bemis company, inc. (bms)

US Securities and Exchange Commission, Washington, DC 20549 FORM10-
Annual reports submitted under sections 13 or 15 (d)
Securities Trading Act 31, 2015 Commission Document No. 1-34 financial year-
Company BEMIS, INC. 5277(
The exact name of the registrant specified in the articles of association)Missouri43-0178130(
Of a state or another jurisdiction (I. R. S.
Company or organization)
Identification Number)
P. 4/F. Neenah Center 1O.
Box 669, Wisconsin Neenah-549570669(
Main executive office address)
The registrant\'s telephone number, including the area code :(920)527-
5000 securities registered under article (b)
Bill: The title of each class name of each exchange registered common stock, with a face value of $0.
Every shareNew York stock exchange registered under section 12thg)
Key points of the act: if the registrant is healthy, it is not indicated by a check mark
Well-known experienced issuers as defined in Rule 405 of the Securities Act.
Yes, if the registrant does not need to submit a report under Section 13 or Section 15, please indicate by check mark (d)of the Act.
YESo no GmbH indicates whether the registrant is by checking the mark :(1)
All reports requested in Section 13 or 15 have been submitted (d)
Securities Trading Act of 1934 within the first 12 months (
Or a short period of time required for the registrant to submit such reports), and (2)
This filing requirement has been bound for the last 90 days.
Yes, indicate by check mark whether the registrant has submitted and posted electronically on its company website, if anyT (§232.
This Chapter 405)
Within the first 12 months (
Or in such a short time that the registrant is required to submit and publish these documents).
Yes, if the declaration of arrears is disclosed under S-regulation 405th, it is not indicated by the check markK (§232. 405)
As the registrant is aware, it is not included here and will not be included in the final proxy or information statement referenced in the first part of this Form 10-
K or any amendments to this form 10K.
Indicate by check mark whether the registrant is a large accelerated file manager, a non-accelerated file manager
A smaller reporting company.
See the definition of \"large accelerated file manager\", \"accelerated file manager\" and \"small Reporting Company\" in Rule12b-
2 of the Trading Act. (Check one)
: Large acceleration filerxaccelated FileroNon-
Accelerate the FileroSmaller Companyo report (
Do not check if there are smaller reporting companies)
Indicate whether the registrant is a shell company by check mark (
Defined in Rule 12b-2 of the Act).
Yes o no total market value of voting and non-voting
Registrant onJune30, 2015 of the non-affiliated shares of voting common stock held at a closing price of $45.
The New York Stock Exchange reported $4,342,067,304 per share.
As at 2016, the registrant held 687,104 shares of common stock issued and outstanding.
Files merged by the reference section declared by the agent-
Shareholders\' meeting 5,2016-
COMPANY, Inc.
Annual Report on form 10
Report of final accounts of KTABLE CONTENTSPartIItem. Business 1A.
Risk factor 1B.
Unresolved employee reviews 2.
Property item month.
Legal action 4.
Safety disclosure of mining disasters 5.
Market for registrant common stock, related shareholder matters and issuer to purchase equity securities
Selected Financial Data Items 7.
Management Discussion and Analysis of operational financial status and results
Quantitative and qualitative disclosure of market risks
Statement of responsibility of the financial statements and supplementary data management department the consolidated statements of independent certified public accountants Consolidated statements consolidated accounting statements Consolidated Cash Flow Statement Consolidated Financial Statements note 9.
Changes and disagreements with accountants on accounting and financial disclosure project 9A.
Control and procedure 9B.
Other information items 10.
Project 11. Director, executive officer and corporate governance.
Item 12 of administrative compensation.
Secured ownership of certain beneficial owners and management and related shareholders.
Relationship with directors and related transactions.
Main accounting expenses and service items 15.
Schedule of annexes and Financial Statements
This annual report contains certain estimates, forecasts and other \"forward-looking\"
See the report \"(
Defined in the Private Securities Litigation Reform Act of 1995, and the changes to the Securities Law of 1933 of the significance of setion27a, setion21e the Securities Trading Act of 1934, as amended). Forward-
Statements that appear are usually identified with words such as \"believe\", \"expect\", \"expect\", \"intend\", \"estimate\", \"target\", \"possible\", \"will\", etc. \"Plan\", \"project\", \"should\", \"continue\" or its negative or other similar expressions, or a discussion of future goals or aspirations, is a prediction or indication of future events and trends, not related to historical events.
These statements are based on information available to management as of the publication of these reports, inter alia, in relation to expectations of the business environment in which we operate, forecasts of future performance (
Financial and other aspects)
Includes opportunities for acquired companies, opportunities in the market, and statements about our mission and vision. Forward-
Forward-looking statements involve known and unknown risks, uncertainties and other factors that may lead to significant differences in actual results, performance or achievement from the expected future results, performance or achievement expressed or implied by such strikers-
Look at the report.
We have no obligation to update or modify any forwarding publicly-
Whether it is due to new information, future events or other reasons, it is a forward-looking statement.
Factors that may lead to different actual results from expected results include, but are not limited to, inflation, interest rates, general and global economic conditions caused by consumer confidence, unemployment and foreign currency exchange rates;
Investment performance of assets in China\'s pension plan
Competitive conditions in our market, including acceptance of our new products and existing products;
The consolidation of customers or suppliers may result in business losses or increased costs;
Bidding activities for customer contracts;
Threats or challenges to our patents or proprietary technologies;
Raw materials: cost, availability and terms (
Polymer resin and adhesive in particular);
Price changes in raw materials, and our ability to pass these price changes to customers or otherwise manage the risk of commodity price fluctuations;
Accident energy surcharge;
Extensive changes in customer order patterns;
Failure of our information technology infrastructure or application;
Changes in government regulation, particularly in the areas of environmental, health and safety matters, financial incentives and foreign investment;
Unexpected results have emerged in our current and future administrative and litigation proceedings;
Unexpected results have emerged in our current and future tax procedures;
Changes in domestic and foreign tax laws;
Costs associated with the pursuit of a business portfolio or divestiture;
Unexpected costs associated with the consolidation of the acquisition business;
Unexpected cost and timing related to production transformation;
Changes in our labor relations;
Changes in the world\'s political environment, including threats or actual armed conflicts.
