MANAGEMENT REPORT AND ANALYSIS OF THE FINANCIAL SITUATION AND OPERATING RESULTS

Statements included in "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and elsewhere in this Quarterly Report on
Form 10-Q that are not historical facts are "forward-looking statements" made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995 and Securities Exchange Act of 1934, as amended. Such
forward-looking statements are made based upon management's expectations and
beliefs concerning future events impacting us and therefore involve a number of
uncertainties and risks, including, but not limited to, those described in our
Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and in
our other filings with the Securities and Exchange Commission. As a result, the
actual results of our operations or our financial condition could differ
materially from those expressed or implied in these forward-looking statements.


General

We are a leading manufacturer of sustainable rigid packaging solutions for
consumer goods products. We currently produce dispensing and specialty closures
for food, beverage, health care, garden, home, personal care, fragrance and
beauty products; steel and aluminum containers for human and pet food and
general line products; and custom designed plastic containers for personal care,
food, health care, pharmaceutical, household and industrial chemical, pet food
and care, agricultural, automotive and marine chemical products. We are a
leading worldwide manufacturer of dispensing and specialty closures, a leading
manufacturer of metal containers in North America and Europe, and a leading
manufacturer of custom containers in North America for a variety of markets,
including the personal care, food, health care and household and industrial
chemical markets.

Our objective is to increase shareholder value by efficiently deploying capital
and management resources to grow our business, reduce operating costs and build
sustainable competitive positions, or franchises, and to complete acquisitions
that generate attractive cash returns. We have grown our net sales and income
from operations largely through acquisitions but also through internal growth,
and we continue to evaluate acquisition opportunities in the consumer goods
packaging market. If acquisition opportunities are not identified over a longer
period of time, we may use our cash flow to repay debt, repurchase shares of our
common stock or increase dividends to our stockholders or for other permitted
purposes.








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RESULTS OF OPERATIONS

The following table presents certain unaudited income statement data expressed as a percentage of net sales for the periods presented:

                                                        Three Months Ended                             Nine Months Ended
                                               Sept. 30, 2022         Sept. 30, 2021         Sept. 30, 2022         Sept. 30, 2021

Net sales
Dispensing and Specialty Closures                      29.2  %                32.3  %                35.8  %                37.5  %
Metal Containers                                       61.5                   57.1                   52.8                   50.0
Custom Containers                                       9.3                   10.6                   11.4                   12.5
Consolidated                                          100.0                  100.0                  100.0                  100.0
Cost of goods sold                                     84.4                   85.0                   83.6                   83.4
Gross profit                                           15.6                   15.0                   16.4                   16.6
Selling, general and administrative expenses            4.9                    5.5                    6.5                    6.6
Rationalization charges                                 0.1                    0.1                    0.1                    0.3
Other pension and postretirement income                (0.5)                  (0.8)                  (0.7)                  (0.9)
Income before interest and income taxes                11.1                   10.2                   10.5                   10.6
Interest and other debt expense                         1.7                    1.7                    1.9                    1.9
Income before income taxes                              9.4                    8.5                    8.6                    8.7
Provision for income taxes                              2.4                    2.1                    2.2                    2.2
Net income                                              7.0  %                 6.4  %                 6.4  %                 6.5  %



Summary unaudited results of operations for the periods presented are provided
below.
                                                              Three Months Ended                                 Nine Months Ended
                                                    Sept. 30, 2022           Sept. 30, 2021           Sept. 30, 2022           Sept. 30, 2021

                                                                                      (dollars in millions)
Net sales
Dispensing and Specialty Closures                 $         575.5          $         533.4          $       1,775.9          $       1,588.4
Metal Containers                                          1,212.0                    942.1                  2,617.1                  2,120.7
Custom Containers                                           182.9                    175.6                    563.1                    528.7
Consolidated                                      $       1,970.4          $       1,651.1          $       4,956.1          $       4,237.8

Segment income
Dispensing and Specialty Closures (1)             $          79.2          $          60.1          $         257.8          $         199.6
Metal Containers (2)                                        121.3                     94.3                    225.6                    198.5
Custom Containers (3)                                        24.3                     22.7                     79.8                     74.4
Corporate (4)                                                (5.4)                    (9.2)                   (42.4)                   (25.1)
Consolidated                                      $         219.4          $         167.9          $         520.8          $         447.4



