On August 7, 2023, the Board of Directors approved a 3-year cost take-out to grow program (the “CTO2Grow Program”). The total cash cost of this program is estimated to be in the range of $140 to $160 million.

For the three and nine months ended September 30, 2024, the Company incurred cash expense including $7.2 million and $25.0 million of restructuring charges related to headcount reductions, respectively, and $7.9 million and $20.6 million of other associated costs, respectively, in connection with the CTO2Grow Program. For the three and nine months ended September 30, 2024, the Company incurred non-cash expense of $1.0 million and $1.4 million of other associated costs primarily related to the impairment of property and equipment associated with the CTO2Grow Program.

For the three and nine months ended September 30, 2023, the Company incurred cash expense including $15.3 million of costs associated with contract terminations and $11.0 million of restructuring charges for the CTO2Grow Program. For the three and nine months ended September 30, 2023, the Company incurred non-cash expense of approximately $34.3 million of other associated costs primarily related to the impairment of property and equipment and inventory obsolescence charges associated with the Kevothermal and plant-based rollstock business closures for the CTO2Grow Program.


	Total Restructuring Program Range				Less Program Activity to Date		Remaining Restructuring
(In millions)	Low		High				Low		High
Costs of reduction in headcount as a result of reorganization	$	75	$	85	$	(42)	$	33	$	43
Other associated costs	45		50		(22)		23		28
Contract terminations	15		20		(15)		—		5
Total cash expense	135		155		(79)		56		76
Capital expenditures	5		5		(1)		4		4
Total estimated cash cost(1)	$	140	$	160	$	(80)	$	60	$	80
Total estimated non-cash expense(2)	$	34	$	34	$	(34)	$	—	$	—
Total estimated expense(3)	$	169	$	189	$	(113)	$	56	$	76

(1)Total estimated cash cost excludes the impact of proceeds expected from the sale of property and equipment and foreign currency impact.

(2)Reflects actual expenses that have been incurred. Ranges associated with future non-cash expenses related to the CTO2Grow Program are difficult to estimate and are not available without unreasonable efforts, as these typically relate to exit and disposal activities.

The following table details our aggregate restructuring activities as reflected in the Condensed Consolidated Statements of Operations.


	Three Months Ended September 30,				Nine Months Ended September 30,
(In millions)	2024		2023		2024		2023

Other associated costs	$	9.0	$	34.6	$	22.2	$	34.5
Contract terminations	—		15.3		(0.1)		15.3
Restructuring charges	6.8		9.8		24.8		9.2


Total charges	$	15.8	$	59.7	$	46.9	$	59.0
Capital expenditures	$	0.3	$	—	$	0.7	$	—

The aggregate restructuring accrual, spending and other activity for the nine months ended September 30, 2024 and the accrual balance remaining at September 30, 2024 was as follows:


(In millions)





Restructuring accrual at December 31, 2023	$	24.3
Headcount accrual and accrual adjustments	24.8

Cash payments during 2024	(29.2)

Effect of changes in foreign currency exchange rates	(0.3)
Restructuring accrual at September 30, 2024	$	19.6

We expect to pay $17.9 million of the accrual balance as of September 30, 2024 within the next twelve months. The remaining accrual of $1.7 million is expected to be paid primarily in the fourth quarter of 2025 and 2026. These amounts are included in Accrued restructuring costs and Other non-current liabilities, respectively, on our Condensed Consolidated Balance Sheets at September 30, 2024.

The CTO2Grow Program was approved by our Board of Directors as a consolidated program benefiting both Food and Protective, and accordingly the expected program spend by reporting segment is not available. However, of the total restructuring accrual of $19.6 million as of September 30, 2024, $13.2 million was attributable to Food and $6.4 million was attributable to Protective.