These and other risks, uncertainties and assumptions found from time to time in our submission to the Securities and Exchange Commission, including but not limited to those described under Item 1A \"Risk Factors\" of this year\'s report on Form10-
Our quarterly report on Form10
Q, may lead to significant differences between future actual results and future predicted results
Look at the report.
In addition, the actual results in the future may be very different from the results predicted in the future
Since the assumptions used in making such forward-looking changes, forward-looking statements-
Statement. 3PARTIITEM 1 —
Business Company, Inc.
A company in Missouri
\"Registrant\" or \"Company \")
Continue the business established in 1858.
The company was founded in 1885.
Package Company called Bemis Company, Inc. in 1965.
The company is a global manufacturer of packaged products.
The company\'s business activities are organized around the business units that itstwo can report in the United States. S. Packaging (
67% Net sales of of2015)
Global packaging (33 percent).
Most of the company\'s products are sold to customers in the food industry.
Other clients include companies in the chemical, agricultural, medical, pharmaceutical, personal care, electronics, construction and other consumer goods industries.
For more information on the company\'s operations in its business units and geographical areas see Note 20 to the consolidated financial statements contained in Item 8 of this year\'s report-K.
As of 2015, the company had about 17,500 employees worldwide.
About 8,500 of these employees are in the United States. S.
, Collective bargaining agreements involving six different unions cover about 40% of the hourly production staff.
Of about 9,000 employees outside the United StatesS.
More than half the hours of production staff and some salaried labor are covered by collective bargaining agreements and represented by many unions.
Operating capital fluctuated throughout the year due to business volume and other market conditions.
The company maintains inventory levels, providing a reasonable balance between obtaining raw materials at preferential prices and maintaining sufficient inventory levels to enable the company to fulfill its commitment to fill in customer orders in a timely manner.
Manufacturing backlog is not an important factor in the industry where the company operates.
The business of each market segment that can be reported is largely not seasonal.
The company is the owner or licensee of some US and foreign patent and patent applications related to certain products, manufacturing processes and equipment.
The company also has some trademarks and trademarks registered in the United States and abroad.
The company\'s patents, licenses and trademarks jointly provide a competitive advantage.
However, the loss of only one patent or license will not have a significant adverse effect on the results of the company as a whole or in any part.
The company\'s strategic goal is to accelerate growth, focus on innovation and continuous improvement, all of which focus on providing strong financial performance for the company\'s long-term development. term targets.
To support the strategic objectives, the company\'s vision is: a passionate commitment to customer growth and success will make Bemis a clear choice for inspired packaging solutions.
The company\'s business activities revolve around two of its reporting business units in the United States. S.
Packaging and global packaging.
Both internal and external reports are in line with this organizational structure.
The following is a summary of the company\'s two business activities that can be reported by the reporting business unit. U. S.
Packaging segment in the United StatesS.
The packaging section represents the packaging of all food, consumer and industrial products-
Related manufacturing business in the United States.
The department produces multi-layer polymer, blow molding and casting film structures to produce applications for food and personal care products and non-
Food applications.
Markets for these products include processed and fresh meat, dairy products, liquids, frozen foods, cereals, snacks, cheese, coffee, condiments, sweets, pet food, bakeries, lawns and gardens, paper towels, fresh agricultural products, personal care and hygiene, disposable diapers and agricultural enterprises.
Global packaging segment including all packaging-
Manufacturing operations outside the United States and global packaging of medical devices and medicines-
Related manufacturing business.
The department produces multi-layer polymer, blow molding and casting film structures to produce packaging for a wide range of food, medical, pharmaceutical, personal care, electronics and industrial applications.
Other products include injection molding plastic and folding carton packaging.
Markets for these products include processed and fresh meat, dairy products, liquids, snacks, cheese, coffee, condiments, sweets, bakeries, paper towels, fresh produce, personal care and hygiene, disposable diapers, agriculture, pharmaceutical and medical devices.
Marketing, distribution and competition although the company\'s sales are carried out through various distribution channels, basically all sales are carried out by the company\'s direct sales personnel.
Sales offices and factories in North America, Latin America, Europe and Asia
The Pacific provides timely and economical services to thousands of customers.
The company\'s technically trained sales team is supported by product development engineers, design technicians and customer service organizations.
In 2015, Kraft Heinz and its subsidiaries accounted for about 12% of the company\'s sales.
Business arrangements with them and certain major customers require a large portion of manufacturing capacity in several separate manufacturing locations.
Any change in the business arrangement will usually occur over a period of time, which will allow the company to make an orderly transition between the site and the customer.
The company\'s main market for selling products is highly competitive.
The areas of competition include service, innovation, quality and price.
This kind of competition is very important to the size and quantity of competitive enterprises.
Competitors include Amcor Limited, Berry plastic, Bryce, cover, printing
Sealed Air Corporation, Sonoco Products, wipoak OY, Winpak Ltd, and a variety of other private companies.
The company considers itself an important participant in its service market;
However, due to the diversity of our business, the firm\'s exact competitive position in these markets cannot be reasonably determined.
Advertising is mainly limited to commercial and trade publications that emphasize the company\'s product features and related technical capabilities.
The main raw materials used by the company include polymer resin and film, paper, ink, adhesive, aluminum and chemicals.
These are all purchased from a variety of global industry sources and the company\'s raw materials are not dependent on any one supplier.
Temporary industry-
There may be widespread shortages of raw materials, and the company is expected to continue to manage the supply of raw materials successfully without major supply disruptions.
At present, raw materials are easily available.
R & D expenses are as follows :(inmillions)201520142013U. S. Packaging$20. 3$21. 0$23.
Global packaging 14. 016. 715. 1Corporate9. 86. 42. 2Total$44. 1$44. 1$40.
5 Environmental control complies with federal, state and local laws, rules and regulations that have been promulgated or passed to regulate the discharge of materials to the environment or other aspects related to environmental protection, it is not expected to have a significant impact on capital expenditure, income, or the competitive position of the company and its subsidiaries.
The company is a big acceleration document (
As defined in Exchange Act rule 12b-2)
It is also an electronic document supplier.
Report submitted electronically (Forms 4, 8-K, 10-K, 10-Q, S-3, S-8,etc. )
Available at the Securities and Exchange Commission (SEC)website (
Or visit the public consultation room on the 100 th floor of the US Securities and Exchange Commission, N. E.
