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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended
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Dec. 31, 2018
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying consolidated financial statements include the accounts of AptarGroup, Inc. and our subsidiaries. The terms “AptarGroup”, “Aptar” or “Company” as used herein refer to AptarGroup, Inc. and our subsidiaries. All significant intercompany accounts and transactions have been eliminated. Certain previously reported amounts have been reclassified to conform to the current period presentation. AptarGroup’s organizational structure consists of three market‑focused lines of business which are Beauty + Home, Pharma and Food + Beverage. This is a strategic structure which allows us to be more closely aligned with our customers and the markets in which they operate. In late 2017, Aptar began a business transformation plan to drive profitable sales growth, increase operational excellence, enhance our approach to innovation and improve organizational effectiveness (see Note 21 – Restructuring Initiatives for further details). The primary focus of the plan will be the Beauty + Home segment; however, certain global general and administrative functions will also be addressed. During 2018 and 2017, we recognized approximately $63.8 million and $2.2 million, respectively, of restructuring costs related to this plan. During the quarter ended June 30, 2018, primarily based on published estimates which indicate that Argentina's three-year cumulative inflation rate has exceeded 100%, we concluded that Argentina has become a highly inflationary economy. Beginning July 1, 2018, we applied highly inflationary accounting for our Argentinian subsidiaries. We have changed the functional currency from the Argentinian peso to the U.S. dollar. Local currency monetary assets and liabilities were remeasured into U.S. dollars using exchange rates as of the latest balance sheet date, with remeasurement adjustments and other transaction gains and losses recognized in net earnings. During the last half of 2018, we recognized approximately $0.8 million of currency gains due to these changes. Our Argentinian operations contributed approximately 2.0% of consolidated net assets and revenues at and for the year ended December 31, 2018. ACCOUNTING ESTIMATES The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). This process requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. CASH MANAGEMENT We consider all investments that are readily convertible to known amounts of cash with an original maturity of three months or less when purchased to be cash equivalents. INVENTORIES Inventories are stated at lower of cost or net realizable value. Costs included in inventories are raw materials, direct labor and manufacturing overhead. INVESTMENTS IN EQUITY SECURITIES We account for our 20% to 50% owned investments using the equity method. Equity investments that do not result in consolidation and are not accounted for under the equity method are measured at fair value. Any related changes in fair value is recognized in net income unless the investments qualify for a practicality exception. During the fourth quarter of 2016, we sold our investment in an injectable drug delivery device company for a $2.0 million gain. During the first quarter of 2017, we acquired a 20% minority interest in Kali Care, Inc. (”Kali Care”) for $5.0 million. Kali Care is a Silicon Valley-based technology company, which provides digital monitoring systems for ophthalmic medication. In May 2018, we invested $10.0 million in preferred equity stock of Reciprocal Labs Corporation, doing business as Propeller Health. During 2018, we increased the value of this investment by approximately $6.5 million due to fair value inputs (see Note 20 – Acquisitions for further details). There were no dividends received from affiliated companies in 2018, 2017 and 2016. PROPERTY AND DEPRECIATION Properties are stated at cost. Depreciation is determined on a straight‑line basis over the estimated useful lives for financial reporting purposes and accelerated methods for income tax reporting. Generally, the estimated useful lives are 10 to 40 years for buildings and improvements and 3 to 15 years for machinery and equipment. FINITE‑LIVED INTANGIBLE ASSETS Finite‑lived intangibles, consisting of patents, acquired technology, customer relationships, trademarks and trade names and license agreements acquired in purchase transactions, are capitalized and amortized over their useful lives which range from 1 to 20 years. GOODWILL Management believes the excess purchase price over the fair value of the net assets acquired (“goodwill”) in purchase transactions has continuing value. Goodwill is not amortized and must be tested annually, or more frequently as circumstances dictate, for impairment. The annual goodwill impairment test may first consider qualitative factors to determine whether it is more likely than not (i.e., greater than 50 percent chance) that the fair value of a reporting unit is less than its book value. This is sometimes referred