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ACQUISITIONS AND DIVESTITURES | 9 Months Ended
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Jul. 31, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] |
ACQUISITIONS AND DIVESTITURES | ACQUISITIONS AND DIVESTITURES Divestitures Intended Soterra Business Divestiture On August 5, 2025, the Company entered into a definitive agreement to sell its Soterra land management business, including approximately 173,000 acres of timberland (the “Soterra Business”), for a purchase price of approximately $462.0 million, subject to certain adjustments. The transaction is expected to close October 1, 2025, subject to customary closing conditions. The net cash proceeds from the sale of the Soterra Business will be used for debt repayment. The Soterra Business is reported under the Company’s Sustainable Fiber Solutions segment. The intended Soterra Business divestiture does not qualify as discontinued operations because it does not represent a strategic shift that has had a major impact on the Company’s operations or financial results. Intended Containerboard Business Divestiture On June 30, 2025, the Company entered into a definitive agreement to sell the Containerboard Business for a purchase price of $1,800.0 million, subject to certain adjustments. The net cash proceeds from the sale of the Containerboard Business will be used for debt repayment. The transaction is expected to close effective as of August 31, 2025, subject to customary closing conditions. The Containerboard Business was previously reported under the Company’s Sustainable Fiber Solutions segment. The intended Containerboard Business divestiture qualifies as discontinued operations because it represents a strategic shift that will have a major impact on the Company’s operations and financial results. In accordance with ASC 205-20, Allocation of Interest to Discontinued Operations, the Company elected to allocate interest expense to discontinued operations for the Company’s debt that is not directly attributable to the Containerboard business. Interest expense was allocated based on a ratio of debt repayment expected from sale proceeds to total debt. The following table presents results of operations of the Containerboard Business from discontinued operations:
| Three Months Ended July 31, |  | Nine Months Ended July 31,
(in millions) | 2025 |  | 2024 |  | 2025 |  | 2024
Net sales | $ | 317.2 |  |  | $ | 289.3 |  |  | $ | 871.6 |  |  | $ | 783.1 |
Cost of products sold | 250.6 |  |  | 243.8 |  |  | 694.6 |  |  | 672.2 |
Gross profit | 66.6 |  |  | 45.5 |  |  | 177.0 |  |  | 110.9 |
Selling, general and administrative expenses | 12.3 |  |  | 11.2 |  |  | 33.7 |  |  | 33.4 |
Loss on disposal of businesses, net | 1.2 |  |  | — |  |  | 1.2 |  |  | — |
Operating profit | 53.1 |  |  | 34.3 |  |  | 142.1 |  |  | 77.5 |
Interest expense, net | 20.2 |  |  | 22.5 |  |  | 61.0 |  |  | 66.3 |
Income from discontinued operations before income tax expense and equity earnings of unconsolidated affiliates, net | 32.9 |  |  | 11.8 |  |  | 81.1 |  |  | 11.2 |
Income tax expense (benefit) | 8.2 |  |  | 2.7 |  |  | 19.6 |  |  | (1.0) |
Net income from discontinued operations | 24.7 |  |  | 9.1 |  |  | 61.5 |  |  | 12.2 |
Net income from discontinued operations attributable to Greif, Inc. | $ | 24.7 |  |  | $ | 9.1 |  |  | $ | 61.5 |  |  | $ | 12.2 |
For net sales and costs of products sold, which had previously been eliminated in consolidation related to intercompany sales of recycled fiber to the Containerboard Business, $7.2 million and $9.8 million for the three months ended July 31, 2025, and 2024 and $21.0 million and $26.3 million for the nine months ended July 31, 2025, and 2024 are now reflected on a gross basis as a component of net sales and costs of sales from continuing operations for all periods presented. The following tables present assets and liabilities of the Containerboard Business from discontinued operations classified as held for sale:
(in millions) | July 31, 2025 |  | October 31, 2024
ASSETS |  |  |
Trade accounts receivable, net of allowance | $ | 112.9 |  |  | $ | 108.2 |
Inventories | 89.7 |  |  | 71.4 |
Other current assets | 21.7 |  |  | 19.7 |
Total current assets from discontinued operations | 224.3 |  |  | 199.3 |
Goodwill | 298.2 |  |  | 298.2 |
Other intangible assets, net of amortization | 4.3 |  |  | 4.4 |
Operating lease right-of-use assets | 60.5 |  |  | 65.7 |