Washington, DC 20549 (call 1-202-551-8090 or 1-800-732-
Running time is 0330 hours).
Reports submitted and provided electronically can also be accessed through the company\'s own website (
Filing under investor/SEC or by submitting free information (including SEC filing) to investor relations, Bemis Company, Inc.
, No. 1, Neenah Center, P. 4 floorO.
Box 669, Wisconsin Neenah-54957
0669, or call (920)527-5000.
In addition, the Articles of Association of the board of directors of the company, the principles of corporate governance and corporate code of conduct can be accessed electronically on the company\'s website, free of charge, write directly to the company, Attention: company secretary.
The company will issue any amendments or waivers of the code of conduct provisions applicable to our principal executive officer, Principal Financial Officer, principal accounting officer, and others who perform similar functions in the Investor Relations section of their website (www. bemis. com)
Effective immediately after such modification or waiver.
Description of terminology for aseptic packaging of company products-
Packaging used in flash
The food and its packaging are disinfected separately, and then the heating process of the Assembly and sealing under sterile conditions.
Compared with the traditional sterilization technology, the process retains more nutrients, uses less energy, and extends the shelf life of processed foods without using preservatives.
Barrier products-
Products that provide protection and extend the shelf life of the contents of the package.
These products provide protection from oxygen, moisture, light, odor or other environmental factors by combining different types of plastics and additives into multi-layer plastic packaging. Cast film —
A plastic film that is extruded as a flat plate through a straight slot mold during manufacturing.
Children\'s resistance
Packaging materials and systems for drugs and household chemicals that are difficult for children to open.
Co-extrusion film-
At the same time, multi-layer investment die or casting film is squeezed. CSD labels —
Carbonated soft drinks labelExtruded film —
A plastic film made of heated resin by forming a mold
This creates a tube of plastic film, which is then expanded by an internal air column to produce a continuous film Band.
EZ open packaging-
With packaging technology such as removable closure or laser marking, consumers can easily obtain packaging products.
EZ open packaging can be combined with repackaging functions such as plastic zippers to facilitate the storage of packaging materials after opening. Film laminate —
A multi-layer plastic film, made by laminating two or more of them with an adhesive or a molten plastic to achieve a barrier to the contents of the package.
Flexible bag
Semi-packaged options available
Provide the customer with the finished packaging used to fill the product and seal/close the packaging for distribution instead of rolling stock.
Flexo printing-
Use the most common flexible packaging printing process of raised rubber or alternative material images mounted on the printing drum. Forming films —
A flexible plastic film designed to be shaped by a cavity when subjected to heat and vacuum.
Injection plastic-
The plastic produced by the manufacturing process, the heated plastic is injected into the mold or mold. Multipack —
A film manufactured by an improved extrusion process for packaging and preservation of multi-packaged products such as cans and liquid bottles, replacing corrugated cardboard and cardboard. Narrow-web rolls —
Make a Movie
Within a range where the width is usually less than 1 m, it can be produced in the form of a tube or roller depending on the application.
High temperature cooking packaging-
Multi-layer flexible or rigid packaging capable of withstand heat treatment for sterilization, similar to the process used for pressure cooking.
The food is packed and sealed and then heated to about 250 degrees F at high pressure.
The process extends the shelf life of food at normal temperature.
Rigid Packaging-
A form of packaging, when the contents of the package are removed, the shape of the package is retained.
Bottle, tray and flap packaging are examples of rigid packaging options. Rollstock —
The main form of flexible packaging materials delivered to customers.
The finished film wrapped around the core is converted in the process of the end user factory, which forms, fills and seals the product packaging to be delivered to the customer.
Concave print
High quality printing process using metal engraved cylinders.
Shrink bag/film-
A extruded packaging film that cools, reheats, and stretches at temperatures close to its melting point.
The film is formed by shrinking around the product through the application of heat treatment, and if an oxygen blocking material is added, it can be a blocking product. Professional Film
Plastic film for non-production
Food applications, usually used as secondary packaging or incorporated into a film structure, to give specific physical and/or performance properties.
Sterilization Packaging-
Packaging materials and prefabricated packaging systems supporting the sterilization process, providing physical and sterile barrier protection through global distribution, as well as demonstration of life-saving medical devices and technologies in sterile operating rooms.
Thermoforming plastic packaging-
Packaging formed by applying heat to the film to shape it into a tray or cavity, and then sealing the flat film on top of the package after filling.
Vacuum skin packaging (\"VSP\")—
Vacuum skin packaging combines the advantages of traditional vacuum packaging in extending shelf life and quality second
Skin display of meat, fish and ready-to-eat foodmade meals.
The VSP system includes multi-layer high barrier top mesh and adapted forming mesh and tray. 6ITEM 1A —
Risk factors the following factors and the factors described elsewhere in table 10
K, or in other documents submitted by the company to the Securities and Exchange Commission, may adversely affect the Company\'s consolidated financial position, operating results or cash flow.
Other factors that we do not currently know or that we do not currently consider important may also affect our business operations and financial results. Raw materials —
The increase or shortage of raw material costs may adversely affect our operating results.
As manufacturers, our sales and profitability depend on the availability and cost of raw materials, which are affected by price fluctuations.
In the past, inflation and other increases in raw material costs have occurred, and this is expected to happen again, and our performance depends to a certain extent on our ability to reflect cost changes in product sales prices.
We usually increase the sales price through the contract pass and successfully manage the impact of the rising cost of raw materials
Through mechanisms with most of our customers.
In addition to terrorist activities and government regulation of environmental emissions, natural disasters such as hurricanes may have a negative impact on the production or delivery capacity of our raw material suppliers in the chemical and paper industry.
This may result in an increase in the cost of raw materials or a shortage of supplies, if the increase in costs continues continuously for multiple periods, or in the case of a shortage, this may have a negative impact on our profitability if we are unable to obtain raw materials from other sources. Key customers —
The loss of key customers or a significant reduction in sales to these customers may significantly reduce our revenue.
Our customer base includes key (Generally large)
Customers who are important to our success.
The company\'s response to continued and increased customer integration and market competition may result in a lower-than-expected net pricing of the company\'s products.
In addition, key customers can ask for more favorable contract terms if they are under financial pressure, which may put additional pressure on our profit margin and cash flow.
