Note 4 Segments

The Company’s segment reporting structure consists of three reportable segments and an “Other” category and is as follows:

•

Food Care;

•

Diversey Care;

•

Product Care; and

•

Other (includes Corporate, Medical Applications and New Ventures businesses).

The Company’s Food Care, Diversey Care and Product Care segments are considered reportable segments under FASB ASC Topic 280. Our reportable segments are aligned with similar groups of products. Other includes Corporate and the Medical Applications and New Ventures businesses. Other includes certain costs that are not allocated to the reportable segments, as applicable, primarily consisting of unallocated corporate overhead costs, including administrative functions and cost recovery variances not allocated to the reportable segments from global functional expenses.

We allocate and disclose depreciation and amortization expense to our segments, although property and equipment, net is not allocated to the segment assets, nor is depreciation and amortization included in the segment performance metric Adjusted EBITDA. We also disclose restructuring and other charges and impairment of goodwill and other intangible assets by segment, although these items are not included in the segment performance metric Adjusted EBITDA since restructuring and other charges and impairment of goodwill and other intangible assets are categorized as Special Items as outlined in the table reconciling U.S. GAAP net earnings to Non-U.S. GAAP Total Company Adjusted EBITDA set forth below. The accounting policies of the reportable segments and Other are the same as those applied to the Consolidated Financial Statements.

The following tables show net sales and Adjusted EBITDA by our segment reporting structure:

	Year Ended December 31,
(In millions)	2016			2015			2014
Net Sales:
Food Care	$	3,222.1		$	3,405.1		$	3,835.3
As a % of Total Company net sales		47.5	%		48.4	%		49.5	%
Diversey Care		1,963.2			1,999.1			2,173.1
As a % of Total Company net sales		29.0	%		28.4	%		28.0	%
Product Care⁽¹⁾		1,523.7			1,553.6			1,662.6
As a % of Total Company net sales		22.5	%		22.1	%		21.5	%
Other⁽¹⁾		69.3			73.7			79.5
Total Company Net Sales		6,778.3			7,031.5			7,750.5

	Year Ended December 31,
(In millions)	2016			2015			2014
Adjusted EBITDA:
Food Care	$	661.1		$	689.8		$	670.2
Adjusted EBITDA Margin		20.5	%		20.3	%		17.5	%
Diversey Care		251.3			231.9		245
Adjusted EBITDA Margin		12.8	%		11.6	%		11.3	%
Product Care⁽¹⁾		331.8			324.1		293.7
Adjusted EBITDA Margin		21.8	%		20.9	%		17.7	%
Other⁽¹⁾		(87.2	)		(71.7	)		(90.6	)
Non-U.S. GAAP Total Company Adjusted EBITDA		1,157.0			1,174.1			1,118.3
Adjusted EBITDA Margin		17.1	%		16.7	%		14.4	%

⁽¹⁾

As of January 1, 2016, our Kevothermal business was moved from Other to our Product Care Segment. This resulted in a reclassification of $13.1 million of net sales and $3.1 million of adjusted EBITDA for the year ended December 31, 2015 and $7.6 million of net sales and $1.0 million of adjusted EBITDA for the year ended December 31, 2014.

The following table shows a reconciliation of U.S. GAAP net earnings to Non-U.S. GAAP Total Company Adjusted EBITDA:

	Year Ended December 31,
(In millions)	2016			2015			2014
Net earnings	$	486.4		$	335.4		$	258.1
Interest expense		(213.1	)		(227.7	)		(287.7	)
Income tax provision⁽¹⁾		79.5			90.5			9.1
Depreciation and amortization⁽⁴⁾		(278.2	)		(274.5	)		(320.8	)
Depreciation and amortization adjustments⁽¹⁾⁽²⁾	5.4			0.2			2.1
Special Items:
Restructuring and other charges⁽¹⁾⁽⁵⁾		(12.9	)		(78.3	)		(65.7	)
Other restructuring associated costs included in cost of sales and selling, general and administrative expenses		(28.0	)		(42.9	)		(35.8	)
Development grant matter included in selling, general and administrative expenses		—			—			(14.0	)
Termination of licensing agreement		—			—			(5.3	)
SARs		0.1			(3.9	)		(8.1	)
Impairments of equity method investment		—			—			(5.7	)
Foreign currency exchange (loss) gains related to Venezuelan subsidiaries		(3.4	)		(33.1	)		(20.4	)
Charges related to ceasing operations in Venezuela⁽¹⁾		(52.1	)		—			—
Loss on debt redemption and refinancing activities		(0.1	)		(110.0	)		(102.5	)
Gain from Settlement agreement in 2014 and related costs		—			—			21.1
(Loss) gain on sale of North American foam trays and absorbent pads business and European food trays business		(1.8	)		13.4			—
Non-operating charge for contingent guarantee included in other income (expense), net		—			—			(2.5	)
(Loss) gain related to the sale of other businesses, investments and property, plant and equipment		(1.6	)		11.1			(5.1	)
Charges incurred related to pursuit of strategic alternatives of New Diversey		(6.7	)		—			—
Other Special Items⁽³⁾		1.3			(2.5	)		(0.7	)
Pre-tax impact of Special Items		(105.2	)		(246.2	)		(244.7	)
Non-U.S. GAAP Total Company Adjusted EBITDA	$	1,157.0		$	1,174.1		$	1,118.3

⁽¹⁾

Due to the ongoing challenging economic situation in Venezuela, the Company approved a program in the second quarter of 2016 to cease operations in the country. Refer to Note 2 “Summary of Significant Accounting Policies and Recently Issued Accounting Standards “ of the Notes to Consolidated Financial Statements for further details.