Other long-term assets | 0.8 |  |  | 0.9 |
Total long-term assets from discontinued operations | 363.8 |  |  | 369.2 |
Land | 16.7 |  |  | 16.7 |
Buildings | 109.7 |  |  | 108.6 |
Machinery and equipment | 658.7 |  |  | 646.5 |
Capital projects in progress | 28.1 |  |  | 17.8 |
| 813.2 |  |  | 789.6 |
Accumulated depreciation | (545.1) |  |  | (520.5) |
Total properties, plants and equipment, net from discontinued operations | 268.1 |  |  | 269.1 |
Total assets from discontinued operations classified as held for sale | $ | 856.2 |  |  | $ | 837.6 |
LIABILITIES |  |  |
Accounts payable | $ | 83.5 |  |  | $ | 63.3 |
Accrued payroll and employee benefits | 16.7 |  |  | 15.1 |
Current portion of operating lease liabilities | 8.9 |  |  | 9.6 |
Other current liabilities | 12.8 |  |  | 13.0 |
Total current liabilities from discontinued operations | 121.9 |  |  | 101.0 |
Operating lease liabilities | 51.2 |  |  | 55.8 |
Contingent liabilities and environmental reserves | 2.6 |  |  | 2.6 |
Other long-term liabilities | 0.7 |  |  | 1.4 |
Total long-term liabilities from discontinued operations | 54.5 |  |  | 59.8 |
Total liabilities from discontinued operations classified as held for sale | $ | 176.4 |  |  | $ | 160.8 |
The following table presents depreciation, amortization, and capital expenditures of the Containerboard Business from discontinued operations:
| Three Months Ended July 31, |  | Nine Months Ended July 31,
(in millions) | 2025 |  | 2024 |  | 2025 |  | 2024
Depreciation and amortization | $ | 5.9 |  |  | $ | 8.1 |  |  | $ | 24.2 |  |  | $ | 24.8 |
Capital expenditures | 10.4 |  |  | 16.5 |  |  | 21.0 |  |  | 43.3 |
The Company had no other material noncash operating and investing activities related to the discontinued operations. Delta Divestiture During the third quarter of 2024, the Company completed its divestiture of a U.S. business in the Integrated Solutions segment, Delta Petroleum Company, Inc. (the “Delta Divestiture”), for net cash proceeds of $91.2 million. The Delta Divestiture did not qualify as discontinued operations because it did not represent a strategic shift that has had a major impact on the Company’s operations or financial results. The Delta Divestiture resulted in a $46.1 million gain on sale of business, including goodwill allocated to the sale of $26.1 million. Acquisitions Ipackchem Acquisition The Company acquired Ipackchem Group SAS (“Ipackchem”) on March 26, 2024 (the “Ipackchem Acquisition”). Ipackchem is a global market leader in the production of high-performance plastic packaging, including premium barrier and non-barrier jerrycans and other small plastic containers. The total purchase price for this acquisition was $582.1 million. The Company incurred transaction costs of $8.9 million to complete this acquisition. As of April 30, 2025, the Company had completed the determination of the fair value of assets acquired and liabilities assumed related to the Ipackchem Acquisition. The following table summarizes the consideration transferred to acquire Ipackchem and the final valuation of identifiable assets acquired and liabilities assumed at the acquisition date:
(in millions) | Amounts Recognized as of the Acquisition Date | Measurement Period Adjustments | Amount Recognized as of Acquisition Date (as Adjusted)
Fair value of consideration transferred |  |  |
Cash consideration | $ | 582.1 |  | $ | — |  | $ | 582.1 |
Recognized amounts of identifiable assets acquired and liabilities assumed |  |  |
Cash and cash equivalents | $ | 14.5 |  | $ | — |  | $ | 14.5 |
Accounts receivable | 50.9 |  | — |  | 50.9 |
Inventories | 36.7 |  | — |  | 36.7 |
Other current assets | 4.9 |  | (0.6) |  | 4.3 |
Intangibles | 231.7 |  | 1.4 |  | 233.1 |
Operating lease right-of-use assets | 15.1 |  | 2.4 |  | 17.5 |
Finance lease right-of-use assets | 8.2 |  | 2.2 |  | 10.4 |
Other long-term assets | 1.0 |  | — |  | 1.0 |
Properties, plants and equipment | 91.5 |  | (2.9) |  | 88.6 |
Total assets acquired | 454.5 |  | 2.5 |  | 457.0 |
Accounts payable | (17.2) |  | — |  | (17.2) |
Short-term borrowings | (26.2) |  | — |  | (26.2) |
Other current liabilities | (13.2) |  | 0.1 |  | (13.1) |
Operating lease liabilities | (14.2) |  | (3.3) |  | (17.5) |
Finance lease liabilities | (10.0) |  | (0.5) |  | (10.5) |
Long-term deferred tax liability | (62.1) |  | (1.5) |  | (63.6) |
Other long-term liabilities | (5.3) |  | (2.5) |  | (7.8) |
Total liabilities assumed | (148.2) |  | (7.7) |  | (155.9) |