to as the “step zero” approach and is an optional step in the annual goodwill impairment analysis. Management has performed this qualitative assessment as of December 31, 2018 for each of our reporting units, except for Active Packaging. Based on our review of macroeconomic, industry, and market events and circumstances as well as the overall financial performance of the reporting units, we determined that it was more likely than not that the fair value of these reporting units was greater than their carrying amounts. While we have not yet performed an impairment assessment for our Active Packaging reporting unit, we did consider whether there were any indicators of possible impairment since the acquisition and did not identify any such factors. We will perform a separate impairment assessment of the Active Packaging reporting unit within one year of the acquisition date. IMPAIRMENT OF LONG‑LIVED ASSETS Long‑lived assets, such as property, plant and equipment and finite‑lived intangibles, are evaluated for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss is recognized when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset (if any) are less than the carrying value of the asset. DERIVATIVES INSTRUMENTS AND HEDGING ACTIVITIES Derivative financial instruments are recorded in the consolidated balance sheets at fair value as either assets or liabilities. Changes in the fair value of derivatives are recorded in each period in earnings or other comprehensive income, depending on whether a derivative is designated and effective as part of a hedge transaction. RETIREMENT OF COMMON STOCK During 2018, we repurchased 668 thousand shares of common stock, of which 623 thousand shares were immediately retired. During 2017, we repurchased 1.9 million shares of common stock, of which 512 thousand shares were immediately retired. Common stock was reduced by the number of shares retired at $0.01 par value per share. We allocate the excess purchase price over par value between additional paid-in capital and retained earnings. RESEARCH & DEVELOPMENT EXPENSES Research and development costs, net of any customer funded research and development or government research and development credits, are expensed as incurred. These costs amounted to $75.3 million, $68.2 million and $66.2 million in 2018, 2017 and 2016, respectively. INCOME TAXES We compute taxes on income in accordance with the tax rules and regulations of the many taxing authorities where the income is earned. The income tax rates imposed by these taxing authorities may vary substantially. Taxable income may differ from pretax income for financial accounting purposes. To the extent that these differences create timing differences between the tax basis of an asset or liability and its reported amount in the financial statements, an appropriate provision for deferred income taxes is made. During 2018, we finalized our charges related to the impact of the U.S. legislation enacted on December 22, 2017, commonly referred to as the Tax Cuts and Jobs Act (the “TCJA”). These amounts are recorded in accordance with SAB 118, which was issued by the SEC shortly after enactment of the TCJA. We reflected a net benefit of $5.4 million during the current year, $2.6 million related to additional guidance with respect to the calculation of the transition tax and $2.8 million related to the change in the U.S. federal corporate tax rate. We consider numerous factors to determine which foreign earnings are indefinitely reinvested in foreign operations. These include the financial requirements of the U.S. parent company and those of our foreign subsidiaries, the U.S. funding needs for dividend payments and stock repurchases, and the tax consequences of remitting earnings. The TCJA imposed a one-time transition tax on all unremitted foreign earnings. As a result of the transition tax and current year GILTI provisions, at December 31, 2018 we do not have a balance of foreign earnings that will be subject to U.S. federal taxation. For investment holdings outside the U.S., we maintain our assertion that the cash and distributable reserves at our non-U.S. affiliates are indefinitely reinvested. We have recorded a $2.2 million liability for extraordinary distributions to Europe that will occur early in 2019. We continue our assertion for the remaining earnings and do not provide for the withholding and local income taxes that would become due if the amounts were distributed. We provide a liability for the amount of unrecognized tax benefits from uncertain tax positions. This liability is provided whenever we determine that a tax benefit will not meet a more-likely-than-not threshold for recognition. See Note 6 – Income Taxes for more information. TRANSLATION OF FOREIGN CURRENCIES The functional currencies of the majority of our foreign operations are the local currencies. Assets and liabilities of our foreign operations are translated into U.S. dollars at the rates of exchange on the balance sheet date. Sales and expenses are translated at the average rates of exchange prevailing during the year. The related translation adjustments are accumulated in a