well as other applicable terms. This may provide a supplier with more favorable terms than it would be able to secure on its own. We have no economic interest in a supplier’s decision to sell a receivable. Once a qualifying supplier elects to participate in this SCF program and reaches an agreement with the financial institution, the supplier independently elects which individual invoices to us that they sell to the financial institution. All of our payments to a participating supplier are paid to the financial institution on the invoice due date under our agreement with such supplier, regardless of whether the individual invoice was sold by the supplier to the financial institution. The financial institution then pays the supplier on the invoice due date under our agreement with such supplier for any invoices not previously sold by the supplier to the financial institution. Amounts due to a supplier that elects to participate in this SCF program are included in accounts payable in our Condensed Consolidated Balance Sheet, and the associated payments are reflected in net cash provided by operating activities in our Condensed Consolidated Statements of Cash Flows. Separate from this SCF program, we and suppliers who participate in this SCF program generally maintain the contractual right to require the other party to negotiate in good faith the existing payment terms as a result of changes in market conditions, including changes in interest rates and general market liquidity, or in some cases for any reason. Outstanding trade accounts payables subject to this SCF program were approximately $284.2 million, $294.1 million and $330.2 million at September 30, 2024 and 2023 and December 31, 2023, respectively.


Guaranteed Securities

Each of the 3¼% Senior Notes, the 4⅛% Senior Notes, the 2¼% Senior Notes and the 1.4% Senior Secured Notes were issued by Silgan and are guaranteed by our U.S. subsidiaries that also guarantee our obligations under the Credit Agreement, collectively the Obligor Group.

The following summarized financial information relates to the Obligor Group as of September 30, 2024 and December 31, 2023 and for the nine months ended September 30, 2024. Intercompany transactions, equity investments and other intercompany activity within the Obligor Group have been eliminated from the summarized financial information. Investments in subsidiaries of Silgan that are not part of the Obligor Group of $1.7 billion and $1.6 billion as of September 30, 2024 and December 31, 2023, respectively, are not included in noncurrent assets in the table below.

 Sept. 30, 2024Dec. 31, 2023
(Dollars in millions)
  
Current assets$1,496.7$1,403.5
Noncurrent assets3,949.63,988.8
Current liabilities1,971.81,967.8
Noncurrent liabilities3,100.73,123.8

At September 30, 2024 and December 31, 2023, the Obligor Group held current receivables due from other subsidiary companies of $19.7 million and $35.6 million, respectively; long-term notes receivable due from other subsidiary companies of $755.3 million and $748.8 million, respectively; and current payables due to other subsidiary companies of $14.5 million and $10.9 million, respectively.
-28-



 Nine Months Ended
Sept. 30, 2024
(Dollars in millions)
 
Net sales$3,284.2
Gross profit484.7 
Net income144.3 

For the nine months ended September 30, 2024, net income in the table above excludes income from equity method investments of other subsidiary companies of $87.1 million. For the nine months ended September 30, 2024, the Obligor Group recorded the following transactions with other subsidiary companies: sales to such other subsidiary companies of $40.9 million; net credits from such other subsidiary companies of $19.5 million; and net interest income from such other subsidiary companies of $28.4 million. For the nine months ended September 30, 2024, the Obligor Group did not receive dividends from other subsidiary companies.


Rationalization Charges

We continually evaluate cost reduction opportunities across each of our segments, including rationalizations of our existing facilities through plant closings and downsizings. We use a disciplined approach to identify opportunities that generate attractive cash returns. Under our rationalization plans, we made cash payments of $31.2 million and $8.9 million for the nine months ended September 30, 2024 and 2023, respectively. Excluding the impact of our withdrawal from the Central States Pension Plan in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $6.9 million and $9.5 million, respectively. Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $0.8 million per year and be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $2.6 million annually through 2040.
You should also read Note 3 to our Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2024 included elsewhere in this Quarterly Report.
-29-



Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risks relating to our operations result primarily from changes in interest rates and, with respect to our international operations, in foreign currency exchange rates. In the normal course of business, we also have risk related to commodity price changes for items such as natural gas. We employ established policies and procedures to manage our exposure to these risks. Interest rate, foreign currency and commodity pricing transactions are used only to the extent considered necessary to meet our objectives. We do not utilize derivative financial instruments for trading or other speculative purposes.

Information regarding our interest rate risk, foreign currency exchange rate risk and commodity pricing risk has been disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Since such filing, other than the changes discussed in Notes 7 and 15 to our Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2024 included elsewhere in this Quarterly Report, there has not been a material change to our interest rate risk, foreign currency exchange rate risk or commodity pricing risk or to our policies and procedures to manage our exposure to these risks.

 

Item 4.  CONTROLS AND PROCEDURES
 
As required by Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, we carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, as of the end of the period covered by this Quarterly Report, our Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that our disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is accumulated and communicated to our management, including the Principal Executive Officer and the Principal Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
 
There were no changes in our internal controls over financial reporting during the period covered by this Quarterly Report that have materially affected, or are reasonably likely to materially affect, these internal controls.



-30-



Part II.  Other Information

Item 5.  Other Information

In the third quarter of 2024, none of our directors or officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K.

Item 6.  Exhibits

Exhibit NumberDescription
22
*31.1
  
*31.2
  
*32.1
 
*32.2
  
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
  
101.SCHInline XBRL Taxonomy Extension Schema Document.
  
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
  
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
  
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
 
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
___________________ 
*Filed herewith.

-31-



SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 SILGAN HOLDINGS INC.
   
   
   
Dated: November 7, 2024/s/ Kimberly I. Ulmer                  
 Kimberly I. Ulmer
 Senior Vice President and
 Chief Financial Officer
 (Principal Financial and
 Accounting Officer)

-32-

Exhibit 31.1

CERTIFICATION BY THE CHIEF EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, Adam J. Greenlee, certify that:
1.
I have reviewed this Quarterly Report on Form 10-Q for the period ended September 30, 2024 of Silgan Holdings Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 Date:  November 7, 2024/s/ Adam J. Greenlee
 Adam J. Greenlee
 Chief Executive Officer and President
 



Exhibit 31.2

CERTIFICATION BY THE CHIEF FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, Kimberly I. Ulmer, certify that:
1.
I have reviewed this Quarterly Report on Form 10-Q for the period ended September 30, 2024 of Silgan Holdings Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.  Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date:  November 7, 2024/s/ Kimberly I. Ulmer
 Kimberly I. Ulmer
 Senior Vice President and
 Chief Financial Officer



Exhibit 32.1


CERTIFICATION BY THE CHIEF EXECUTIVE OFFICER
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT


In connection with the Quarterly Report of Silgan Holdings Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), I, Adam J. Greenlee, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
 (1) The Quarterly Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 (2) The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Adam J. Greenlee
Adam J. Greenlee
Chief Executive Officer and President
November 7, 2024


A signed original of this written statement required by Section 906 has been provided to Silgan Holdings Inc. and will be retained by Silgan Holdings Inc. and furnished to the Securities and Exchange Commission or its staff upon request.



Exhibit 32.2


CERTIFICATION BY THE CHIEF FINANCIAL OFFICER
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT


In connection with the Quarterly Report of Silgan Holdings Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), I, Kimberly I. Ulmer, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
 (1) The Quarterly Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 (2) The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Kimberly I. Ulmer
Kimberly I. Ulmer
Senior Vice President and
Chief Financial Officer

November 7, 2024


A signed original of this written statement required by Section 906 has been provided to Silgan Holdings Inc. and will be retained by Silgan Holdings Inc. and furnished to the Securities and Exchange Commission or its staff upon request.