In addition, our success depends on our ability to respond in a timely manner to changes in customer product requirements and market acceptance of our products.
We must produce products that meet customer quality, performance and price expectations.
Changes in customer preferences for our products will also affect the demand for our products.
The decline in demand for our products may adversely affect our business, financial position and operational results.
Foreign business-
The situation of foreign countries and changes in foreign exchange rates may significantly reduce the operating results we report.
We have business all over the world.
In 2015, about 28 percentage points of our sales were generated by entities operating outside the United States.
Currency fluctuations can cause losses in transactions and translations.
In addition, our income and net income may be adversely affected by economic conditions, the political situation and the changing laws and regulations of foreign countries, because we have no control over these laws and regulations. Interest rate-
Raising interest rates may reduce the operating results we report.
In 2015, we borrowed about $967 at variable interest rates. 2 million (
This includes $0. 4 billion in fixed-rate notes that have been effectively converted into variable-rate debt by using fixed-rate and variable-rate swaps).
Fluctuations in interest rates increase borrowing costs and adversely affect operating results.
Therefore, increase in the short term
The regular rate will directly affect the interest we pay.
For every 1% increase in variable interest rates, our annual interest expenditure will increase by about $9.
7 million of $967.
2 million of the floating rate bonds are not ofDecember31, 2015.
Acquisition and divestiture
We may not be able to successfully integrate the business we acquired or limit the ongoing costs associated with the business we divested.
In the past, we have made a large number of acquisitions and regularly considered new ones, which we believe will provide meaningful opportunities for our future business growth and performance improvement.
The acquired business may not be able to meet the level of revenue, profit, productivity or other performance we expect.
The acquisition involves special risks, including but not limited to potential assumptions of unexpected liabilities and unexpected expenses, as well as difficulties in integrating the acquisition business.
While we believe our acquisition will improve our competitive power and financial performance in the future, we cannot guarantee the success of the acquisition.
We also carry out strategic divestiture from time to time, and we may agree to compensate the acquirer for certain liability arising from our previous business.
7 Information technology-
The failure of our information technology system may have a negative impact on our business.
We rely on information technology to record and process customers\' orders, manufacture and ship products in a timely manner and to maintain the financial accuracy of our business records.
We are implementing global enterprise resource planning (\"ERP\")
The system will redesign and deploy new processes and common information systems in our factory within a few years.
This system will bring the expected benefits, which is impossible to determine.
Failure to achieve our goals may affect our ability (1)
Handle transactions accurately and efficiently2)
Align with changing trade needs, which can lead to customer churn.
In addition, failure to deliver the application on time, or to anticipate the necessary preparation and training needs, can lead to business disruption, loss of customers and revenue.
Finally, failure or abandonment of any part of the ERP system may result in writing-
Deducted from part or all of the cost of capitalization of the project.
Our information systems may also be infiltrated by external parties or abused by employees or other internal personnel who intend to extract information, destroy information or disrupt business processes.
This unauthorized access may undermine our business and may result in loss of assets, which may result in loss of customer confidence and business and cause us to spend time and expenses in remedial workLitigation —
Litigation or regulatory developments may adversely affect our business operations and financial performance.
We will now and in the future participate in litigation, regulatory investigations, and government and other legal proceedings arising from the normal process of our business.
As our global business expands, we face more uncertainty about the regulatory environment.
The timing of the final resolution of litigation, regulatory investigations, and government and other legal proceedings is often uncertain.
In addition, the possible outcome or resolution of these proceedings may include adverse judgments or settlements, any of which may require substantial payments.
See \"legal action\" in item 3 of this year\'s report on Form10 \"-K.
Goodwill and other intangible assets
An important article.
The reduction in goodwill and/or other intangible assets will have a significant adverse effect on the operating results and net worth reported by us.
We review our impairment goodwill balance at least once a year using the business valuation method permitted under current accounting standards.
These methods include the use of weighting-
Calculate the average capital cost of the present value of the expected future cash flow of our reporting unit.
Future changes in capital costs, expected cash flow, or other factors may result in damage to our goodwill and/or other intangible assets, resulting in non-
Cash is charged based on the results of the operation to note these assets in an impairment amount.
In addition, if there is a change in our business strategy, or if external conditions adversely affect our business operations, we may need to record impairment costs for goodwill or intangible assets, this will lead to a decrease in assets and a decrease in net operating results.
If a significant write-down is required, the cost will have a significant adverse effect on the operating results and net worth reported by us.
We have identified the valuation of intangible assets as a key accounting estimate.
See \"Management\'s Discussion and Analysis of the financial position and results of operations --
Key accounting estimates and judgments
Intangible assets and goodwill included in Item 7 of this year\'s reportK.
Patent and proprietary technology
Our success depends on our ability to develop and successfully introduce new products and acquire and retain intellectual property rights.
Our ability to develop and successfully market new products and to develop, acquire and retain the necessary intellectual property rights is critical to our continued success but cannot be reasonably guaranteed.
Funding status of pension plans
The recognition of pension liabilities may lead to a significant reduction in shareholders\' equity.
On September 2013, the company approved amendments relating to certain fixed-benefit pension plans that came into effect from December 31, 2013.
As at December 31, 2013, the amendment froze all further benefits accrued items for all persons entitled to these program benefits.
Therefore, the final average wage formula will not reflect future salary growth or additional services after December 31, 2013.
While the amendment reduces some of the risks associated with future service costs, the risks associated with continued debt restructuring remain
Measurement and planning of asset valuations.
Current accounting standards issued by the Financial Accounting Standards Committee (\"FASB\")
Ask the balance sheet to confirm the funding status of our fixed benefits Pension and post-retirement benefits program.
If the fair value of our pension plan assets is reduced on future reporting days, or if the discount rate used to calculate the expected benefit obligation is reduced (\"PBO\")
As of that date, we will be required to record incremental changes in PBO that exceed the fair value of the asset as a reduction in shareholder equity.
Non-generatedcash after-
Taxes and fees will represent future expenses and will be recorded directly as a cumulative decrease in other consolidated income components of the exercise rights.
While we cannot at present estimate the future funding status of our pension liabilities with certainty, we believe that if the market value of the assets or the discount rate used to calculate the pension liabilities falls sharply, this adjustment may significantly reduce the rights and interests of our shareholders.