separate section of Stockholders’ Equity. Realized and unrealized foreign currency transaction gains and losses are reflected in income, as a component of miscellaneous income and expense, and represented losses of $1.7 million, $5.0 million and $326 thousand in 2018, 2017 and 2016, respectively. STOCK-BASED COMPENSATION Accounting standards require the application of the non‑substantive vesting approach which means that an award is fully vested when the employee’s retention of the award is no longer contingent on providing future service. Under this approach, compensation costs are recognized over the requisite service period of the award instead of ratably over the vesting period stated in the grant. As such, costs are recognized immediately if the employee is retirement eligible on the date of grant or over the period from the date of grant until retirement eligibility if retirement eligibility is reached before the end of the vesting period stated in the grant. See Note 16 – Stock-Based Compensation for more information. REVENUE RECOGNITION The majority of our revenues are derived from product and tooling sales; however, we also receive revenues from service, license, exclusivity and royalty arrangements, which are considered insignificant. Our policy is to recognize revenue from product sales when control has transferred to the customer. For the majority of our products shipped from the U.S., control transfers when the goods leave our shipping locations. For the majority of our products shipped from non‑U.S. operations, control transfers when the goods reach their destination. Tooling revenue is also recognized when control transfers to the customer. See specific discussions about methods of accounting for control transfers of product and tooling sales in Note 2 – Revenues. ADOPTION OF RECENT ACCOUNTING PRONOUNCEMENTS Changes to U.S. GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Updates (“ASUs”) to the FASB’s Accounting Standards Codification. In May 2014, the FASB issued ASU 2014-09, which amended the guidance for recognition of revenue from customer contracts. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in the amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. On January 1, 2018, we adopted this standard and all the related amendments (the “new revenue standard”) for all contracts. This adoption was accounted for using the modified retrospective method. We recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the January 1, 2018 opening balance of retained earnings. Comparative information for the prior periods has not been restated and continues to be reported under the accounting standards in effect prior to January 1, 2018.
|  |  | Balance at |  |  |  |  |  | Balance at |
|  |  | December 31, 2017 |  |  | Adjustment |  |  | January 1, 2018 |
Consolidated Balance Sheets |  |  |  |  |  |  |  |  |  |
Assets |  |  |  |  |  |  |  |  |  |
Inventories |  | $ | 337,216 |  | $ | (7,064) |  | $ | 330,152 |
Prepaid and other |  |  | 109,791 |  |  | 6,411 |  |  | 116,202 |
Liabilities |  |  |  |  |  |  |  |  |  |
Accounts payable and accrued liabilities |  |  | 461,579 |  |  | (5,706) |  |  | 455,873 |
Deferred income taxes |  |  | 20,995 |  |  | 1,292 |  |  | 22,287 |
Deferred and other non-current liabilities |  |  | 5,608 |  |  | 824 |  |  | 6,432 |
Stockholders’ Equity |  |  |  |  |  |  |  |  |  |
Retained earnings |  |  | 1,301,147 |  |  | 2,937 |  |  | 1,304,084 |
A majority of our sales revenue continues to be recognized when products are shipped from our manufacturing facilities. For certain custom product and tooling sales where revenue was previously recognized when the products were shipped, we now recognize revenue over the time required to manufacture the product or build the tool in accordance with the new revenue standard. We also have certain extended warranty contracts, which under the new standard are considered a separate performance obligation and are required to be deferred and recognized into revenue over the life of the agreement. In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on our consolidated statements of income and balance sheets is as follows:
|  | For the Year Ended December 31, 2018 |
|  |  |  |  |  | Balances |  |  |  |
|  |  |  |  |  | Without |  |  | Effect of |
|  |  | As |  |  | Adoption of |  |  | Change |
|  |  | Reported |  |  | ASC 606 |  |  | Higher/(Lower) |
Consolidated Statements of Income |  |  |  |  |  |  |  |  |  |
Net Sales |  |  |  |  |  |  |  |  |  |
Beauty + Home |  | $ | 1,426,382 |  | $ | 1,424,701 |  | $ | 1,681 |
Pharma |  |  | 954,652 |  |  | 954,497 |  |  | 155 |
Food + Beverage |  |  | 383,727 |  |  | 385,001 |  |  | (1,274) |
Costs and Expenses |  |  |  |  |  |  |  |  |  |
Cost of sales (exclusive of depreciation and amortization) |  |  | 1,812,961 |  |  | 1,811,290 |  |  | 1,671 |
Provision for income taxes |  |  | 71,254 |  |  | 71,541 |  |  | (287) |
Net income |  |  | 194,766 |  |  | 195,588 |  |  | (822) |
|  | December 31, 2018 |
|  |  |  |  |  | Balances |  |  |  |
|  |  |  |  |  | Without |  |  | Effect of |
|  |  | As |  |  | Adoption of |  |  | Change |