v3.24.3
Cover - shares
9 Months Ended
Sep. 30, 2024
Oct. 31, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2024  
Document Transition Report false  
Entity File Number 001-41459  
Entity Registrant Name SILGAN HOLDINGS INC  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 06-1269834  
Entity Address, Address Line One 4 Landmark Square  
Entity Address, City or Town Stamford,  
Entity Address, State or Province CT  
Entity Address, Postal Zip Code 06901  
City Area Code 203  
Local Phone Number 975-7110  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Trading Symbol SLGN  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   106,794,650
Amendment Flag false  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Entity Central Index Key 0000849869  
Current Fiscal Year End Date --12-31  
v3.24.3
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Current assets:      
Cash and cash equivalents $ 368,507 $ 642,923 $ 307,124
Trade accounts receivable, net 1,210,331 599,524 1,295,882
Inventories 780,443 940,808 919,013
Prepaid expenses and other current assets 160,207 165,727 139,803
Total current assets 2,519,488 2,348,982 2,661,822
Property, plant and equipment, net 1,956,004 1,961,585 1,911,638
Goodwill 2,024,055 2,018,241 1,979,693
Other intangible assets, net 681,454 721,023 724,340
Other assets, net 566,365 561,405 534,814
Assets, total 7,747,366 7,611,236 7,812,307
Current liabilities:      
Revolving loans and current portion of long-term debt 1,254,391 880,315 897,809
Trade accounts payable 678,518 1,075,913 651,991
Accrued payroll and related costs 106,367 97,886 96,375
Accrued liabilities 266,486 257,742 269,386
Total current liabilities 2,305,762 2,311,856 1,915,561
Long-term debt 2,553,659 2,546,451 3,312,685
Deferred income taxes 420,921 433,666 380,250
Other liabilities 413,054 429,905 421,922
Stockholders’ equity:      
Common stock 1,751 1,751 1,751
Paid-in capital 364,074 353,848 349,634
Retained earnings 3,378,093 3,208,237 3,163,161
Accumulated other comprehensive loss (260,597) (251,361) (309,586)
Treasury stock (1,429,351) (1,423,117) (1,423,071)
Total stockholders’ equity 2,053,970 1,889,358 1,781,889
Liabilities and equity $ 7,747,366 $ 7,611,236 $ 7,812,307
v3.24.3
Condensed Consolidated Statements of Income - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Income Statement [Abstract]        
Net sales $ 1,745,124 $ 1,803,101 $ 4,443,527 $ 4,648,109
Cost of goods sold 1,451,831 1,517,183 3,670,751 3,874,100
Gross profit 293,293 285,918 772,776 774,009
Selling, general and administrative expenses 106,405 84,320 314,582 287,821
Rationalization charges 19,483 6,424 38,033 13,212
Other pension and postretirement expense (income) 118 1,083 (698) 3,664
Income before interest and income taxes 167,287 194,091 420,859 469,312
Less interest and other debt expense 41,871 47,264 121,861 130,822
Income before income taxes 125,416 146,827 298,998 338,490
Provision for income taxes 25,363 36,210 67,684 76,954
Net income $ 100,053 $ 110,617 $ 231,314 $ 261,536
Earnings per share        
Basic net income per share (usd per share) $ 0.94 $ 1.02 $ 2.17 $ 2.39
Diluted net income per share (usd per share) $ 0.93 $ 1.02 $ 2.16 $ 2.38
Weighted average number of shares        
Basic (in shares) 106,847 108,421 106,776 109,583
Effect of dilutive securities (in shares) 290 331 292 428
Diluted (in shares) 107,137 108,752 107,068 110,011
v3.24.3
Condensed Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Statement of Comprehensive Income [Abstract]        
Net income $ 100,053 $ 110,617 $ 231,314 $ 261,536
Other comprehensive income (loss), net of tax:        
Changes in net prior service credit and actuarial losses 1,719 1,995 4,533 5,518
Change in fair value of derivatives (3,767) 1,865 (815) 5,230
Foreign currency translation 38,981 (33,892) (12,954) 24,976
Other comprehensive income (loss) 36,933 (30,032) (9,236) 35,724
Comprehensive income $ 136,986 $ 80,585 $ 222,078 $ 297,260
v3.24.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Cash flows provided by (used in) operating activities:    
Net income $ 231,314 $ 261,536
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Depreciation and amortization 198,648 196,722
Amortization of debt discount and debt issuance costs 4,043 4,025
Rationalization charges 38,033 13,212
Stock compensation expense 11,727 11,348
Other changes that provided (used) cash:    
Trade accounts receivable, net (614,632) (638,282)
Inventories 160,756 (152,891)
Trade accounts payable (213,088) (233,724)
Accrued liabilities (6,978) (31,055)
Other, net (23,711) (26,933)
Net cash (used in) operating activities (213,888) (596,042)
Cash flows provided by (used in) investing activities:    
Capital expenditures (192,035) (173,453)
Proceeds from asset sales 3,221 1,628
Other, net (293) 1,267
Net cash (used in) investing activities (189,107) (170,558)
Cash flows provided by (used in) financing activities:    
Borrowings under revolving loans 802,389 1,119,960
Repayments under revolving loans (310,827) (281,067)
Repayment of principal amounts under finance leases (27,281) (2,208)
Proceeds from issuance of long-term debt 0 8,649
Repayments of long-term debt (100,000) (52,650)
Changes in outstanding checks - principally vendors (160,576) (61,433)
Dividends paid on common stock (61,754) (59,712)
Repurchase of common stock (7,735) (183,939)
Net cash provided by financing activities 134,216 487,600
Effect of exchange rate changes on cash and cash equivalents (5,637) 502
Cash and cash equivalents:    
Net (decrease) (274,416) (278,498)
Balance at beginning of year 642,923 585,622
Balance at end of period 368,507 307,124
Interest paid, net 133,411 123,944
Income taxes paid, net $ 69,748 $ 95,911
v3.24.3
Condensed Consolidated Statements of Stockholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Common stock
Paid-in capital
Retained earnings
Accumulated other comprehensive loss
Treasury stock
Beginning balance at Dec. 31, 2022   $ 1,751 $ 339,839 $ 2,961,079 $ (345,310) $ (1,239,103)
Beginning balance (in shares) at Dec. 31, 2022   110,079        
Increase (Decrease) in Stockholders' Equity            
Net issuance of treasury stock for vested restricted stock units (in shares)   312        
Repurchases of common stock (in shares)   (3,893)        
Stock compensation expense     11,348      
Net issuance of treasury stock for vested restricted stock units     (1,553)     (7,664)
Net income $ 261,536     261,536    
Dividends declared on common stock       (59,454)    
Other comprehensive income (loss)         35,724  
Repurchases of common stock           (176,304)
Ending balance at Sep. 30, 2023 $ 1,781,889 $ 1,751 349,634 3,163,161 (309,586) (1,423,071)
Ending balance (in shares) at Sep. 30, 2023   106,498        
Increase (Decrease) in Stockholders' Equity            
Dividends declared on common stock per share (usd per share) $ 0.54          
Beginning balance at Jun. 30, 2023   $ 1,751 345,442 3,072,021 (279,554) (1,268,524)
Beginning balance (in shares) at Jun. 30, 2023   109,946        
Increase (Decrease) in Stockholders' Equity            
Net issuance of treasury stock for vested restricted stock units (in shares)   0        
Repurchases of common stock (in shares)   (3,448)        
Stock compensation expense     4,192      
Net issuance of treasury stock for vested restricted stock units     0     0
Net income $ 110,617     110,617    
Dividends declared on common stock       (19,477)    
Other comprehensive income (loss)         (30,032)  
Repurchases of common stock           (154,547)
Ending balance at Sep. 30, 2023 $ 1,781,889 $ 1,751 349,634 3,163,161 (309,586) (1,423,071)
Ending balance (in shares) at Sep. 30, 2023   106,498        
Increase (Decrease) in Stockholders' Equity            
Dividends declared on common stock per share (usd per share) $ 0.18          
Beginning balance at Dec. 31, 2023 $ 1,889,358 $ 1,751 353,848 3,208,237 (251,361) (1,423,117)
Beginning balance (in shares) at Dec. 31, 2023   106,500        
Increase (Decrease) in Stockholders' Equity            
Net issuance of treasury stock for vested restricted stock units (in shares)   295        
Repurchases of common stock (in shares)   0        
Stock compensation expense     11,727      
Net issuance of treasury stock for vested restricted stock units     (1,501)     (6,234)
Net income 231,314     231,314    
Dividends declared on common stock       (61,458)    
Other comprehensive income (loss)         (9,236)  
Repurchases of common stock           0
Ending balance at Sep. 30, 2024 $ 2,053,970 $ 1,751 364,074 3,378,093 (260,597) (1,429,351)
Ending balance (in shares) at Sep. 30, 2024   106,795        
Increase (Decrease) in Stockholders' Equity            
Dividends declared on common stock per share (usd per share) $ 0.57          
Beginning balance at Jun. 30, 2024   $ 1,751 360,344 3,298,525 (297,530) (1,429,400)
Beginning balance (in shares) at Jun. 30, 2024   106,779        
Increase (Decrease) in Stockholders' Equity            
Net issuance of treasury stock for vested restricted stock units (in shares)   16        
Repurchases of common stock (in shares)   0        
Stock compensation expense     3,779      
Net issuance of treasury stock for vested restricted stock units     (49)     49
Net income $ 100,053     100,053    
Dividends declared on common stock       (20,485)    
Other comprehensive income (loss)         36,933  
Repurchases of common stock           0
Ending balance at Sep. 30, 2024 $ 2,053,970 $ 1,751 $ 364,074 $ 3,378,093 $ (260,597) $ (1,429,351)
Ending balance (in shares) at Sep. 30, 2024   106,795        
Increase (Decrease) in Stockholders' Equity            
Dividends declared on common stock per share (usd per share) $ 0.19          
v3.24.3
Significant Accounting Policies
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Significant Accounting Policies Significant Accounting Policies
Basis of Presentation. The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year.

