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Subsequent Event | 12 Months Ended
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Dec. 31, 2016
Subsequent Events [Abstract] |
Subsequent Events | S UBSEQUENT E VENTS D ISPENSING S YSTEMS B USINESS P ENDING A CQUISITION On January 23, 2017, we entered into a definitive agreement, or the Purchase Agreement, with WestRock Company, or WestRock, to acquire WestRock's specialty closures and dispensing systems business, or the Dispensing Systems Business. The Dispensing Systems Business is a leading global supplier of highly engineered triggers, pumps, sprayers and dispensing closure solutions to major branded consumer goods product companies in the home, health and beauty markets. It operates a global network of 13 plants across North America, Europe, South America and Asia. For its fiscal year ended September 30, 2016, the Dispensing Systems Business generated net sales of $566 million. Pursuant to the Purchase Agreement, subject to the terms and conditions set forth therein, certain of our subsidiaries will acquire all of the outstanding equity interests of certain direct and indirect subsidiaries of WestRock MWV, LLC, a wholly owned subsidiary of WestRock, that are engaged in the Dispensing Systems Business for a purchase price in cash of $1.025 billion. The purchase price is subject to adjustment for working capital, indebtedness and certain other items as set forth in the Purchase Agreement. In conjunction with the Purchase Agreement, we obtained a commitment for $800 million of incremental term loans under the Credit Agreement, or the Committed Financing, from one of the lenders thereunder. We expect to initially fund the purchase price for this acquisition from a combination of cash on hand and borrowings under the Credit Agreement, including the Committed Financing. This acquisition is subject to the satisfaction of certain customary conditions and receipt of applicable regulatory approvals and is expected to close late in the first quarter of 2017. The Purchase Agreement may be terminated under certain circumstances, including by the buyers or the seller if the acquisition has not closed within 90 days after the date of the Purchase Agreement, subject to the parties' rights to extend such date by up to an additional 90 days if all conditions precedent other than the regulatory approval condition precedent have been satisfied at that time or under certain other circumstances. S ENIOR N OTES O FFERINGS On February 13, 2017, we issued $300 million aggregate principal amount of the 4¾% Notes and €650 million aggregate principal amount of the 3¼% Notes in a private placement in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended. The 4¾% Notes and the 3¼% Notes are general unsecured obligations of Silgan, ranking equal in right of payment with our existing and future unsecured unsubordinated indebtedness, including the 5% Notes and the 5½% Notes, and ahead of our existing and future subordinated debt, if any. The 4¾% Notes and the 3¼% Notes are structurally subordinated to Silgan’s secured debt to the extent of the assets securing such debt and effectively subordinated to all obligations of subsidiaries of Silgan. The 4¾% Notes and the 3¼% Notes will mature on March 15, 2025. Interest on the 4¾% Notes and the 3¼% Notes will be payable semi-annually in cash on March 15 and September 15 of each year, commencing on September 15, 2017. The 4¾% Notes and the 3¼% Notes were issued pursuant to an indenture by and among Silgan, U.S. Bank National Association, as trustee, Elavon Financial Services DAC, UK Branch, as paying agent in respect of the 3¼% Notes, and Elavon Financial Services DAC, as registrar and transfer agent in respect of the 3¼% Notes, which indenture contains covenants that are substantially similar to the covenants in the indentures for the 5% Notes and the 5½% Notes. The 4¾% Notes are redeemable, at our option, in whole or in part, at any time after March 15, 2020, initially at 102.375 percent of their principal amount plus accrued and unpaid interest thereon to the redemption date, declining ratably to 100 percent of their principal amount, plus accrued and unpaid interest thereon to the redemption date, on or after March 15, 2022. The 3¼% Notes are redeemable, at our option, in whole or in part, at any time after March 15, 2020, initially at 101.625 percent of their principal amount plus accrued and unpaid interest thereon to the redemption date, declining ratably to 100 percent of their principal amount, plus accrued and unpaid interest thereon to the redemption date, on or after March 15, 2022. In addition, prior to March 15, 2020, we may redeem up to 35 percent of the aggregate principal amount of each of the 4¾% Notes and the 3¼% Notes from the proceeds of certain equity offerings at a redemption price of 104.750 percent of their principal amount in the case of the 4¾% Notes and 103.250 percent of their principal amount in the case of the 3¼% Notes, plus, in each case, accrued and unpaid interest to the date of redemption. We may also redeem each of the 4¾% Notes and the 3¼% Notes, in whole or in part, prior to March 15, 2020 at a redemption price equal to 100 percent of their principal amount plus a make-whole premium as provided in the indenture for the 4¾% Notes and the 3¼% Notes, together with, in each case, accrued and unpaid interest thereon to the date of redemption. We will be required to make an offer to repurchase each of the 4¾% Notes and the 3¼% Notes at a repurchase price equal to 101 percent of their principal amount, plus, in each case, accrued and unpaid interest thereon to the date of repurchase, upon the occurrence of a change of control repurchase event as provided in the indenture for the 4¾% Notes and the 3¼% Notes. The net proceeds from the sale of the 4¾% Notes were approximately $296.2 million and the net proceeds from the sale of the 3¼% Notes were approximately €643.2 million, in each case after deducting the initial purchasers' discount and estimated offering expenses. We used the net proceeds from the sale of the 4¾% Notes to prepay a portion of our outstanding U.S. term loans and repay a portion of our outstanding revolving loans under the Credit Agreement. We used a portion of the net proceeds from the sale of the 3¼% Notes to prepay all of our outstanding Euro term loans under the Credit Agreement. We intend to use the remaining net proceeds from the sale of the 3¼% Notes to repay our outstanding Euro revolving loans under the Credit Agreement, to repay certain other foreign bank revolving and term loans of certain of our non U.S. subsidiaries and to redeem a portion of the 5% Notes on or after April 1, 2017 and pay the applicable premium for such redemption. Annual aggregate maturities of the prepaid U.S. term loans and Euro term loans of $212.3 million and €187.0 million, respectively, (aggregating $408.9 million translated at the U.S. dollar exchange rate at the balance sheet date) under the Credit Agreement were extended to 2025 to match the maturities of the 4¾% Notes and the 3¼% Notes because we refinanced these term loans with the net proceeds from the issuance of the 4¾% Notes and the 3¼% Notes. These amounts included current maturities of U.S. term loans and Euro term loans of $36.5 million and €22.0 million, respectively, (aggregating $59.6 million translated at the U.S. dollar exchange rate at the balance sheet date) that are classified as long-term debt in the Consolidated Balance Sheet at December 31, 2016.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References No definition available. + Details
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