A significant reduction in shareholder equity may affect our compliance with the debt contract or may result in a decline in our credit rating, this may also adversely affect the results of our financial operations and liquidity for our future borrowing costs and speeds.
We have identified pension assumptions as key accounting estimates.
See \"Management\'s Discussion and Analysis of the financial position and results of operations --
Key accounting estimates and judgments
\"Pension costs\" and \"-
Sensitivity analysis of pension assumptions contained in Item 7 of the annual report on Form10K. Credit rating —
The downgrade of our credit rating may increase our borrowing costs and have a negative impact on our financial position and operational results.
In addition to using cash provided by operations, we also issue commercial Notes on a regular basis to meet our shortfall
Demand for liquidity.
Our credit rating is important to our ability to issue commercial notes at a preferential rate.
The downgrade of our credit rating may increase borrowing costs, increase the difference between the current market interest rate we pay for commercial Notes or the fees associated with bank credit financing.
Restructuring activities
Our restructuring activities and cost savings programs may not be able to achieve the desired results.
We have and will continue to carry out restructuring activities and cost reduction initiatives to optimize our asset base, improve operational efficiency and save costs.
We are not sure whether we can complete these initiatives as planned or whether the estimated operational efficiency or cost savings for these activities will be fully realized or maintained over time.
In addition, we may not be able to successfully migrate production from one facility to another.
Import and Export-
We are subject to the import and export controls of the government, which may hold us accountable or impair our competitive capacity in the international market.
Certain of our products are subject to export control and can only be exported with the exception of the required export license or export license.
If we do not comply with export licenses, customs regulations, economic sanctions and other laws, we may be subject to substantial civil and criminal penalties, including fines for the company and imprisonment for the responsible employees and managers, as well as possible loss of import and export privileges.
In addition, if our distributor fails to obtain an appropriate import, export or re-export
Export licenses or licenses, we may also be adversely affected by reputational damage and penalties.
The necessary export license to obtain a specific sale may be time-
Consumption, may lead to delay or loss of sales opportunities.
In addition, export control laws and economic sanctions prohibit the shipment of certain products to countries, governments and individuals where the embargo or sanctions are imposed.
When we train employees to comply with these regulations, we cannot guarantee that there will be no violations, whether intentional or unintentional.
Any such goods may have negative consequences, including government investigations, penalties, fines, civil and criminal sanctions, and damage to reputation.
Import and export regulations, economic sanctions or any changes in the relevant legislation, changes in the implementation or scope of existing regulations, or changes in the state, government, individual or technology to which these regulations are directed, this may lead to a decline in our ability to export or sell products to existing or potential international customers.
Any restrictions on our ability to export or sell products can adversely affect our business, financial position and operational results. ITEM 1B —
Unresolved employee reviews. 9ITEM 2 —
The properties used by AtDecember31, 2015 are as follows: United States of AmericaS.
Packaging division the division has 27 manufacturing plants in 13 states, of which 26 are directly owned by the company or its subsidiaries and one is leased externally.
The global packaging division has 34 manufacturing plants in three parts of the United States. S.
The United States, the Commonwealth of Puerto Rico and 10 non-U. S.
Country, 28 of which are directly owned by the company or its subsidiaries, and 6 are leased from outside.
The initial building lease terms typically set a minimum period of five to twelve years and have one or more renewal options.
The construction lease terms that came into effect on 2015 expired between 2016 and 2018.
Companies and general companies believe that their factories and other physical properties are suitable, adequate, and have sufficient production capacity to meet the requirements of their business.
Depending on the type of operation and market conditions, the operating level of the manufacturing plant is different.
The executive office leased by the company is located in Neenah, Wisconsin. ITEM 3 —
The company involved a number of lawsuits that came with its business, including environmental litigation.
Related litigation and daily litigation arising from the daily business process.
Although it is difficult to predict the final outcome of these cases, the company believes that, in addition to the circumstances discussed below, any final liability will not have a significant adverse effect on the Company\'s consolidated financial position or operational results.
The company is a potential responsible party (\"PRP\")
Under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (
Commonly known as \"Super Fund \")
Similar state and foreign laws are related to 17 websites across the United States and one in Brazil.
These proceedings were filed by the US Environmental Protection Agency and certain state and foreign environmental agencies at different times starting in 1983.
Superfunds and similar state and foreign laws provide for investigation and remedial liability for the release of hazardous substances in the environment.
Under these regulations, no matter what fault, joint and several liability can be assumed for the waste generator, site owner and operator, and others.
Although these regulations may require companies to eliminate or mitigate the environmental impact of different locations, to carry out remedial work at these locations, or to pay damages for loss of use and non-use losses
The value of use, the company expects its liability in these proceedings to be limited to money losses.
The company expects its future liabilities related to these sites to be insignificant both personally and overall.
Other environments are involved in the company-
Related Litigation arising in the normal business process.
When these costs may occur and can be reasonably estimated, the company generates environmental costs.
As at December 31, 2015 and 2014, the company had an environmental liability reserve of $5.
$6 million and $6.
1 million respectively.
The company made a favorable adjustment of $0.
$6 million and $0.
According to current estimates of liabilities, 8 million per cent in 2015, 2014 per cent.
All other costs of environmental remediation matters do not matter and are directly credited to the income statement.
No third party reimbursement has been submitted for any year.
Tax dispute in Brazil
Amortization of goodwill for the period from October 2013, Ltda Dixie Toga (\"Dixie Toga\")
Received an income tax assessment for Brazil\'s tax year from 2009 to 2011, involving amortization of certain goodwill arising from the acquisition of Dixie Toga.
The income tax assessed over the years is about $9.
8 million, translated into the United StatesS.
The exchange rate of the dollar is 2015.
The company expects that tax inspections in the years after 2011 will include a similar assessment as the company continues to claim tax benefits related to amortization of goodwill.
Final adverse solutions to these assessments, including interest and fines, may be critical to the Company\'s consolidated operating results and/or cash flow.
10. the company\'s legal and tax counsel advised the company that its position on deductions was permissible under the Brazilian tax law.
The company questioned such non-subsidies and believed that such tax benefits would most likely continue in their entirety, so no liabilities were recorded.
If the matter is not resolved at the administrative appeal level, the company intends to file a lawsuit.