The Condensed Consolidated Balance Sheet at December 31, 2023 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements.

You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023.

Certain prior year amounts have been reclassified to conform with the current year's presentation.

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 2024 assessment performed during the third quarter.
v3.24.3
Revenue
9 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Revenue Revenue
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 EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
Dispensing and Specialty Closures$563,669 $559,081 $1,664,966 $1,699,109 
Metal Containers1,022,605 1,094,609 2,290,530 2,475,569 
Custom Containers158,850 149,411 488,031 473,431 
$1,745,124 $1,803,101 $4,443,527 $4,648,109 

Revenues by geography were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
North America$1,368,104 $1,437,539 $3,384,468 $3,555,971 
Europe and other377,020 365,562 1,059,059 1,092,138 
$1,745,124 $1,803,101 $4,443,527 $4,648,109 
Our contract assets primarily consist of unbilled accounts receivable related to over time revenue recognition and were $110.7 million, $104.2 million, and $100.0 million as of September 30, 2024 and 2023 and December 31, 2023, respectively. Unbilled receivables are included in trade accounts receivable, net on our Condensed Consolidated Balance Sheets.
v3.24.3
Rationalization Charges
9 Months Ended
Sep. 30, 2024
Restructuring and Related Activities [Abstract]  
Rationalization Charges Rationalization Charges
We continually evaluate cost reduction opportunities across each of our segments, including rationalizations of our existing facilities through plant closings and downsizings. We use a disciplined approach to identify opportunities that generate attractive cash returns. Rationalization charges by segment were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Dispensing and Specialty Closures$9,835 $3,836 $19,583 $5,164 
Metal Containers7,850 2,588 13,927 7,944 
Custom Containers1,798 — 4,523 104 
 $19,483 $6,424 $38,033 $13,212 

Activity in reserves for our rationalization plans were as follows:
Employee
Severance
and Benefits
Plant
Exit
Costs
Non-Cash
Asset
Write-Downs
Total
 (Dollars in thousands)
Balance at December 31, 2023
$33,555 $465 $— $34,020 
Charged to expense6,723 19,942 11,368 38,033 
Utilized and currency translation(10,842)(20,407)(11,368)(42,617)
Balance at September 30, 2024
$29,436 $— $— $29,436 

Non-cash asset write-downs were the result of comparing the carrying value of certain facilities and production related equipment to their fair value using estimated future discounted cash flows, a Level 3 fair value measurement (see Note 7 for information regarding a Level 3 fair value measurement).

Rationalization reserves as of September 30, 2024 were recorded in our Condensed Consolidated Balance Sheet as accrued liabilities of $3.6 million and other liabilities of $25.8 million. Excluding the impact of our withdrawal from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan, in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $6.9 million and $9.5 million, respectively. Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $0.8 million per year and be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $2.6 million annually through 2040.
v3.24.3
Accumulated Other Comprehensive Loss
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Accumulated Other Comprehensive Loss Accumulated Other Comprehensive Loss
Accumulated other comprehensive loss is reported in our Condensed Consolidated Statements of Stockholders’ Equity.  Amounts included in accumulated other comprehensive loss, net of tax, were as follows:
 
Unrecognized Net
Defined Benefit
Plan Costs
Change in Fair
Value of
Derivatives
Foreign
Currency
Translation
Total
 (Dollars in thousands)
Balance at December 31, 2023
$(133,523)$(216)$(117,622)$(251,361)
Other comprehensive loss before reclassifications— 837 (12,954)(12,117)
Amounts reclassified from accumulated other
    comprehensive loss
4,533 (1,652)— 2,881 
 Other comprehensive loss4,533 (815)(12,954)(9,236)
Balance at September 30, 2024
$(128,990)$(1,031)$(130,576)$(260,597)
 
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, 2024 were net (losses) of $(2.2) million and $(5.7) million, respectively, excluding income tax benefits of $0.4 million and $1.2 million, respectively. For the three and nine months ended September 30, 2024, these net (losses) consisted primarily of amortization of net actuarial (losses) of $(2.1) million and $(5.7) million, respectively. Amortization of net actuarial losses and net prior service cost was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income. See Note 10 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 nine months ended September 30, 2024 were not significant.
Other comprehensive loss before reclassifications related to foreign currency translation for the three and nine months ended September 30, 2024 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 $54.8 million and $(8.9) million, respectively, and (ii) foreign currency (losses) related to our net investment hedges of $(20.9) million and $(5.4) million, respectively, excluding income tax benefits of $5.0 million and $1.3 million, respectively. See Note 7 for further discussion.
v3.24.3
Inventories
9 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
Inventories Inventories
Inventories consisted of the following: 
Sept. 30, 2024Sept. 30, 2023Dec. 31, 2023
 (Dollars in thousands)
Raw materials$400,916 $460,137 $465,375 
Work-in-process192,986 220,164 219,462 
Finished goods486,641 565,790 556,737 
Other17,282 17,234 16,616 
 1,097,825 1,263,325 1,258,190 
Adjustment to value inventory at cost on the LIFO method(317,382)(344,312)(317,382)
 $780,443 $919,013 $940,808 
v3.24.3
Long-Term Debt
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Long-Term Debt Long-Term Debt
Long-term debt consisted of the following: 
Sept. 30, 2024Sept. 30, 2023Dec. 31, 2023
 (Dollars in thousands)
Bank debt   
Bank revolving loans$505,000 $818,000 $— 
U.S. term loans850,000 950,000 950,000 
Other foreign bank revolving and term loans43,127 75,502 56,243 
Total bank debt1,398,127 1,843,502 1,006,243 
3¼% Senior Notes
725,400 688,155 717,990 
4⅛% Senior Notes600,000 600,000 600,000 
2¼% Senior Notes558,000 529,350 552,300 
1.4% Senior Secured Notes
500,000 500,000 500,000 
Finance leases36,342 63,663 63,302 
Total debt - principal3,817,869 4,224,670 3,439,835 
Less unamortized debt issuance costs and debt discount9,819 14,176 13,069 
Total debt3,808,050 4,210,494 3,426,766 
Less current portion1,254,391 897,809 880,315 
 $2,553,659 $3,312,685 $2,546,451 

At September 30, 2024, the current portion of long-term debt consisted of $725.4 million of 3¼% Senior Notes due 2025, or the 3¼% Senior Notes, $505.0 million of U.S. revolving loans under our amended and restated senior secured credit facility, as amended, or the Credit Agreement, $22.3 million of other foreign bank revolving and term loans and $1.7 million of finance leases. See Note 15 for further information.
v3.24.3
Financial Instruments
9 Months Ended
Sep. 30, 2024
Investments, All Other Investments [Abstract]  
Financial Instruments Financial Instruments
The financial instruments recorded in our Condensed Consolidated Balance Sheets include cash and cash equivalents, trade accounts receivable, trade accounts payable, debt obligations and swap agreements. 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 September 30, 2024:

Carrying
Amount
Fair
Value
 (Dollars in thousands)
Assets:  
Cash and cash equivalents$368,507 $368,507 
Liabilities:  
Bank debt$1,398,127 $1,398,127 
3¼% Senior Notes725,400 723,949 
4⅛% Senior Notes599,532 585,354 
2¼% Senior Notes558,000 524,609 
1.4% Senior Secured Notes
499,916 474,235 

Fair Value Measurements

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). GAAP classifies the inputs used to measure fair value into a hierarchy consisting of three levels. Level 1 inputs represent unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs represent unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 inputs represent unobservable inputs for the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Financial Instruments Measured at Fair Value

The financial assets and liabilities that were measured on a recurring basis at September 30, 2024 consisted of our cash and cash equivalents and derivative instruments. We measured the fair value of cash and cash equivalents using Level 1 inputs. We measured the fair value of our derivative instruments using the income approach. The fair value of our derivative instruments reflects the estimated amounts that we would pay or receive based on the present value of the expected cash flows derived from market interest rates and prices. As such, these derivative instruments were classified within Level 2.