Total identifiable net assets | $ | 306.3 |  | (5.2) |  | 301.1 |
Goodwill | $ | 275.8 |  | $ | 5.2 |  | $ | 281.0 |
The Company recognized goodwill related to this acquisition of $281.0 million. The goodwill recognized in this acquisition was attributable to the acquired assembled workforce, expected synergies and economies of scale, none of which qualify for recognition as a separate intangible asset. Ipackchem is reported within the Customized Polymer Solutions segment to which the goodwill was assigned. The goodwill is not deductible for tax purposes. The cost approach was used to determine the fair value for land, building, improvements and equipment. The cost approach measures the value by estimating the cost to acquire, or construct, comparable assets and adjusts for age and condition. The Company assigned to land use rights, building and improvements a useful life ranging from 1 year to 21 years and equipment a useful life ranging from 1 year to 10 years. Acquired property, plant and equipment are being depreciated over their estimated remaining useful lives on a straight-line basis. The fair value for acquired customer relationship intangibles was determined as of the acquisition date based on estimates and judgments regarding expectations for the future after-tax cash flows arising from the revenue from customer relationships that existed on the acquisition date over their estimated lives, including the probability of expected future contract renewals and revenue, less a contributory assets charge, all of which is discounted to present value. The fair value for acquired developed technology was determined as of the acquisition date based on estimates and judgments regarding expectations for the future after-tax cash flows arising from the revenue from developed technology that existed on the acquisition date over their estimated lives. The fair values of the trademark intangible assets were determined utilizing the relief from royalty method, which is a form of the income approach. Under this method, a royalty rate based on observed market royalties is applied to projected revenue supporting the trademarks and discounted to present value using an appropriate discount rate. Acquired intangible assets are being amortized over the estimated useful lives on a straight-line basis. The following table summarizes the final purchase price allocation and weighted average remaining useful lives for identifiable intangible assets acquired as of the acquisition date:
(in millions) | Purchase Price Allocation | Weighted Average Estimated Useful Life
Customer relationships | $ | 183.8 |  | 13.5
Developed technology | 39.0 |  | 8.0
Trademarks | 10.3 |  | 5.0
Total intangible assets | $ | 233.1 |  |
Pro Forma Results The following unaudited supplemental pro forma data presents consolidated information as if the Ipackchem Acquisition had been completed on November 1, 2022. These amounts were calculated after adjusting Ipackchem’s results to reflect interest expense incurred on the debt to finance the acquisition, additional depreciation and amortization that would have been charged assuming the fair value of property, plant and equipment and intangible assets had been applied from November 1, 2022, the adjusted income tax expense, and related transaction costs.
|  |  | Three Months Ended July 31, |  |  |  | Nine Months Ended July 31,
(in millions, except per share amounts) |  |  | 2024 |  |  |  | 2024
Pro forma net sales |  |  | $ | 1,454.2 |  |  |  |  | $ | 4,120.0 |
Pro forma net income attributable to Greif, Inc. |  |  | 87.1 |  |  |  |  | 224.3 |
Basic earnings per share attributable to Greif, Inc. common shareholders: |  |  |  |  |  |  |
Class A common stock |  |  | $ | 1.51 |  |  |  |  | $ | 3.89 |
Class B common stock |  |  | $ | 2.26 |  |  |  |  | $ | 5.83 |
Diluted earnings per share attributable to Greif, Inc. common shareholders: |  |  |  |  |  |  |
Class A common stock |  |  | $ | 1.50 |  |  |  |  | $ | 3.88 |
Class B common stock |  |  | $ | 2.26 |  |  |  |  | $ | 5.83 |
The pro forma data should not be considered indicative of the results that would have occurred if the acquisition and related financing had been consummated on the assumed completion dates, nor are they indicative of future results.

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/205-20/tableOfContent Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
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