The final result will not be determined until the Brazilian tax appeal process is completed, which may take several years.
At this time, the company believes that the final solution of the assessment will not have a significant impact on the consolidated financial statements of the company.
Brazil survey September 18, 2007, Secretariat of Economic Law (\"SDE\")
A government agency in Brazil
The Brazilian flexible packaging industry competes with a number of Brazilian companies, including Dixie Toga subsidiaries.
The investigation involved the period before the company acquired control of Dixie Toga and its subsidiaries.
Given the nature of the proceedings, the company is currently unable to predict the outcome of the matter. ITEM 4 —
Mine safety disclosure is not applicable. The execution of the monthly PARTIIITEM --
Registrant\'s common stock, related shareholder matters and issuer\'s purchase of equity securities market (a)(b)(c)(d)
Total number of shares purchased by perperiod the average price paid per share as part of a publicly announced plan or plan the total number of shares purchased according to the plan or plan the maximum number of shares that may be purchased 1-
31, 20525, $45, 000.
0825,0004, 332,891 November 1-
30,202500, 00045.
December 1, 832,891-
Month, 205475,00045.
75475,0003, $45 for 357,891.
The common stock of 761,000,000 3,357,891 is traded on the New York Stock Exchange with the trading symbol BMS.
On the 31st of 2015, we have 154 registered holders of our common stock.
In the fourth quarter of this year, endedDecember31, 2015, the company repurchased1, Bemis common stock 000,000 shares in the open market average acquisition price $ corruption consultation. 76 per share.
As of 2015, under the authority of the board, the company is entitled to repurchase 357,891 additional shares of its common stock.
On February 4, 2016, the board of directors of the company authorized the repurchase of another 20 million shares.
The dividends paid and the price of common shares per share are as follows: calculated quarterly: the dividends paid per share are $0. 28$0. 28$0. 28$0.
28 ordinary shares per share4447. 6547. 5147. 59Low43. 7443. 5038. 9139.
482014 dividend per common stock. 270. 270. 270.
Common stock price per share. 9941. 5841. 0247. 20Low37. 0139. 1337. 7234.
342013 dividend per common stock. 260. 260. 260.
Common stock price per share. 4141. 2242. 3441. 02Low33. 6537. 8138. 4037.
8812 the following figure shows a total of 5-
Annual total return from Bemis to shareholders
Cumulative total returns of the S & P 500 index, S & P Midcap 400 index and two custom peers from five companies (
[Old peer group]and twenty-one companies (
[New Peer Group]
, Its individual companies are listed in footnote 1 and footnote 2, respectively.
Historically, the company has shown relative performance against the S & P 500 index and the old peer group.
Looking ahead, the company will show relative performance in the S & P Midcap 400 competition with the new peer group.
These changes were made to reflect current market factors and to be consistent with the company\'s incentive compensation plan.
$100 in investment (
Reinvestment of all dividends)
The hypothesis is made in each of our common stock, each index, and each peer group on 12/31/2010, and its relative performance is tracked by 12/31/2015. 1.
The company\'s first custom peer group consists of five companies: Avery Dennison Corporation, Ball Corporation, Crown Holdings Inc.
, Sealed Air Company and Sonoko products company. 2.
The 21 companies included in the company\'s second custom peer group are: Albemarle Corp. , AptarGroup Inc. , Ashland Inc.
Berry Denison Corporation, Ball Corporation, Berry Plastics Group Inc.
Crown Holdings Limited
Graphic Packaging Holding Company Graver
Mineral Technology Company
Owens Newmark Inc. Illinois Inc.
Packaging company.
United States, Bolong, RPM International
Seal air company, sensitive technology company, siergen holding company
, Sonoco Products, Valspar and Westrock.
Bemis 12/1012/1112/1212/1312/1412/15100. 0094. 99109. 07137. 08155. 47157. 46S&P 500100. 00102. 11118. 45156. 82178. 29180.
75 S & P Midcap 400100. 0098. 27115. 84154. 64169. 75166.
05Old peer group 100. 0090. 55102. 84143. 04171. 03181.
New peer group 100. 0097. 46120. 82164. 96191. 91184.
91 The stock price performance included in this chart does not necessarily indicate future stock price performance. 13ITEM 6 —
Selected Financial Data five-
Annual Consolidated Review (
Million dollars, except per share)
Annual sales were $20152014201320122011 and operating data were $4,071. 4$4,343. 5$4,476. 6$4,583. 6$4,747.
Income from continuing operations. 9239. 1192. 5148. 9164.
3 continue to operate database earnings per share of common stock. 502. 391. 861. 431.
51 continuous operation Diluted earnings per share 2. 472. 361. 851. 421.
51 Dividends per share. 121. 081. 041. 000.
Book value 96 per share. 7014. 5916. 5315. 8815. 36Weighted-
Calculate the outstanding average share of 97 Diluted earnings per share. 9101. 2104. 0105. 0106.
6 shares of common stock issued in December31, 95. 198. 2101. 9103. 3103.
Capital structure and other data flow ratios. 9x2. 7x2. 5x2. 4x2.
Operating capital of $529. 9$806. 4$902. 6$882. 0$867.
Total assets 0,489. 83,610. 84,105. 64,179. 84,320. 4Short-term debt35. 431. 314. 98. 915. 1Long-term debt1,353. 91,311. 61,416. 81,411. 71,554.
8 Total Equilibrium 1, 207. 41,433. 01,684. 81,640. 91,582.
Depreciation and Amortization 158. 1180. 6190. 3204. 3220.
Capital expenditure4185. 2139. 8136. 4135.
Month co-owner holder S3, 1543,2843, 3. 1. 3,4813, 618 employees17, 69616,94419, 201719,56420, 16514 months-
Management\'s Discussion and Analysis of Financial Position and three-year discussion and analysis of operational management results 2015 Management\'s Discussion and Analysis shall be in conjunction with consolidated finance contained in Item 8 of this Annual Report on form 10 read the report together with the relevant notesK. Three-
Annual Review of results (
Million dollars)
Net sales $4,071. 4100. 0%$4,343. 5100. 0%$4,476. 6100.
The cost of Sold3 products is 0%, 198. 078. 53,484. 480. 23,601. 280.
Gross profit. 421. 5859. 119. 8875. 419.