Financial Instruments Not Measured at Fair Value

Our bank debt, 3¼% Senior Notes, 4⅛% Senior Notes, 2¼% Senior Notes and 1.4% Senior Secured Notes were recorded at historical amounts in our Condensed Consolidated Balance Sheets, as we have not elected to measure them at fair value. We measured the fair value of our variable rate bank debt using the market approach based on Level 2 inputs. Fair values of the 3¼% Senior Notes, 4⅛% Senior Notes, 2¼% Senior Notes and 1.4% Senior Secured Notes were estimated based on quoted market prices, a Level 1 input.

Derivative Instruments and Hedging Activities

Our derivative financial instruments were recorded in the Condensed Consolidated Balance Sheets at their fair values. Changes in fair values of derivatives are recorded in each period in earnings or comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction.
We utilize certain derivative financial instruments to manage a portion of our interest rate and natural gas cost exposures. We generally limit our use of derivative financial instruments to interest rate and natural gas swap agreements. We do not engage in trading or other speculative uses of these financial instruments. For a financial instrument to qualify as a hedge, we must be exposed to interest rate or price risk, and the financial instrument must reduce the exposure and be designated as a hedge. 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.

We also utilize certain internal hedging strategies to minimize our foreign currency exchange rate risk. Net investment hedges that qualify for hedge accounting result in the recognition of foreign currency gains or losses, net of tax, in accumulated other comprehensive loss. 

Interest Rate Swap Agreements

In March 2023, we entered into $300 million aggregate notional principal amount of U.S. dollar interest rate swap agreements to manage a portion of our exposure to interest rate fluctuations. These agreements have a weighted average fixed rate of 3.90 percent, mature in April 2026 and were entered into with financial institutions which are expected to fully perform under the terms thereof. 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 nine months ended September 30, 2024. The total fair value of our interest rate swaps agreements in effect at September 30, 2024 was not significant. See Note 15 for further information.

Natural Gas Swap Agreements

We have entered into natural gas swap agreements to manage a portion of our exposure to fluctuations in natural gas prices. The difference between amounts to be paid or received on our natural gas swap agreements is recorded in cost of goods sold in our Condensed Consolidated Statements of Income and was not significant for the three and nine months ended September 30, 2024. These agreements are with a financial institution which is expected to fully perform under the terms thereof. The total fair value of our natural gas swap agreements in effect at September 30, 2024 was not significant.

Foreign Currency Exchange Rate Risk

In an effort to minimize our foreign currency exchange rate risk, we have financed acquisitions of foreign operations primarily with borrowings denominated in Euros. 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% Senior Notes which are Euro denominated. Foreign currency (losses) related to our net investment hedges included in accumulated other comprehensive loss for the three and nine months ended September 30, 2024 were $(20.9) million and $(5.4) million, respectively.
v3.24.3
Commitments and Contingencies
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
We are a party to other legal proceedings, contract disputes and claims arising in the ordinary course of our business. 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.
v3.24.3
Supply Chain Finance Program
9 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
Supply Chain Finance Program Supply Chain Finance Program
We have a supply chain finance (“SCF”) program with a major global financial institution. Under this SCF program, a qualifying supplier may elect, but is not obligated, to sell its receivables from us to such financial institution. Once a qualifying supplier elects to participate in this SCF program, all of our payments to the participating supplier are paid to such financial institution in this SCF program on the invoice due date under our agreement with such supplier, regardless of whether the individual invoice was sold by the supplier to such financial institution. We may terminate our agreement with the financial institution upon at least 30 days’ notice, and the financial institution may terminate our agreement upon at least 10 days’ notice. Additionally, suppliers who elect to participate in this SCF program may terminate their participation upon at least 30 days’ notice. The suppliers' invoices sold under this SCF program can be outstanding up to 210 days from the invoice date. Suppliers’ invoices included in this SCF program were $284.2 million, $294.1 million and $330.2 million at September 30, 2024 and 2023 and December 31, 2023, respectively, and were included in accounts payable in our Condensed Consolidated Balance Sheets.
v3.24.3
Retirement Benefits
9 Months Ended
Sep. 30, 2024
Retirement Benefits [Abstract]  
Retirement Benefits Retirement Benefits
The components of the net periodic pension benefit cost were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Service cost$1,990 $1,962 $6,319 $6,425 
Interest cost8,592 8,617 25,413 26,050 
Expected return on plan assets(10,772)(10,211)(32,314)(30,587)
Amortization of prior service cost 22 29 68 82 
Amortization of actuarial losses2,232 2,845 5,937 8,729 
Net periodic benefit cost $2,064 $3,242 $5,423 $10,699 
 
The components of the net periodic other postretirement benefit cost (credit) were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
Service cost$$12 $22 $38 
Interest cost151 181 483 559 
Amortization of prior service credit(5)(237)(15)(705)
Amortization of actuarial gains(102)(141)(270)(464)
Net periodic benefit cost (credit)$52 $(185)$220 $(572)
v3.24.3
Income Taxes
9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income TaxesSilgan and its subsidiaries file U.S. Federal income tax returns, as well as income tax returns in various states and foreign jurisdictions. The Internal Revenue Service, or IRS, has completed its review of the 2022 tax year with no change to our filed federal income tax return. We have been accepted into the Compliance Assurance Program for the 2023 and 2024 tax years which provides for the review by the IRS of tax matters relating to our tax return prior to filing.
v3.24.3
Treasury Stock
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Treasury Stock Treasury Stock
On March 4, 2022, 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, 2026. We did not repurchase any shares of our common stock pursuant to this authorization during the nine months ended September 30, 2024. At September 30, 2024, we had approximately $93.3 million remaining under this authorization for the repurchase of our common stock.

During the first nine months of 2024, we issued 470,788 treasury shares which had an average cost of $3.19 per share for restricted stock units that vested during the period that had been previously issued under our stock-based compensation plans. In accordance with the applicable agreements for such restricted stock units, we repurchased 176,093 shares of our common stock at an average cost of $43.92 to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units.

We account for treasury shares using the first-in, first-out (FIFO) cost method. As of September 30, 2024, 68,317,846 shares of our common stock were held in treasury.
v3.24.3
Stock-Based Compensation
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
We currently have one stock-based compensation plan in effect under which we have issued restricted stock units to our officers, other key employees and outside directors. During the first nine months of 2024, 490,672 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 $21.6 million, which is being amortized ratably over the respective vesting period from the grant date.
v3.24.3
Segment Information
9 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
Segment Information Segment Information
We evaluate performance of our business segments and allocate resources based on the adjusted EBIT of our business segments. Adjusted EBIT is not a defined term under GAAP. We define adjusted EBIT as income before interest and income taxes excluding acquired intangible asset amortization expense, other pension (income) expense for U.S. pension plans, rationalization charges and costs attributed to announced acquisitions. Adjusted EBIT should not be considered in isolation or as a substitute for income before interest and income taxes or any other financial data prepared in accordance with GAAP and may not be comparable to calculations of similarly titled measures by other companies.