⁽²⁾	This includes accelerated depreciation of non-strategic assets related to restructuring programs which were $0.6 million, $0.2 million and $2.1 million for the years ended December 31, 2016, 2015 and 2014, respectively.

⁽³⁾

Other Special Items for the year ended December 31, 2016 primarily included a reduction in a non-income tax reserve following the completion of a governmental audit partially offset by legal fees associated with restructuring and acquisitions. Other Special Items for the year ended December 31, 2015 primarily included legal fees associated with restructuring and acquisitions. Other Special Items for the year ended December 31, 2014 primarily included legal fees associated with restructuring and acquisitions.

⁽⁴⁾	Depreciation and amortization by segment is as follows:

	Year Ended December 31,

(In millions)	2016		2015		2014
Food Care	$	102.4	$	107.9	$	121.3
Diversey Care		94.6		105.5		126.3
Product Care		40.1		37.4		41.4
Other		41.1		23.7		31.8
Total Company depreciation and amortization⁽ⁱ⁾	$	278.2		274.5		320.8

⁽ⁱ⁾	Includes share-based incentive compensation of $62.9 million in 2016, $61.2 million in 2015, and $54.1 million in 2014.

⁽⁵⁾	Restructuring and other charges by segment were as follows:

	Year Ended December 31,
(In millions)	2016		2015		2014
Food Care	$	6.2	$	37.9	$	27.3
Diversey Care		3.7		22.2		24.3
Product Care		2.9		17.2		13.6
Other		0.1		1.0		0.5
Total Company restructuring and other charges⁽ⁱ⁾	$	12.9	$	78.3	$	65.7

⁽ⁱ⁾	For the year ended December 31, 2016 restructuring and other charges excludes $0.3 million related to severance and termination benefits for employees in our Venezuelan subsidiaries.

Assets by Reportable Segments

The following table shows assets allocated by our segment reporting structure. Only assets which are identifiable by segment and reviewed by our chief operating decision maker by segment are allocated to the reportable segment assets, which are trade receivables, net, and finished goods inventories, net. All other assets are included in “Assets not allocated.”

	December 31,		December 31,
(In millions)	2016		2015
Assets:
Trade receivables, net, and finished goods inventories, net
Food Care	$	599.6	$	522.4
Diversey Care		451.9		440.3
Product Care⁽¹⁾		261.5		221.9
Other⁽¹⁾		13.9		12.5
Total segments and other		1,326.9		1,197.1
Assets not allocated
Cash and cash equivalents		363.7		351.7
Property and equipment, net		1,060.3		945.7
Goodwill		2,855.6		2,909.5
Intangible assets, net		710.1		784.3
Assets held for sale		3.3		10.3
Other		1,069.2		1,206.4
Total	$	7,389.1	$	7,405.0

⁽¹⁾	As of January 1, 2016, our Kevothermal business was moved from Other to our Product Care Segment. This resulted in a re-classification of $2.3 million of assets from Other to Product Care Segment for the year ended December 31, 2015.

Allocation of Goodwill and Identifiable Intangible Assets to Reportable Segments

Our management views goodwill and identifiable intangible assets as corporate assets, so we do not allocate their balances to the reportable segments. However, we are required to allocate their balances to each reporting unit to perform our annual impairment review, which we do during the fourth quarter of the year using a measurement date of October 1^st. See Note 7, “Goodwill and Identifiable Intangible Assets,” of the Notes to Consolidated Financial Statements for the allocation of goodwill and identifiable intangible assets and the changes in their balances in the year ended December 31, 2016 by our segment reporting structure, and the details of our impairment review.

Geographic Information

	Year Ended December 31,
(In millions)	2016		2015		2014
Net sales⁽¹⁾:
North America⁽³⁾	$	2,852.8	$	2,923.2	$	3,071.9
EMEA		2,302.5		2,410.4		2,783.2
Latin America		641.1		695.8		807.5
APAC		981.9		1,002.1		1,087.9
Total	$	6,778.3	$	7,031.5	$	7,750.5

Total long-lived assets⁽¹⁾⁽²⁾:
North America	$	708.2	$	585.7
EMEA		370.3		385.5
Latin America		114.9		127.0
APAC		204.2		192.6
Total⁽⁴⁾	$	1,397.6	$	1,290.8

⁽¹⁾

Net sales to external customers attributed to geographic areas represent net sales to external customers based on destination. No non-U.S. country accounted for net sales in excess of 10% of consolidated net sales for the years ended December 31, 2016, 2015, or 2014 or long-lived assets in excess of 10% of consolidated long-lived assets at December 31, 2016 and 2015.

⁽²⁾	Total long-lived assets represent total assets excluding total current assets, deferred tax assets, goodwill and intangible assets.

⁽³⁾	Net sales to external customers within the U.S. were $2,635.2 million for the year ended December 31, 2016, $2,685.3 million for the year ended December 31, 2015 and $2,797.5 million for the year ended December 31, 2014.

⁽⁴⁾

As of January 1, 2016, we have adopted ASU 2015-03 and ASU 2015-15 with retrospective application. This resulted in a reclassification of $35.9 million from other non-current assets to long-term debt, less current portion for debt issuance costs as of December 31, 2015. Additionally, property and equipment, net, and other non-current liabilities as of December 31, 2015, have been revised to properly reflect asset retirement obligations. This resulted in an increase to property and equipment, net and other non-current liabilities of $15.0 million.Refer to Note 2, “Summary of Significant Accounting Policies and Recently Issued Accounting Standards” of the Notes to the Consolidated Financial Statements for further details.