6 Operating expenses: Sales expenses, general expenses and administrative expenses. 010. 3416. 69. 6448. 510.
0 R & D 44. 11. 144. 11. 040. 50.
Restructuring and acquisition-Related fees 12. 10. 3——45. 41.
Other operating income (12. 4)(0. 3)(9. 3)(0. 2)(9. 2)(0. 2)
Operating income 409610. 1407. 79. 4350. 27.
Interest expenditure 51. 71. 360. 81. 468. 21. 5Other non-
Operating income (6. 0)(0. 1)(16. 8)(0. 4)(7. 7)(0. 2)
Income from continued operations before the income tax of 36. 98. 9363. 78. 4289. 76.
5 Provision for income tax 12. 03. 0124. 62. 997. 22.
Income from continuing operations. 95. 9239. 15. 5192. 54. 3(Loss)
Revenue from discontinued business (2. 6)(0. 1)(48. 0)(1. 1)20. 10. Net income was $239. 35. 9%$191. 14. 4%$212. 64.
7% Effective income tax rate 33. 5%34. 3%33.
6% continuous operating diluted earnings per share of $2. 47$2. 36$1.
85 OverviewBemis Company, Inc.
Is the world\'s leading supplier of flexible and rigid packaging used by food, consumer goods, healthcare and other companies.
Historically, 80% of our total net sales are for customers in the food industry.
The sales of our packaged products are widely diversified in the food category and can be found in almost every aisle of the grocery store.
Our emphasis on supplying packaging to the food industry usually provides a more stable market environment for our US. S.
Packaging and global packaging business.
15 The market conditions of our products are very competitive.
Our leading market position in packaging of perishable foods and medical device products reflects our focus on value --
In addition, proprietary products that provide food safety and aseptic benefits.
We also produce products of our technical knowledge.
How economies of scale provide us with competitive advantage.
The main raw materials in our business area are polymer resin and film, paper, ink, adhesives, aluminum and chemicals. End-
Market category. S. Packaging (
Proportion of sales)
201520142013 meat Cheese34 % 33% 33% dairy products and Liquid13 % 12% 12% Other53 % 55% 55% Total100 % 100% 100% sales of meat and cheese packaging dairy products and liquid packaging 2015 In reflect the better of price/mixed, align with our innovation strategy.
Global packaging (
Proportion of sales)
201520142013 meat and cheese 18% 16% 14% dairy products and liquids 14% health care (
Medical devices and Pharma)
26% 24% 23% 44% Other 47% 100% During 2015 the total sales of meat and cheese packaging and healthcare packaging was 100% due to increased demand for our complex value --
Increase product and improve price/mix according to our strategy. The end-
The market categories specifically disclosed above include those that have the greatest benefit to our profits due to their high profits
Technology and value
New features and features.
Line Items marked \"other\" include a variety of endings
The market includes packaging solutions for applications such as bakeries, beverages, candy and snacks, dry food, frozen food, lawn and garden products.
No end-
\"Other\" market categories account for more than 10% of the total number of reported market segments.
In the fourth quarter of 2011, we launched a facility integration program to improve efficiency and reduce fixed costs.
The project was expanded in 2012.
A total of nine production facilities have been closed and while some low-margin businesses have been stripped off, most of the production of these facilities has been transferred to other facilities.
The total cost of these projects is $149.
8 million, including $55.
Staff 3 million-
Related fees, $51.
Accelerated depreciation and write down of fixed assets 2 milliondowns, and $43.
The combined cost of other facilities is 3 million. We recorded $45.
For the 12 months ended December 31, 2013, 4 million of the costs were related to the facility integration plan.
These costs are recorded in the consolidated income statement as restructuring and acquisitions --related costs.
In 2013, cash payments for these items totalled $51. 6 million.
At the end of 2013, the facilities integration plan was basically completed.
In November 7, 2014, we completed the sales of the global pressure sensitive materials business.
The proceeds from the deal totaled $150. 5 million.
Of the total revenue, $136.
Nine copies were received in fiscal 2014, $13.
6 million were received in April 2015 in relation to the resolution of customary post-employment issues
Closing adjustment.
The pressure sensitive material business meets the criteria classified as discontinued business, which requires a retrospective application of certain financial information for all periods presented.
The amount contained in the consolidated income statement has been recalculated to exclude the amount of pressure sensitive material.
The consolidated cash flow statement for all periods includes continuous operation and cessation of operation.
The loss caused by the suspension of operations on 2015 was due to additional impairment costs for tax deduction, reflecting the late finalisation
Closing adjustment.
Losses that ceased operation in 2014 included the operating results of the sensitive material business, impairment of goodwill costs, direct transaction costs associated with divestiture, $25.
0 million of factory shutdown costs related to our STO factory in Ohio ($0.
16 per share after tax)
, And the related income tax impact of these items. The pre-tax $44. 7 million ($0.
50 per share after tax)non-
The cash goodwill impairment charge is to reduce the net assets sold to an estimated fair value, less the cost of the sale.
Acquisition and divestiture of other assetsA.
In December 1, 2015, we obtained the hard plastic packaging operation of Emplal participants. A. (\"Emplal\"), a privately-
It has Brazilian plastic packaging manufacturers for food and consumption.
This acquisition supports our growth strategy of expanding in markets that match our strengths and capabilities.
The purchase price of cash is $67. 0 million.
In March 31, 2014, we completed the sales of the paper packaging department.
Annual net sales in the sector were approximately $0. 16 billion.
Net income from transactions totaled $78. 7 million. A $9. 3 million pre-
Tax revenue from sales is recorded as other non-
Operating income in 2014.
In July 1, 2013, we acquired Foshan xinchangsheng Plastic Film Co. , Ltd. , LTD (\"Foshan\")
A professional film manufacturer located in Foshan, China.
The acquisition of the film platform is expected to provide cost and logistics advantages for our wider Asia
Pacific growth strategy.
The purchase price of cash is $75. 6 million.
In May 29, 2013, we completed the sales of the Clysar film shrink film factory.
The annual net sales of Clysar films are approximately $70 million, mainly through distribution to the display market.
Net income from the deal totaled $30 million.
Comprehensive overview of operational results-
Continuous operation (
Inmillions, alimtperanza amounts)
Net sales $4,071. 4$4,343. 5$4,476.
Income from continuing operations. 9239. 1192.