Reportable segment information was as follows:
Dispensing and Specialty ClosuresMetal
Containers
Custom
Containers
CorporateTotal
 (Dollars in thousands)
Three Months Ended September 30, 2024     
Net sales$563,669 $1,022,605 $158,850 $— $1,745,124 
Income before interest and income taxes74,659 89,307 17,136 (13,815)167,287 
Adjusted EBIT95,216 97,065 20,011 (6,704)205,588 
Depreciation25,755 19,801 8,747 47 54,350 
Three Months Ended September 30, 2023     
Net sales$559,081 $1,094,609 $149,411 $— $1,803,101 
Income before interest and income taxes77,949 110,185 10,668 (4,711)194,091 
Adjusted EBIT93,786 113,519 11,839 (4,711)214,433 
Depreciation25,691 18,177 8,089 51,965 
Nine Months Ended September 30, 2024     
Net sales$1,664,966 $2,290,530 $488,031 $— $4,443,527 
Income before interest and income taxes213,320 187,290 55,464 (35,215)420,859 
Adjusted EBIT265,773 200,532 62,724 (22,597)506,432 
Depreciation76,290 57,606 26,634 115 160,645 
Nine Months Ended September 30, 2023     
Net sales$1,699,109 $2,475,569 $473,431 $— $4,648,109 
Income before interest and income taxes212,612 231,563 46,082 (20,945)469,312 
Adjusted EBIT253,604 241,659 50,317 (20,945)524,635 
Depreciation76,206 54,693 25,923 66 156,888 
Total adjusted EBIT is reconciled to income before income taxes as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Total adjusted EBIT $205,588 $214,433 $506,432 $524,635 
Less:
Acquired intangible asset amortization expense12,367 13,309 38,004 39,834 
Other pension (income) expense for U.S. pension plans(660)609 (3,082)2,277 
Rationalization charges19,483 6,424 38,033 13,212 
Costs attributed to announced acquisitions7,111 — 12,618 — 
Income before interest and income taxes167,287 194,091 420,859 469,312 
Less interest and other debt expense41,871 47,264 121,861 130,822 
Income before income taxes$125,416 $146,827 $298,998 $338,490 

Net sales and adjusted EBIT of our metal containers segment and of part of our dispensing and specialty closures segment are dependent, in part, upon the vegetable and fruit harvests in the United States and, to a lesser extent, in a variety of national growing regions in Europe. 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 experienced higher unit sales volume in the third quarter of our fiscal year and generated a disproportionate amount of our annual adjusted EBIT during that quarter.
v3.24.3
Subsequent Events
9 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
Weener Plastics Holding B.V. Acquisition

On October 15, 2024, we acquired Weener Plastics Holding B.V., or Weener, a leading producer of differentiated dispensing solutions for personal care, food and healthcare products. Weener operates a global network of 19 facilities predominantly in Europe and the Americas, with approximately 4,000 employees and proprietary manufacturing technologies including significant clean room capabilities. The purchase price for this acquisition of approximately €844.2 million, net of cash acquired, was funded with term and revolving loan borrowings under the Credit Agreement, including a new €700.0 million incremental term loan, and cash on hand.

Euro Interest Rate Swap Agreements

In October 2024, we entered into €685.0 million aggregate notional principal amount of Euro interest rate swap agreements to manage a portion of our exposure to interest rate fluctuations for our Euro term loans under the Credit Agreement, which mature as follows: €35.0 million in October 2026, €70.0 million in October 2027 and €580.0 million in October 2030. These agreements have a weighted average fixed rate of 2.43 percent and were entered into with financial institutions which are expected to fully perform under the terms thereof.

Amendment to Bank Credit Agreement

On November 4, 2024, we and certain of our wholly owned subsidiaries amended the Credit Agreement by entering into a Fifth Amendment to Amended and Restated Credit Agreement (the “Fifth Amendment”) with the Lenders therein and Wells Fargo Bank, National Association, as Administrative Agent. The Fifth Amendment:

refinanced outstanding term loans and revolving loans thereunder and extended the maturity dates to (i) November 4, 2029 with respect to revolving loans and (ii) November 4, 2030 with respect to term loans;
increased the aggregate amount of Euro term loans thereunder from €700.0 million to €900.0 million, with the additional €200.0 million of Euro term loans being used to repay revolving loans under the Credit Agreement that were
used to fund a portion of the purchase price for Weener and to pay fees, expenses and costs associated with the Fifth Amendment.
removed the springing maturity date provisions that would have shortened the maturity dates under the Credit Agreement to the date that is 91 days prior to the maturity dates of the 3¼% Senior Notes and 1.4% Senior Secured Notes due 2026 (unless such notes were refinanced or repaid prior thereto);
improved the interest rate margin grid for term loans;
increased the uncommitted multi-currency incremental loan facility from $1.25 billion to $1.5 billion;
amended certain covenants to provide additional flexibility; and
amended certain other terms of the Credit Agreement.
Pursuant to the Fifth Amendment, U.S. term loans are repayable in installments as follows: $8.5 million on December 31, 2025, $42.5 million on December 31, 2026, $85.0 million on each of December 31, 2027, 2028 and 2029 and $544.0 million on November 4, 2030, and Euro term loans are repayable in installments as follows: €9.0 million on December 31, 2025, €45.0 million on December 31, 2026, €90.0 million on each of December 31, 2027, 2028 and 2029 and €576.0 million on November 4, 2030.
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure        
Net income $ 100,053 $ 110,617 $ 231,314 $ 261,536
v3.24.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.3
Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation. The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year.

The Condensed Consolidated Balance Sheet at December 31, 2023 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements.

You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023.

Certain prior year amounts have been reclassified to conform with the current year's presentation.
Goodwill and Other Intangible Assets
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 2024 assessment performed during the third quarter.
v3.24.3
Revenue (Tables)
9 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue Revenues by segment were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
Dispensing and Specialty Closures$563,669 $559,081 $1,664,966 $1,699,109 
Metal Containers1,022,605 1,094,609 2,290,530 2,475,569 
Custom Containers158,850 149,411 488,031 473,431 
$1,745,124 $1,803,101 $4,443,527 $4,648,109 

Revenues by geography were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
North America$1,368,104 $1,437,539 $3,384,468 $3,555,971 
Europe and other377,020 365,562 1,059,059 1,092,138 
$1,745,124 $1,803,101 $4,443,527 $4,648,109 
v3.24.3
Rationalization Charges (Tables)
9 Months Ended
Sep. 30, 2024
Restructuring and Related Activities [Abstract]  
Activity in Rationalization Plan Reserves Rationalization charges by segment were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Dispensing and Specialty Closures$9,835 $3,836 $19,583 $5,164 
Metal Containers7,850 2,588 13,927 7,944 
Custom Containers1,798 — 4,523 104 
 $19,483 $6,424 $38,033 $13,212 

Activity in reserves for our rationalization plans were as follows:
Employee
Severance
and Benefits
Plant
Exit
Costs
Non-Cash
Asset
Write-Downs
Total
 (Dollars in thousands)
Balance at December 31, 2023
$33,555 $465 $— $34,020 
Charged to expense6,723 19,942 11,368 38,033 
Utilized and currency translation(10,842)(20,407)(11,368)(42,617)
Balance at September 30, 2024
$29,436 $— $— $29,436 
v3.24.3
Accumulated Other Comprehensive Loss (Tables)
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Amounts Included in Accumulated Other Comprehensive Loss, Net of Tax Amounts included in accumulated other comprehensive loss, net of tax, were as follows:
 