|  |  | Reported |  |  | ASC 606 |  |  | Higher/(Lower) |
Consolidated Balance Sheets |  |  |  |  |  |  |  |  |  |
Assets |  |  |  |  |  |  |  |  |  |
Inventories |  | $ | 381,110 |  | $ | 391,315 |  | $ | (10,205) |
Prepaid and other |  |  | 118,245 |  |  | 108,490 |  |  | 9,755 |
Liabilities |  |  |  |  |  |  |  |  |  |
Accounts payable and accrued liabilities |  |  | 525,199 |  |  | 529,168 |  |  | (3,969) |
Deferred income taxes |  |  | 53,917 |  |  | 52,912 |  |  | 1,005 |
Deferred and other non-current liabilities |  |  | 23,465 |  |  | 23,066 |  |  | 399 |
Stockholders’ Equity |  |  |  |  |  |  |  |  |  |
Retained earnings |  |  | 1,371,826 |  |  | 1,369,711 |  |  | 2,115 |
In January 2016, the FASB issued ASU 2016-01, which provides guidance on the classification and measurement of financial assets and liabilities (equity securities and financial liabilities) under the fair value option and the presentation and disclosure requirements for financial instruments. In February 2018, ASU 2018-03 was issued to clarify certain aspects of the guidance issued in January 2016. The guidance modifies how entities measure equity investments and present changes in the fair value of financial liabilities. Under the new guidance, entities measure equity investments that do not result in consolidation and are not accounted for under the equity method at fair value and recognize any related changes in fair value in net income unless the investments qualify for the new practicality exception. A measurement alternative exists for those equity investments that do not have a readily determinable fair value. These investments may be measured at cost less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. The standard also includes a new impairment model for equity investments without readily determinable fair values. The new model is a single-step model under which we are required to perform a qualitative assessment each reporting period to identify impairment. When a qualitative assessment indicates that an impairment exists, we will estimate the fair value of the investment and recognize in current earnings an impairment loss equal to the difference between the fair value and the carrying amount of the equity investment. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017. We adopted the requirements of this standard during the first quarter of 2018. In February 2016, the FASB issued ASU 2016-02 and subsequent amendments, which requires organizations to recognize leases on the balance sheet, and disclose key information about leasing arrangements. The new standard establishes a right-of-use (“ROU”) model that requires a lessee to recognize an ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and recognition of expense in the income statement. The new standard is effective for fiscal years and interim periods beginning after December 15, 2018, with early adoption permitted. We have adopted the new standard on January 1, 2019. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. If an entity chooses the second option, the transition requirements for existing leases also apply to leases entered into between the date of initial application and the effective date. The entity must also recast its comparative period financial statements and provide the disclosures required by the new standard for the comparative periods. We expect to adopt the new standard on January 1, 2019 and use the effective date (option 1) as our date of initial application. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. The new standard provides a number of optional practical expedients in transition. We expect to elect the ‘package of practical expedients’, which permits us not to reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. The new standard also provides practical expedients for an entity’s ongoing accounting. We currently expect to elect the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, we will not recognize ROU assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. While we continue to assess all of the effects of adoption, we currently believe the most significant effects relate to the recognition of new ROU assets and lease liabilities on our balance sheet for our operating leases and the significant new disclosures about our leasing activities. In August 2016, the FASB issued ASU 2016-15, which provides guidance on the classification of certain cash receipts and cash payments within the statement of cash flows. This guidance provides clarification for the following types of transactions: debt prepayment or extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance, distributions received from equity method investees and beneficial interest in securitization transactions. The guidance also clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. The guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. However, early adoption was permitted and an entity that elects early adoption must adopt all of the amendments on a retrospective basis in the period of adoption. We adopted this standard in the fourth quarter of 2017. In November 2016, the FASB issued ASU 2016-18, which provides guidance to address