(1) Includes rationalization charges of $0.3 million and $0.4 million for the
three months ended September 30, 2022 and 2021, respectively, and $0.3 million
and $5.7 million for the nine months ended September 30, 2022 and 2021,
respectively. Includes a charge for the write-up of inventory for purchase
accounting of $0.9 million as a result of the acquisition of Gateway Plastics
LLC for the three and nine months ended September 30, 2021.
(2) Includes rationalization charges of $2.5 million and $1.8 million for the
three months ended September 30, 2022 and 2021, respectively, and $7.2 million
and $7.1 million for the nine months ended September 30, 2022 and 2021,
respectively.
(3) Includes rationalization (credits) charges of $(0.1) million and
$0.1 million for the three months ended September 30, 2022 and 2021,
respectively, and $0.2 million for the nine months ended September 30, 2021.
(4)  Includes a charge of $25.2 million for the settlement with the European
Commission for the nine months ended September 30, 2022.

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Three months completed September 30, 2022 Compared to the three months ended
September 30, 2021


Overview. Consolidated net sales were $1.97 billion in the third quarter of
2022, a 19.3 percent increase as compared to the third quarter of 2021 primarily
due to higher average selling prices due to the pass through of higher raw
material and other inflationary costs across all segments, higher unit volumes
in the dispensing and specialty closures segment and a more favorable mix of
products sold in the dispensing and specialty closures and custom containers
segments, partially offset by lower unit volumes in the metal containers and
custom containers segments and the impact from unfavorable foreign currency
translation. Income before interest and income taxes for the third quarter of
2022 was $219.4 million, a $51.5 million increase as compared to the same period
in 2021 primarily as a result of higher average selling prices across all
segments due to the pass through of inflationary costs, strong operating
performances in each of the segments which included the benefit from an
inventory management program in the metal containers segment, the favorable
impact in the current year period from the delayed pass through of lower resin
costs as compared to the unfavorable impact in the prior year period from the
delayed pass through of higher resin costs in the dispensing and specialty
closures and custom containers segments, a more favorable mix of products sold
and higher unit volumes in the dispensing and specialty closures segment and a
$0.9 million charge for the write-up of inventory for purchase accounting in the
prior year period. These increases were partially offset by inflation in
manufacturing and selling, general and administrative costs, lower volumes in
the metal containers and custom containers segments, and the impact of
unfavorable foreign currency translation. Results for the third quarters of 2022
and 2021 included rationalization charges of $2.7 million and $2.3 million,
respectively. Net income for the third quarter of 2022 was $138.7 million as
compared to $106.3 million for the same period in 2021. Net income per diluted
share for the third quarter of 2022 was $1.25 as compared to $0.96 for the same
period in 2021.

Net sales. The $319.3 million The increase in consolidated net sales in the third quarter of 2022 compared to the third quarter of 2021 is the result of an increase in net sales in all segments.


Net sales for the dispensing and specialty closures segment increased
$42.1 million, or 7.9 percent, in the third quarter of 2022 as compared to the
same period in 2021. This increase was primarily the result of higher average
selling prices due to the pass through of higher raw material and other
inflationary costs, higher unit volumes of approximately one percent and a more
favorable mix of products sold, partially offset by the impact of unfavorable
foreign currency translation of approximately $37 million. The increase in unit
volumes was principally the result of higher volumes for dispensing products,
including from the acquisitions completed in September 2021, partially offset by
expected volume decreases in closures for certain food and beverage markets
compared to record pandemic driven volumes in the prior year period.

Net sales for the metal containers segment increased $269.9 million, or 28.6
percent, in the third quarter of 2022 as compared to the same period in
2021. This increase was primarily the result of higher average selling prices
due to the pass through of higher raw material and other manufacturing costs,
partially offset by lower unit volumes of approximately nine percent and the
impact of unfavorable foreign currency translation of approximately $19 million.
The decrease in unit volumes was principally the result of lower volumes of
vegetable and fruit cans as compared to higher volumes from customer restocking
in the record prior year period and the continued unfavorable impact from
customers' ongoing supply chain and labor challenges in the current year period.

Net sales for the custom containers segment increased $7.3 million, or 4.2
percent, in the third quarter of 2022 as compared to the same period in 2021.
This increase was principally due to a more favorable mix of products sold and
higher average selling prices, including the pass through of higher resin and
other inflationary costs, partially offset by lower volumes of approximately
seven percent and the impact of unfavorable foreign currency translation of
approximately $1 million. The decline in volumes was primarily for home,
personal care and lawn and garden products.