Unrecognized Net
Defined Benefit
Plan Costs
Change in Fair
Value of
Derivatives
Foreign
Currency
Translation
Total
 (Dollars in thousands)
Balance at December 31, 2023
$(133,523)$(216)$(117,622)$(251,361)
Other comprehensive loss before reclassifications— 837 (12,954)(12,117)
Amounts reclassified from accumulated other
    comprehensive loss
4,533 (1,652)— 2,881 
 Other comprehensive loss4,533 (815)(12,954)(9,236)
Balance at September 30, 2024
$(128,990)$(1,031)$(130,576)$(260,597)
v3.24.3
Inventories (Tables)
9 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
Inventories
Inventories consisted of the following: 
Sept. 30, 2024Sept. 30, 2023Dec. 31, 2023
 (Dollars in thousands)
Raw materials$400,916 $460,137 $465,375 
Work-in-process192,986 220,164 219,462 
Finished goods486,641 565,790 556,737 
Other17,282 17,234 16,616 
 1,097,825 1,263,325 1,258,190 
Adjustment to value inventory at cost on the LIFO method(317,382)(344,312)(317,382)
 $780,443 $919,013 $940,808 
v3.24.3
Long-Term Debt (Tables)
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Long-term Debt
Long-term debt consisted of the following: 
Sept. 30, 2024Sept. 30, 2023Dec. 31, 2023
 (Dollars in thousands)
Bank debt   
Bank revolving loans$505,000 $818,000 $— 
U.S. term loans850,000 950,000 950,000 
Other foreign bank revolving and term loans43,127 75,502 56,243 
Total bank debt1,398,127 1,843,502 1,006,243 
3¼% Senior Notes
725,400 688,155 717,990 
4⅛% Senior Notes600,000 600,000 600,000 
2¼% Senior Notes558,000 529,350 552,300 
1.4% Senior Secured Notes
500,000 500,000 500,000 
Finance leases36,342 63,663 63,302 
Total debt - principal3,817,869 4,224,670 3,439,835 
Less unamortized debt issuance costs and debt discount9,819 14,176 13,069 
Total debt3,808,050 4,210,494 3,426,766 
Less current portion1,254,391 897,809 880,315 
 $2,553,659 $3,312,685 $2,546,451 
v3.24.3
Financial Instruments (Tables)
9 Months Ended
Sep. 30, 2024
Investments, All Other Investments [Abstract]  
Summary of Carrying Amounts and Estimated Fair Values of Other Financial Instruments The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at September 30, 2024:
Carrying
Amount
Fair
Value
 (Dollars in thousands)
Assets:  
Cash and cash equivalents$368,507 $368,507 
Liabilities:  
Bank debt$1,398,127 $1,398,127 
3¼% Senior Notes725,400 723,949 
4⅛% Senior Notes599,532 585,354 
2¼% Senior Notes558,000 524,609 
1.4% Senior Secured Notes
499,916 474,235 
v3.24.3
Retirement Benefits (Tables)
9 Months Ended
Sep. 30, 2024
Retirement Benefits [Abstract]  
Components of Net Periodic Benefit Cost (Credit)
The components of the net periodic pension benefit cost were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Service cost$1,990 $1,962 $6,319 $6,425 
Interest cost8,592 8,617 25,413 26,050 
Expected return on plan assets(10,772)(10,211)(32,314)(30,587)
Amortization of prior service cost 22 29 68 82 
Amortization of actuarial losses2,232 2,845 5,937 8,729 
Net periodic benefit cost $2,064 $3,242 $5,423 $10,699 
 