the diversity in the classification and presentation of changes in restricted cash on the statement of cash flows. The amendments in this standard require that a statement of cash flows explain the change during the period in the total cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017. We adopted the requirements of this standard during the first quarter of 2018 and appropriate disclosures are included on the statement of cash flows to the extent applicable. In January 2017, the FASB issued ASU 2017-01, which provides guidance to clarify the definition of a business to assist entities in evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this standard provide a screen to determine when an integrated set of assets and activities (collectively referred to as a “set”) is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. If the screen is not met, the amendments in this update (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace missing elements. The amendments also narrow the definition of the term “output” so that the term is consistent with how outputs are described in the new guidance for revenue recognition. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017. We adopted the requirements of this standard during the first quarter of 2018. In March 2017, the FASB issued ASU 2017-07, which provides guidance to disaggregate the current service cost component from the other components of net periodic benefit costs. The service cost component should be presented within compensation costs while the other components should be presented outside of income from operations. The guidance also clarifies that only the service cost component is eligible for capitalization. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017. We adopted the requirements of this standard during the first quarter of 2018 and the prior periods were restated as follows:
|  | Original |  |  |  |  | Revised |
|  | Balance |  | Adjustment |  | Balance |
Revised Condensed Consolidated Statements of Income |  |  |  |  |  |  |  |  |  |
Year Ended December 31, 2017 |  |  |  |  |  |  |  |  |  |
Cost of sales (exclusive of depreciation and amortization) |  | $ | 1,604,181 |  | $ | (1,111) |  | $ | 1,603,070 |
Selling, research & development and administrative |  |  | 388,281 |  |  | (857) |  |  | 387,424 |
Total Operating Expenses |  |  | 2,147,764 |  |  | (1,968) |  |  | 2,145,796 |
Operating Income |  |  | 321,519 |  |  | 1,968 |  |  | 323,487 |
Miscellaneous, net |  |  | 8,662 |  |  | (1,968) |  |  | 6,694 |
Total Other (Expense) Income |  |  | (26,694) |  |  | (1,968) |  |  | (28,662) |
Income before Income Taxes |  |  | 294,825 |  |  | — |  |  | 294,825 |
Year Ended December 31, 2016 |  |  |  |  |  |  |  |  |  |
Cost of sales (exclusive of depreciation and amortization) |  | $ | 1,498,070 |  | $ | (1,896) |  | $ | 1,496,174 |
Selling, research & development and administrative |  |  | 367,562 |  |  | (1,293) |  |  | 366,269 |
Total Operating Expenses |  |  | 2,020,434 |  |  | (3,189) |  |  | 2,017,245 |
Operating Income |  |  | 310,500 |  |  | 3,189 |  |  | 313,689 |
Miscellaneous, net |  |  | 2,782 |  |  | (3,189) |  |  | (407) |
Total Other (Expense) Income |  |  | (30,003) |  |  | (3,189) |  |  | (33,192) |
Income before Income Taxes |  |  | 280,497 |  |  | — |  |  | 280,497 |
In May 2017, the FASB issued ASU 2017-09, which provides clarification on applying the standards for stock compensation accounting. The new standard provides guidance on which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017. We adopted the requirements of this standard during the first quarter of 2018. In August 2017, the FASB issued ASU 2017-12, which provides new guidance to improve the accounting for hedging activities. The guidance changes the financial reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements. In addition, the guidance makes certain targeted improvements to simplify the application of the hedge accounting guidance in current U.S. GAAP. The new standard is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. However, early application is permitted in any interim period after the issuance of this guidance. We adopted this standard in the third quarter of 2017. See details in Note 11 – Derivative Instruments and Hedging Activities. In February 2018, the FASB issued ASU 2018-02, which provides guidance on the reclassification of certain tax effects from accumulated other comprehensive income. This guidance allows for the reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the TCJA. The new standard is effective for fiscal years and interim periods beginning after December 15, 2018. We elected to early adopt this standard in the fourth quarter of 2018. As part of this adoption, we elected to reclassify $6.7 million of stranded income tax effects of TCJA from accumulated other comprehensive income to retained earnings at the beginning of the fourth quarter of 2018. Other accounting standards that have been issued by the FASB or other standards-setting bodies did not have a material impact on our consolidated financial statements.

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