Goodwill and Other Intangible Assets

9 Months Ended

Sep. 28, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

A summary of the changes in goodwill for the nine-month period ended September 28, 2025 is as follows:


	Consumer Packaging		Industrial Paper Packaging		All Other		Total
Goodwill at December 31, 2024	$	1,807,971	$	486,636	$	231,050	$	2,525,657

Divestitures	—		(2,043)		—		(2,043)

Reclassified to assets held for sale	—		—		(173,394)		(173,394)
Measurement period adjustments	(53,699)		—		—		(53,699)
Foreign currency translation	157,421		21,844		(2,419)		176,846
Goodwill at September 28, 2025	$	1,911,693	$	506,437	$	55,237	$	2,473,367

Goodwill activity reflected under the caption “Measurement period adjustments” relates to the December 2024 acquisition of Eviosys. Goodwill activity reflected under the caption “Divestitures” relates to the April 2025 sale of a small recycling business in Asheville, North Carolina. See Note 4 for additional information.

As of September 28, 2025, the Company has reclassified $173,394 of goodwill related to ThermoSafe, part of the All Other group of businesses, to assets held for sale. See Note 1 for additional information.

The Company assesses goodwill for impairment annually during the third quarter, or from time to time when warranted by the facts and circumstances surrounding individual reporting units or the Company as a whole. The Company completed its most recent annual goodwill impairment testing during the third quarter of 2025 and analyzed certain qualitative and quantitative factors in determining whether a goodwill impairment existed. The Company’s assessments reflected a number of significant management assumptions and estimates including the Company’s forecast of sales growth, EBITDA, and discount rates. Changes in these assumptions could materially impact the Company’s conclusions. Based on its assessments, the Company concluded that there was no impairment of goodwill for any of its reporting units.

Although no reporting units failed the annual impairment test, in management’s opinion, the goodwill balances of the Metal Packaging EMEA and Global Paper Products Asia Pacific (“APAC”) reporting units are at risk of impairment in the near term if the reporting unit’s operations do not perform in line with management’s expectations, or if there is a negative change in the long-term financial outlook for the reporting unit or in other factors such as the discount rate. In the case of Metal Packaging EMEA, the lower differential between the fair value and carrying value of the reporting unit is due to the acquisition of Eviosys in December 2024, at which time the majority of assets and liabilities acquired were recorded at fair value.

In the annual goodwill impairment analysis completed during the third quarter of 2025, projected future cash flows for the Metal Packaging EMEA and Global Paper Products APAC reporting units were discounted at 12.0% and 13.0%, respectively, and their estimated fair values were determined to exceed their individual carrying values by approximately 3.1% and 9.0%, respectively.

Based on equal weighting of the income and market approaches and holding other valuation assumptions constant, the discount rates for the Metal Packaging EMEA and Global Paper Products APAC reporting units would have to increase to 12.7% and 15.4%, respectively, or projected EBITDA across all future periods would have to be reduced approximately 3.0% and 8.4%, respectively, in order for the estimated fair values of the reporting units to fall below carrying values. At September 28, 2025, the total goodwill associated with the Metal Packaging EMEA and Global Paper Products APAC reporting unit was $1,361,339 and $26,721, respectively.

During the time subsequent to the annual evaluation, and at September 28, 2025, the Company considered whether any events and/or changes in circumstances had resulted in the likelihood that the goodwill of any of its reporting units may have been impaired. It is management’s opinion that no such events and/or changes in circumstances have occurred.

Other Intangible Assets

A summary of other intangible assets as of September 28, 2025 and December 31, 2024 is as follows:


	September 28, 2025		December 31, 2024
Other Intangible Assets, gross:
Patents	$	29,373	$	28,941
Customer lists	2,886,182		2,679,372
Trade names	28,306		38,623
Proprietary technology	233,413		226,936
Other	2,043		2,339
Total Other Intangible Assets, gross	$	3,179,317	$	2,976,211

Accumulated Amortization:
Patents	$	(17,902)	$	(15,955)
Customer lists	(392,286)		(332,680)
Trade names	(11,934)		(13,239)
Proprietary technology	(34,839)		(26,203)
Other	(1,233)		(1,436)
Total Accumulated Amortization	(458,194)		(389,513)
Other Intangible Assets, net	$	2,721,123	$	2,586,698

During the nine-month period ended September 28, 2025, the Company recorded measurement period adjustments related to the December 2024 acquisition of Eviosys that increased the previously reported fair value of customer lists by $42,379. The effect on amortization expense in the prior period was immaterial. In addition, the Company wrote off other intangible assets, primarily customer lists, with a net book value of $1,455 as a result of the divestiture of a small recycling business in Asheville, North Carolina. See Note 4 for additional information.

In conjunction with the pending sale of ThermoSafe, the Company reclassified intangible assets with a net book value of $9,430 to “Assets held for sale” at September 28, 2025. The gross value of these intangible assets, which consisted primarily of customer lists and trade names, was $89,703 and the accumulated amortization was $(80,273). See Note 1 for additional information.

Other intangible assets are amortized using the straight-line method over their respective useful lives when management has determined that the straight-line method approximates the pattern of consumption of the respective intangible assets or in relation to the asset’s specific pattern of consumption if management has determined that the straight-line method does not provide a fair approximation of the consumption of benefits. These lives generally range from three to twenty years. The Company has no intangible assets with indefinite lives.

Aggregate amortization expense was $49,034 and $17,624 for the three-month periods ended September 28, 2025 and September 29, 2024, respectively, and $135,188 and $52,997 for the nine-month periods ended September 28, 2025 and September 29, 2024, respectively. Amortization expense on other intangible assets is expected to total approximately $181,300 in 2025, $179,600 in 2026, $178,900 in 2027, $178,600 in 2028 and $176,300 in 2029.