The components of the net periodic other postretirement benefit cost (credit) were as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
(Dollars in thousands)
Service cost$$12 $22 $38 
Interest cost151 181 483 559 
Amortization of prior service credit(5)(237)(15)(705)
Amortization of actuarial gains(102)(141)(270)(464)
Net periodic benefit cost (credit)$52 $(185)$220 $(572)
v3.24.3
Segment Information (Tables)
9 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
Reportable Operating Segment Information
Reportable segment information was as follows:
Dispensing and Specialty ClosuresMetal
Containers
Custom
Containers
CorporateTotal
 (Dollars in thousands)
Three Months Ended September 30, 2024     
Net sales$563,669 $1,022,605 $158,850 $— $1,745,124 
Income before interest and income taxes74,659 89,307 17,136 (13,815)167,287 
Adjusted EBIT95,216 97,065 20,011 (6,704)205,588 
Depreciation25,755 19,801 8,747 47 54,350 
Three Months Ended September 30, 2023     
Net sales$559,081 $1,094,609 $149,411 $— $1,803,101 
Income before interest and income taxes77,949 110,185 10,668 (4,711)194,091 
Adjusted EBIT93,786 113,519 11,839 (4,711)214,433 
Depreciation25,691 18,177 8,089 51,965 
Nine Months Ended September 30, 2024     
Net sales$1,664,966 $2,290,530 $488,031 $— $4,443,527 
Income before interest and income taxes213,320 187,290 55,464 (35,215)420,859 
Adjusted EBIT265,773 200,532 62,724 (22,597)506,432 
Depreciation76,290 57,606 26,634 115 160,645 
Nine Months Ended September 30, 2023     
Net sales$1,699,109 $2,475,569 $473,431 $— $4,648,109 
Income before interest and income taxes212,612 231,563 46,082 (20,945)469,312 
Adjusted EBIT253,604 241,659 50,317 (20,945)524,635 
Depreciation76,206 54,693 25,923 66 156,888 
Reconciliation of Adjusted EBIT to Income before Income Taxes
Total adjusted EBIT is reconciled to income before income taxes as follows:
Three Months EndedNine Months Ended
Sept. 30, 2024Sept. 30, 2023Sept. 30, 2024Sept. 30, 2023
 (Dollars in thousands)
Total adjusted EBIT $205,588 $214,433 $506,432 $524,635 
Less:
Acquired intangible asset amortization expense12,367 13,309 38,004 39,834 
Other pension (income) expense for U.S. pension plans(660)609 (3,082)2,277 
Rationalization charges19,483 6,424 38,033 13,212 
Costs attributed to announced acquisitions7,111 — 12,618 — 
Income before interest and income taxes167,287 194,091 420,859 469,312 
Less interest and other debt expense41,871 47,264 121,861 130,822 
Income before income taxes$125,416 $146,827 $298,998 $338,490 
v3.24.3
Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Segment Reporting Information [Line Items]          
Net sales $ 1,745,124 $ 1,803,101 $ 4,443,527 $ 4,648,109  
Trade Accounts Receivable | Unbilled Accounts Receivable          
Segment Reporting Information [Line Items]          
Contract assets 110,700 104,200 110,700 104,200 $ 100,000
North America          
Segment Reporting Information [Line Items]          
Net sales 1,368,104 1,437,539 3,384,468 3,555,971  
Europe and other          
Segment Reporting Information [Line Items]          
Net sales 377,020 365,562 1,059,059 1,092,138  
Dispensing and Specialty Closures          
Segment Reporting Information [Line Items]          
Net sales 563,669 559,081 1,664,966 1,699,109  
Metal Containers          
Segment Reporting Information [Line Items]          
Net sales 1,022,605 1,094,609 2,290,530 2,475,569  
Custom Containers          
Segment Reporting Information [Line Items]          
Net sales $ 158,850 $ 149,411 $ 488,031 $ 473,431  
v3.24.3
Rationalization Charges - Rationalization Charges by Business Segment (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Restructuring Cost and Reserve [Line Items]        
Rationalization charges $ 19,483 $ 6,424 $ 38,033 $ 13,212
Dispensing and Specialty Closures        
Restructuring Cost and Reserve [Line Items]        
Rationalization charges 9,835 3,836 19,583 5,164
Metal Containers        
Restructuring Cost and Reserve [Line Items]        
Rationalization charges 7,850 2,588 13,927 7,944
Custom Containers        
Restructuring Cost and Reserve [Line Items]        
Rationalization charges $ 1,798 $ 0 $ 4,523 $ 104
v3.24.3
Rationalization Charges - Activity in Rationalization Plan Reserves (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Restructuring Reserve [Roll Forward]        
Balance at December 31, 2023     $ 34,020  
Charged to expense $ 19,483 $ 6,424 38,033 $ 13,212
Utilized and currency translation     (42,617)  
Balance at September 30, 2024 29,436   29,436  
Employee Severance and Benefits        
Restructuring Reserve [Roll Forward]        
Balance at December 31, 2023     33,555  
Charged to expense     6,723  
Utilized and currency translation     (10,842)  
Balance at September 30, 2024 29,436   29,436  
Plant Exit Costs        
Restructuring Reserve [Roll Forward]        
Balance at December 31, 2023     465  
Charged to expense     19,942  
Utilized and currency translation     (20,407)  
Balance at September 30, 2024 0   0  
Non-Cash Asset Write-Downs        
Restructuring Reserve [Roll Forward]        
Balance at December 31, 2023     0  
Charged to expense     11,368  
Utilized and currency translation     (11,368)  
Balance at September 30, 2024 $ 0   $ 0  
v3.24.3
Rationalization Charges - Narrative (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]    
Restructuring reserve $ 29,436 $ 34,020
Other Restructuring | Rationalization Plan    
Restructuring Cost and Reserve [Line Items]    
Remaining expenses 6,900  
Remaining cash expenditures 9,500  
Annually Through 2040 | Central States Pension Plan withdrawal    
Restructuring Cost and Reserve [Line Items]    
Remaining cash expenditures 2,600  
Accretion expense 800  
Accrued Liabilities    
Restructuring Cost and Reserve [Line Items]    
Restructuring reserve 3,600  
Other Liabilities    
Restructuring Cost and Reserve [Line Items]    
Restructuring reserve $ 25,800  
v3.24.3
Accumulated Other Comprehensive Loss - Amounts Included in Accumulated Other Comprehensive Loss, Net of Tax (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Other Comprehensive Income (Loss) [Roll Forward]        
Beginning balance     $ 1,889,358  
Other comprehensive loss before reclassifications     (12,117)  
Amounts reclassified from accumulated other comprehensive loss     2,881  
Other comprehensive income (loss) $ 36,933 $ (30,032) (9,236) $ 35,724
Ending balance 2,053,970 1,781,889 2,053,970 1,781,889
Accumulated other comprehensive loss        
Other Comprehensive Income (Loss) [Roll Forward]        
Beginning balance (297,530) (279,554) (251,361) (345,310)
Ending balance (260,597) $ (309,586) (260,597) $ (309,586)
Unrecognized Net Defined Benefit Plan Costs        
Other Comprehensive Income (Loss) [Roll Forward]        
Beginning balance     (133,523)  
Other comprehensive loss before reclassifications     0  
Amounts reclassified from accumulated other comprehensive loss     4,533  
Other comprehensive income (loss)     4,533  
Ending balance (128,990)   (128,990)  
Change in Fair Value of Derivatives        
Other Comprehensive Income (Loss) [Roll Forward]        
Beginning balance     (216)  
Other comprehensive loss before reclassifications     837  
Amounts reclassified from accumulated other comprehensive loss     (1,652)  
Other comprehensive income (loss)     (815)  
Ending balance (1,031)   (1,031)  
Foreign Currency Translation        
Other Comprehensive Income (Loss) [Roll Forward]        
Beginning balance     (117,622)  
Other comprehensive loss before reclassifications     (12,954)  
Amounts reclassified from accumulated other comprehensive loss     0  
Other comprehensive income (loss)     (12,954)  
Ending balance $ (130,576)   $ (130,576)  
v3.24.3
Accumulated Other Comprehensive Loss - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Unrecognized Net Defined Benefit Plan Costs    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Other comprehensive (loss) reclassification adjustment from AOCI $ (2.2) $ (5.7)
Benefit for income taxes 0.4 1.2
Amortization of net actuarial (losses), before tax (2.1) (5.7)
Accumulated Translation Adjustment    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Foreign currency gains (losses) 54.8 (8.9)
Foreign currency gains of net investment hedges included in accumulated other comprehensive (20.9) (5.4)
Foreign currency translation, tax benefit (provision) related to net investment hedges $ 5.0 $ 1.3
v3.24.3
Inventories - Schedule of Inventory (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Inventory Disclosure [Abstract]      
Raw materials $ 400,916 $ 465,375 $ 460,137
Work-in-process 192,986 219,462 220,164
Finished goods 486,641 556,737 565,790
Other 17,282 16,616 17,234
Inventories, gross 1,097,825 1,258,190 1,263,325
Adjustment to value inventory at cost on the LIFO method (317,382) (317,382) (344,312)
Inventories $ 780,443 $ 940,808 $ 919,013
v3.24.3
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Debt Instrument [Line Items]      
Total debt - principal $ 3,817,869 $ 3,439,835 $ 4,224,670
Less unamortized debt issuance costs and debt discount 9,819 13,069 14,176
Total debt 3,808,050 3,426,766 4,210,494
Less current portion 1,254,391 880,315 897,809
Long-term debt 2,553,659 2,546,451 3,312,685
Bank debt      
Debt Instrument [Line Items]      
Total debt - principal 1,398,127 1,006,243 1,843,502
3¼% Senior Notes | Senior Notes      
Debt Instrument [Line Items]      
Total debt - principal 725,400    
Less current portion $ 725,400    
Senior note interest rate 3.25%    
Finance leases      
Debt Instrument [Line Items]      
Total debt - principal $ 36,342 63,302 63,663
Bank revolving loans | Bank debt      
Debt Instrument [Line Items]      
Total debt - principal 505,000 0 818,000
U.S. term loans | Bank debt      
Debt Instrument [Line Items]      
Total debt - principal 850,000 950,000 950,000
Other foreign bank revolving and term loans | Bank debt      
Debt Instrument [Line Items]      
Total debt - principal 43,127 56,243 75,502
Less current portion 22,300    
Senior Notes | 3¼% Senior Notes      
Debt Instrument [Line Items]      
Total debt - principal   717,990 688,155
Senior Notes | 4⅛% Senior Notes      
Debt Instrument [Line Items]      
Total debt - principal $ 600,000 600,000 600,000
Senior note interest rate 4.125%    
Senior Notes | 2¼% Senior Notes      
Debt Instrument [Line Items]      
Total debt - principal $ 558,000 552,300 529,350
Senior note interest rate 2.25%    
Senior Notes | 1.4% Senior Secured Notes      
Debt Instrument [Line Items]      
Total debt - principal $ 500,000 $ 500,000 $ 500,000
Senior note interest rate 1.40%    
U.S. revolving loans | Bank debt      
Debt Instrument [Line Items]      
Less current portion $ 505,000    
Finance leases      
Debt Instrument [Line Items]      
Less current portion $ 1,700    
v3.24.3
Long-Term Debt - Narrative (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Debt Instrument [Line Items]      
Long-term debt, current maturities $ 1,254,391 $ 880,315 $ 897,809
Finance leases      
Debt Instrument [Line Items]      
Long-term debt, current maturities 1,700    
Bank debt | Other Foreign Bank Revolving and Term Loans      
Debt Instrument [Line Items]      
Long-term debt, current maturities 22,300    
3¼% Senior Notes | Senior Notes      
Debt Instrument [Line Items]      
Long-term debt, current maturities $ 725,400    
v3.24.3
Financial Instruments - Carrying Amounts and Estimated Fair Values of Other Financial Instruments (Details)
$ in Thousands
Sep. 30, 2024
USD ($)