Gross profit. Gross profit margin increased by 0.6 percentage points to 15.6% in the third quarter of 2022 compared to the same period in 2021 for the reasons described below in “Income before interest and income taxes” .


Selling, General and Administrative Expenses. Selling, general and
administrative expenses as a percentage of consolidated net sales decreased to
4.9 percent in the third quarter of 2022 as compared to 5.5 percent in the same
period in 2021. Selling, general and administrative expenses increased
$6.4 million to $96.7 million for the third quarter of 2022 as compared to
$90.3 million for the same period in 2021. The increase in selling, general and
administrative expenses was principally the result of inflation in such expenses
in the current year period and the inclusion of selling, general and
administrative expenses from the acquisitions completed late in the third
quarter and in the fourth quarter of 2021.

Income before Interest and Income Taxes. Income before interest and income taxes
for the third quarter of 2022 increased by $51.5 million as compared to the
third quarter of 2021, and margins increased to 11.1 percent from 10.2 percent
over the same periods. The increase in income before interest and income taxes
was primarily the result of higher income in all of the
                                      -20-
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segments and lower corporate expenses. The prior year period included costs
attributed to announced acquisitions and a charge for the write-up of inventory
for purchase accounting of $4.1 million and $0.9 million, respectively.
Rationalization charges were $2.7 million and $2.3 million in the third quarters
of 2022 and 2021, respectively.

Segment income of the dispensing and specialty closures segment for the third
quarter of 2022 increased $19.1 million as compared to the same period in 2021,
and segment income margin increased to 13.8 percent from 11.3 percent over the
same periods. The increase in segment income was primarily due to higher average
selling prices due to the pass through of inflationary costs, the favorable
impact in the current year period from the delayed pass through of lower resin
costs as compared to the unfavorable impact in the prior year period from the
delayed pass through of higher resin costs, strong operating performance, a more
favorable mix of products sold, higher unit volumes and a $0.9 million charge
for the write-up of inventory for purchase accounting in the prior year period,
partially offset by inflation in manufacturing and selling, general and
administrative costs and the impact of unfavorable foreign currency translation.

Segment income of the metal containers segment for the third quarter of 2022
increased $27.0 million as compared to the same period in 2021, and segment
income margin remained unchanged at 10.0 percent for both periods. The increase
in segment income was primarily due to strong operating performance, including
the benefit of an inventory management program, and higher average selling
prices due to the pass through of inflationary costs, partially offset by
inflation in manufacturing and selling, general and administrative costs, lower
unit volumes, the impact of unfavorable foreign currency translation and higher
rationalization charges. Rationalization charges were $2.5 million and
$1.8 million in the third quarters of 2022 and 2021, respectively.

Segment income of the custom containers segment for the third quarter of 2022
increased $1.6 million as compared to the same period in 2021, and segment
income margin increased to 13.3 percent from 12.9 percent over the same
periods. The increase in segment income was primarily attributable to the pass
through of inflationary costs and the favorable impact in the current year
period from the delayed pass through of lower resin costs as compared to the
unfavorable impact in the prior year period from the delayed pass through of
higher resin costs, partially offset by inflation in manufacturing and selling,
general and administrative costs and lower volumes.

Interest and Other Debt Expense. Interest and other debt expense for the third
quarter of 2022 increased $6.7 million to $33.7 million as compared to
$27.0 million in the same period in 2021. This increase was primarily due to
higher weighted average outstanding borrowings during the quarter as a result of
the acquisitions completed late in the third quarter and in the fourth quarter
of 2021 and higher weighted average interest rates, partially offset by lower
foreign currency exchange rates on outstanding Euro denominated debt.

Provision for Income Taxes. The effective tax rates were 25.3 percent and 24.6
percent for the third quarters of 2022 and 2021, respectively. The effective tax
rate for the third quarter of 2022 was unfavorably impacted by higher income
generated in less favorable tax jurisdictions.


