CONSOLIDATION OF VARIABLE INTEREST ENTITIES

12 Months Ended

Oct. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

CONSOLIDATION OF VARIABLE INTEREST ENTITIES

Flexible Packaging Joint Venture

On September 29, 2010, Greif, Inc. and one of its indirect subsidiaries formed a joint venture (referred to herein as the “Flexible Packaging JV” or "FPS VIE") with Dabbagh Group Holding Company Limited and one of its subsidiaries, originally National Scientific Company Limited and later Gulf Refined Packaging for Industrial Packaging Company LTD ("GRP"). The Flexible Packaging JV owned the operations in the Company's flexible packaging business, which was included in Global Industrial Packaging reportable segment. The Flexible Packaging JV was consolidated into the operations of the Company from the date of its formation until the date of its divestiture, as described below.

On January 3, 2022, the Company entered into a definitive agreement to divest its approximately 50 percent equity interest in the Flexible Packaging JV (the "FPS Divestiture"). On April 1, 2022, the Company completed the FPS Divestiture for $123.0 million. As a result of the FPS Divestiture, the Company received net cash proceeds of $131.6 million, including $24.4 million of cash and cash equivalents resulting from the deconsolidation of the Flexible Packaging JV. The FPS Divestiture resulted in a loss of $0.6 million on sale of business.

The Flexible Packaging JV was deemed to be a VIE since the total equity investment at risk was not sufficient to permit the legal entity to finance its activities without additional subordinated financial support. The major factors that led to the conclusion that the Company was the primary beneficiary of this VIE was that (1) the Company had the power to direct the most significant activities due to its ability to direct the operating decisions of the FPS VIE, which power was derived from the significant CEO discretion over the operations of the FPS VIE combined with the Company's sole and exclusive right to appoint the CEO of the FPS VIE, and (2) the significant variable interest through the Company's equity interest in the FPS VIE.

The economic and business purpose underlying the Flexible Packaging JV was to establish a global industrial flexible products enterprise through a series of targeted acquisitions and major investments in plant, machinery and equipment. All entities contributed to the Flexible Packaging JV were existing businesses acquired by an indirect subsidiary of the Company and that were reorganized under Greif Flexibles Asset Holding B.V. and Greif Flexibles Trading Holding B.V. (“Asset Co.” and “Trading Co.”), respectively. The Company had a 51 percent ownership in Trading Co. and a 49 percent ownership in Asset Co. However, the Company and GRP had equal economic interests in the Flexible Packaging JV, notwithstanding the actual ownership interests in the various legal entities.

Paper Packaging Joint Venture

On April 20, 2018, Greif, Inc. and one of its indirect subsidiaries formed a joint venture (referred to herein as the “Paper Packaging JV” or "PPS VIE") with a third party. The Paper Packaging JV has been consolidated into the operations of the Company since its formation date of April 20, 2018.

The Paper Packaging JV is deemed to be a VIE as the equity investors at risk, as a group, lack the characteristics of a controlling financial interest. The structure of the Paper Packaging JV has governing provisions that are the functional equivalent of a limited partnership whereby the Company is the managing member that makes all the decisions related to the

activities that most significantly affect the economic performance of the PPS VIE. In addition, the third party does not have any substantive kick-out rights or substantive participating rights in the Paper Packaging JV. The major factors that led to the conclusion that the Paper Packaging JV is a VIE was that all limited partnerships are considered to be VIE’s unless the limited partners have substantive kick-out rights or substantive participating rights.

The following table presents the Paper Packaging JV total net assets:


(in millions)	October 31, 2022		October 31, 2021
Cash and cash equivalents	$	6.7	$	5.9
Trade accounts receivable, less allowance of $0.0 in 2022 and $0.0 in 2021	7.0		9.4
Inventories	11.8		10.8
Properties, plants and equipment, net	27.8		31.1
Other assets	—		0.5
Total assets	$	53.3	$	57.7

Accounts payable	3.3		3.4
Other liabilities	2.4		1.7
Total liabilities	$	5.7	$	5.1

Net (loss) income attributable to the noncontrolling interest in the Paper Packaging JV for the years ended October 31, 2022, 2021 and 2020 were $(0.4) million, $0.5 million and $(1.8) million, respectively.

Non-United States Accounts Receivable VIE

As further described in Note 5 of the Notes to Consolidated Financial Statements, Cooperage Receivables Finance B.V. is a party to the Nieuw Amsterdam Receivables Financing Agreement (the "European RFA"). Cooperage Receivables Finance B.V. is deemed to be a VIE since this entity is not able to satisfy its liabilities without the financial support from the Company. While this entity is a separate and distinct legal entity from the Company and no ownership interest in this entity is held by the Company, the Company is the primary beneficiary because it has (1) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (2) the obligation to absorb losses of the VIE that could potentially be significant to the VIE. As a result, Cooperage Receivables Finance B.V. has been consolidated into the operations of the Company.