3¼% Senior Notes | Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Senior note interest rate 3.25%
Senior Notes | 4⅛% Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Senior note interest rate 4.125%
Senior Notes | 2¼% Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Senior note interest rate 2.25%
Senior Notes | 1.4% Senior Secured Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Senior note interest rate 1.40%
Carrying Amount  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Cash and cash equivalents $ 368,507
Carrying Amount | 3¼% Senior Notes | Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Short-term senior notes 725,400
Carrying Amount | Bank debt  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes 1,398,127
Carrying Amount | Senior Notes | 4⅛% Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes 599,532
Carrying Amount | Senior Notes | 2¼% Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes 558,000
Carrying Amount | Senior Notes | 1.4% Senior Secured Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes 499,916
Fair Value  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Cash and cash equivalents 368,507
Fair Value | 3¼% Senior Notes | Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Short-term senior notes 723,949
Fair Value | Bank debt  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes 1,398,127
Fair Value | Senior Notes | 4⅛% Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes 585,354
Fair Value | Senior Notes | 2¼% Senior Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes 524,609
Fair Value | Senior Notes | 1.4% Senior Secured Notes  
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Long-term senior notes $ 474,235
v3.24.3
Financial Instruments - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Mar. 31, 2023
2¼% Senior Notes | Senior Notes      
Derivative [Line Items]      
Senior note interest rate 2.25% 2.25%  
4⅛% Senior Notes | Senior Notes      
Derivative [Line Items]      
Senior note interest rate 4.125% 4.125%  
3¼% Senior Notes | Senior Notes      
Derivative [Line Items]      
Senior note interest rate 3.25% 3.25%  
1.4% Senior Secured Notes | Senior Notes      
Derivative [Line Items]      
Senior note interest rate 1.40% 1.40%  
USD Interest Rate Swap, Maturity Date April, 2026      
Derivative [Line Items]      
Derivative, notional amount     $ 300.0
Fixed interest rate     3.90%
Accumulated Translation Adjustment      
Derivative [Line Items]      
Foreign currency (losses) gains of net investment hedges included in accumulated other comprehensive loss $ (20.9) $ (5.4)  
v3.24.3
Supply Chain Finance Program (Details) - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Payables and Accruals [Abstract]      
Termination notice period (at least) 30 days    
Termination notice period by financial institution (at least) 10 days    
Supply chain finance program, payment period (up to) 210 days    
Supplier chain finance program obligation, current $ 284.2 $ 330.2 $ 294.1
v3.24.3
Retirement Benefits - Components of Net Periodic Benefit Cost (Credit) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Pension Benefit Cost (Credit)        
Defined Benefit Plan Disclosure [Line Items]        
Service cost $ 1,990 $ 1,962 $ 6,319 $ 6,425
Interest cost 8,592 8,617 25,413 26,050
Expected return on plan assets (10,772) (10,211) (32,314) (30,587)
Amortization of prior service cost 22 29 68 82
Amortization of actuarial losses (gains) 2,232 2,845 5,937 8,729
Net periodic benefit cost (credit) 2,064 3,242 5,423 10,699
Other Postretirement Benefit Credit        
Defined Benefit Plan Disclosure [Line Items]        
Service cost 8 12 22 38
Interest cost 151 181 483 559
Amortization of prior service cost (5) (237) (15) (705)
Amortization of actuarial losses (gains) (102) (141) (270) (464)
Net periodic benefit cost (credit) $ 52 $ (185) $ 220 $ (572)
v3.24.3
Treasury Stock (Details) - USD ($)
$ / shares in Units, $ in Millions
9 Months Ended
Sep. 30, 2024
Mar. 04, 2022
Equity, Class of Treasury Stock [Line Items]    
Treasury stock (in shares) 68,317,846  
2022 BOD Authorized Common Stock Repurchase    
Equity, Class of Treasury Stock [Line Items]    
Stock repurchase program, additional repurchase authorization   $ 300.0
Remaining authorized repurchase amount $ 93.3  
Activity Related to Restricted Stock Units Vested Under a prior Stock-based Compensation Plan    
Equity, Class of Treasury Stock [Line Items]    
Treasury shares issued for restricted stock units that vested during the period (in shares) 470,788  
Average cost of treasury shares that were issued for restricted stock units that vested during the period (usd per share) $ 3.19  
Shares repurchased to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units (in shares) 176,093  
Average cost per share of treasury stock acquired (usd per share) $ 43.92  
v3.24.3
Stock-Based Compensation (Details)
$ in Millions
9 Months Ended
Sep. 30, 2024
USD ($)
plan
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of share-based compensation arrangements | plan 1
Restricted Stock Units  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Restricted stock units granted (in shares) | shares 490,672
Fair value of restricted stock units granted | $ $ 21.6
v3.24.3
Segment Information - Reportable Business Segment Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Segment Reporting Information [Line Items]        
Net sales $ 1,745,124 $ 1,803,101 $ 4,443,527 $ 4,648,109
Income before interest and income taxes 167,287 194,091 420,859 469,312
Adjusted EBIT 205,588 214,433 506,432 524,635
Depreciation 54,350 51,965 160,645 156,888
Dispensing and Specialty Closures        
Segment Reporting Information [Line Items]        
Net sales 563,669 559,081 1,664,966 1,699,109
Income before interest and income taxes 74,659 77,949 213,320 212,612
Adjusted EBIT 95,216 93,786 265,773 253,604
Depreciation 25,755 25,691 76,290 76,206
Metal Containers        
Segment Reporting Information [Line Items]        
Net sales 1,022,605 1,094,609 2,290,530 2,475,569
Income before interest and income taxes 89,307 110,185 187,290 231,563
Adjusted EBIT 97,065 113,519 200,532 241,659
Depreciation 19,801 18,177 57,606 54,693
Custom Containers        
Segment Reporting Information [Line Items]        
Net sales 158,850 149,411 488,031 473,431
Income before interest and income taxes 17,136 10,668 55,464 46,082
Adjusted EBIT 20,011 11,839 62,724 50,317
Depreciation 8,747 8,089 26,634 25,923
Corporate        
Segment Reporting Information [Line Items]        
Net sales 0 0 0 0
Income before interest and income taxes (13,815) (4,711) (35,215) (20,945)
Adjusted EBIT (6,704) (4,711) (22,597) (20,945)
Depreciation $ 47 $ 8 $ 115 $ 66
v3.24.3
Segment Information - Reconciliation of Adjusted EBIT to Income before Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Segment Reporting Information [Line Items]        
Total adjusted EBIT $ 205,588 $ 214,433 $ 506,432 $ 524,635
Less:        
Rationalization charges 19,483 6,424 38,033 13,212
Income before interest and income taxes 167,287 194,091 420,859 469,312
Less interest and other debt expense 41,871 47,264 121,861 130,822
Income before income taxes 125,416 146,827 298,998 338,490
Segment Reconciling Items        
Less:        
Acquired intangible asset amortization expense 12,367 13,309 38,004 39,834
Other pension (income) expense for U.S. pension plans (660) 609 (3,082) 2,277
Rationalization charges 19,483 6,424 38,033 13,212
Costs attributed to announced acquisitions $ 7,111 $ 0 $ 12,618 $ 0
v3.24.3
Subsequent Events (Details)
employee in Thousands, € in Millions, $ in Millions
Nov. 04, 2024
EUR (€)
Oct. 15, 2024
EUR (€)
employee
facility
Nov. 04, 2024
USD ($)
Nov. 04, 2024
EUR (€)
Nov. 03, 2024
USD ($)
Nov. 03, 2024
EUR (€)
Oct. 31, 2024
EUR (€)
Sep. 30, 2024
1.4% Senior Secured Notes | Senior Notes                
Subsequent Event [Line Items]                
Senior note interest rate               1.40%
3¼% Senior Notes | Senior Notes                
Subsequent Event [Line Items]                
Senior note interest rate               3.25%
Subsequent Event | Euro Dollar Interest Rate Swap                
Subsequent Event [Line Items]                
Derivative, notional amount             € 685.0  
Fixed interest rate             2.43%  
Subsequent Event | Euro Dollar Interest Rate Swap, Maturity Date October, 2026                
Subsequent Event [Line Items]                
Derivative, notional amount             € 35.0  
Subsequent Event | Euro Dollar Interest Rate Swap, Maturity Date October, 2027                
Subsequent Event [Line Items]                
Derivative, notional amount             70.0  
Subsequent Event | Euro Dollar Interest Rate Swap, Maturity Date October, 2030                
Subsequent Event [Line Items]                
Derivative, notional amount             € 580.0  
Subsequent Event | Bank Borrowings Under 2021 Credit Agreement | Euro Term Loan                
Subsequent Event [Line Items]                
Debt instrument, face amount           € 700.0    
Subsequent Event | Bank Borrowings Under 2021 Credit Agreement | Multicurrency Revolving Loan Facility                
Subsequent Event [Line Items]                
Uncommitted multi-currency incremental loan, borrowing capacity | $         $ 1,250.0      
Subsequent Event | Bank Credit Agreement, Fifth Amendment | Euro Term Loan                
Subsequent Event [Line Items]                
Debt instrument, face amount       € 900.0        
Long-term debt, maturity, year one       9.0        
Long-term debt, maturity, year two       45.0        
Long-term debt, maturity, year three       90.0        
Long-term debt, maturity, year four       90.0        
Long-term debt, maturity, year five       90.0        
Long-term debt, maturity, after year five       € 576.0        
Subsequent Event | Bank Credit Agreement, Fifth Amendment | Multicurrency Revolving Loan Facility                
Subsequent Event [Line Items]                
Uncommitted multi-currency incremental loan, borrowing capacity | $     $ 1,500.0          
Subsequent Event | Bank Credit Agreement, Fifth Amendment | US Term Loans                
Subsequent Event [Line Items]                
Long-term debt, maturity, year one | $     8.5          
Long-term debt, maturity, year two | $     42.5          
Long-term debt, maturity, year three | $     85.0          
Long-term debt, maturity, year four | $     85.0          
Long-term debt, maturity, year five | $     85.0          
Long-term debt, maturity, after year five | $     $ 544.0          
Subsequent Event | Bank Credit Agreement, Fifth Amendment, Portion Used to Repay Revolving Loans | Euro Term Loan                
Subsequent Event [Line Items]                
Proceeds from Issuance of Debt € 200.0              
Weener Plastics Holding B.V. | Subsequent Event                
Subsequent Event [Line Items]                
Number of manufacturing facilities | facility   19            
Entity number of employees | employee   4            
Weener Plastics Holding B.V. | Subsequent Event                
Subsequent Event [Line Items]                
Payments to acquire businesses, net of cash acquired   € 844.2            
Weener Plastics Holding B.V. | Subsequent Event | Incremental Term Loan                
Subsequent Event [Line Items]                
Business combination, liabilities incurred   € 700.0            

Silgan (NYSE:SLGN)
Historical Stock Chart
From Nov 2024 to Dec 2024 Click Here for more Silgan Charts.
Silgan (NYSE:SLGN)
Historical Stock Chart
From Dec 2023 to Dec 2024 Click Here for more Silgan Charts.