5 Diluted earnings per share for continuous operation. 472. 361.
Net annual sales were 852015 per cent, down 2015 per cent.
3% at the same time.
The currency conversion reduced net sales by six times. 2 percent.
The stripping of the paper packaging department in 2014 reduced sales by 0. 9 percent.
Acquisition of Emplal participantsA.
Net sales rose by 0 in 2015.
1% that year.
The remaining 0.
A 7% increase in net sales is a net gain from increased sales prices and sales portfolios, partially offset by a decrease in net sales of about 1% in sales.
17. diluted earnings per share for ongoing operations this year are $2015.
47 compared to $2.
2014 36 were reported in the same period.
The results of 2015 include $0.
The cost of closing the medical packaging factory and $0.
03 acquisition fee-
Related costs include direct procurement costs related to Emplal participantsA.
Acquisition and charges in connection with or in connection with prior acquisitions.
The net effect of currency conversion reduced earnings per share by about $0 in 2015.
16 of the total earnings per share.
The results of 2014 include $0.
06 Revenue from sales of paper packaging department.
Net sales for the year ended December 31, 2014 were 2014, down 3.
The same period in 2013 was 0% per cent.
Currency conversion reduced net sales by 2. 4 percent.
Sales fell by 3 in the 2013 Clysar business and the 2014 paper packaging division divestiture. 4 percent.
In the third quarter of 2013, the acquisition of Foshan increased net sales by 0.
8% per cent in 2014.
The closure of the plant during 2013 reduced sales by 0. 1 percent.
The remaining 2.
The 1% increase in net sales was a net gain from changes in sales prices and sales portfolios, partially offset by a decrease in net sales that fell by about 2%.
Diluted earnings per share continuing operations for the year ended December 31, 2014 were $2.
36 compared to $1.
85 cases were reported in the same period in 2013.
The results of 2014 include $0.
Sales revenue from our paper packaging department.
The results of 2013 include $0.
29 costs related to facilities integration and other costs, a $0.
03 proceeds from the sale of our Clysar plant and $0.
02 proceeds from the sale of land buildings. U. S.
Our US packaging businessS.
The packaging section represents the packaging of all food, consumer and industrial products-
Related manufacturing business in the United States. Our U. S.
The packaging business provides packaging for a wide range of end markets, including applications for meat and cheese, dairy and liquid, candy and snacks, frozen food, lawn and garden products, procurement of product health and sanitary products, drinks, baked goods and dry food. (
Million dollars)
Net sales $2,747. 5$2,860. 7$2,984.
Operating profit (
See Note 20 to consolidated financial statements)391. 8375. 8337.
Operating profit as a percentage of net sales. 3%13. 1%11.
3 15 US.
Net sales of packaging fell by 4.
Compared with the same period in 2014, 0% people this year, 2015 people.
In the first quarter, 2014 of the divestiture in the paper and packaging sector doubled sales. 3 percent.
If the impact of divestiture is not taken into account, net sales will decrease by 2. 7 percent.
The number of units fell by about 2% throughout the year, mainly due to the impact of the company\'s strategic pricing decisions.
The remaining changes in net sales are driven by contract delivery of lower raw material costs throughout the year, partially offset by a favourable sales mix.
Operating profit increased to $391.
8 million or 14 years.
3% of net sales, compared to $375. 8 million, or13.
2014 of net sales of 1%.
This increase in profit margins reflects our focus on innovative sales portfolio benefits, as well as ongoing operational improvements primarily attributable to our asset restructuring program.
2014 silver two 203u. S.
Net sales of packaging fell by 4.
Compared with the same period in December 31, 2014, the year ended 2013 was 2% per cent.
Sales were reduced by 5 by the 2013 Clysar business and the 2014 paper packaging division divestiture. 2 percent.
The closure of the plant during 2013 reduced sales by 0. 1 percent.
The remaining 1.
A 1% increase in net sales reflects the net income from higher sales prices and improved sales mix as a result of our continued focus on value sales --
Flexible packaging products have been added, and the unit volume has been reduced by about 2% due to general weakness in demand, partially offsetting these products.
Operating profit for 2014 was $375.
8 million, or 13.
1% of net sales, compared to $337.
9 million, or 11.
3% of net sales in 2013.
Operating profit in 2013 was negatively affected by $45.
Facilities Integration and other costs of 0 million.
Our global packaging business includes all of our packaging-
Related manufacturing business outside the US, as well as our global medical device and pharmaceutical packaging manufacturing business.
Our global packaging business provides packaging for a wide range of end markets, including applications for meat and cheese, dairy and liquid, candy and snacks, frozen foods, lawn and garden products, health and hygiene products, beverages, medical and pharmaceutical products, baked goods, dry food. (
Million dollars)
Net sales $1,323. 9$1,482. 8$1,492.
Operating profit (
See Note 20 to consolidated financial statements)107. 1113. 3106.
Operating profit as a percentage of net sales. 1%7. 6%7.
Net global package sales are $1.
3 billion decreased by 10 for 2015 delegates.
Compared with 2014, it was 7%.
Currency conversion reduced net sales by 18.
2%, mainly due to the currency of Latin America.
In December 2015, the annual net sales of Emplal increased by 0. 3 percent.
Excluding the impact of currency conversion and acquisition, net sales will increase by seven times.
2%, driven entirely by the sale price and mix.
Operating profit was $107.
1 million in 2015, or8.
1% of net sales, compared to $113. 3 million, or7.
2014 of net sales of 6%.
The net effect of currency conversion reduced the Company\'s operating profit by $24 in 2015.
Compared to the previous year, it was 0 million, about 0 US dollars.
16 of the total earnings per share, mainly due to Latin American currencies.
During the year, management began planning to close one of its medical packaging plants, resulting in $7. 8 million pre-tax charge.
Participants in the European Parliament. A.
The acquisition resulted in $1. 6 million pre-
Tax in 2015.
Increased profits in the global packaging sector reflect strong operational performance and the overall beneficial impact of complex, valuable sales growthAdd packaging.
Net global packaging sales were $2014, or 2013.
5 billion represents a decrease of 0.
Compared with 2013, it was 6%.
The acquisition increased net sales by about 2.
4%, this is offset by a 7.
Net sales related to currency translation decreased by 0%.
The remaining 4