Nine month period ended September 30, 2022 Compared to the nine months ended
September 30, 2021


Overview. Consolidated net sales were $4.96 billion in the first nine months of
2022, a 16.9 percent increase as compared to the first nine months of 2021
primarily as a result of higher average selling prices across all segments
principally related to the pass through of higher raw material and other
inflationary costs, higher unit volumes in the dispensing and specialty closures
segment and a more favorable mix of products sold in the custom containers
segment, partially offset by lower volumes in the metal containers and custom
containers segments and the impact of unfavorable foreign currency translation.
Income before interest and income taxes for the first nine months of 2022
increased by $73.4 million as compared to the same period in 2021 primarily due
to higher average selling prices across all segments principally due to the pass
through of higher raw material and other inflationary costs, strong operating
performances in each of the segments including the benefit of inventory
management programs in the dispensing and specialty closures and metal
containers segments, the favorable impact from the delayed pass through of lower
resin costs in the current year period as compared to the unfavorable impact in
the prior year period from the delayed pass through of higher resin costs in the
dispensing and specialty closures and custom containers segments, higher unit
volumes in the dispensing and specialty closures segment, cost recovery for
certain customer project expenditures in the dispensing and specialty closures
segment and lower rationalization charges. These increases were partially offset
by inflation in manufacturing and selling, general and administrative costs,
lower volumes and a less favorable mix of products sold in the metal containers
segment, higher corporate expenses due to the charge for the settlement with the
European Commission in the current year period, the impact of unfavorable
foreign currency translation and lower volumes in the custom containers segment.
Results for the first nine months of 2022 and 2021 included rationalization
charges of $7.5 million and $13.0 million,
                                      -21-
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respectively, a loss on early extinguishment of debt of $1.5 million and $0.9
million, respectively. Results for the first nine months of 2021 also included
costs attributed to announced acquisitions of $4.1 million and a $0.9 million
charge for the write-up of inventory for purchase accounting. Net income for the
first nine months of 2022 was $316.3 million as compared to $274.0 million for
the same period in 2021. Net income per diluted share for the first nine months
of 2022 was $2.85 as compared to $2.47 for the same period in 2021.

Net Sales. The $718.3 million increase in consolidated net sales in the first
nine months of 2022 as compared to the first nine months of 2021 was the result
of higher net sales across all the segments.

Net sales for the dispensing and specialty closures segment increased $187.5
million, or 11.8 percent, in the first nine months of 2022 as compared to the
same period in 2021. This increase was primarily the result of higher average
selling prices related to the pass through of higher raw material and other
inflationary costs and higher unit volumes of approximately three percent,
partially offset by the impact of unfavorable foreign currency translation of
approximately $81 million. The increase in unit volumes was principally the
result of the inclusion of volumes from acquisitions completed in 2021 and
higher volumes for beauty and fragrance products, partially offset by expected
volume declines for closures for certain food and beverage markets compared to
record pandemic driven volumes in the prior year period and due to customer
pre-buy activity in late 2021 in advance of significant metal inflation this
year and a decrease in volumes for garden, hygiene and home cleaning products,
which were impacted by further inventory corrections throughout the supply
chain.

Net sales for the metal containers segment increased $496.4 million, or 23.4
percent, in the first nine months of 2022 as compared to the same period in
2021. This increase was primarily the result of higher average selling prices
related to the pass through of higher raw material and other manufacturing
costs, partially offset by lower unit volumes of approximately eleven percent
and the impact of unfavorable foreign currency translation of approximately $40
million. The decrease in unit volumes was primarily due to the impact of the
customer pre-buy activity in late 2021 in advance of significant price increases
due to unprecedented metal inflation this year, lower volumes of vegetable and
fruit cans as compared to higher volumes from customer restocking in the prior
year period and the unfavorable impact from customers' ongoing supply chain and
labor challenges in the current year period.

Net sales for the custom containers segment increased $34.4 million, or 6.5
percent, in the first nine months of 2022 as compared to the same period in
2021. This increase was primarily due to higher average selling prices, which
include the pass through of higher resin and other inflationary costs, and a
more favorable mix of products sold, partially offset by lower volumes of
approximately seven percent and the impact of unfavorable foreign currency
translation of approximately $3 million. The decrease in volumes was primarily
due to higher volumes in the prior year period as a result of strong pandemic
driven demand and subsequent inventory corrections throughout the supply chain
in the current year period.

Gross profit. Gross profit margin decreased by 0.2 percentage points to 16.4% in the first nine months of 2022 compared to the same period in 2021 for the reasons described below in “Income before interest and income taxes”.


Selling, General and Administrative Expenses. Selling, general and
administrative expenses as a percentage of consolidated net sales decreased to
6.5 percent for the first nine months of 2022 as compared to 6.6 percent in the
same period in 2021. Selling, general and administrative expenses increased
$38.4 million to $320.5 million for the first nine months of 2022 as compared to
$282.1 million for the same period in 2021. The increase in selling, general and
administrative expenses was principally the result of a charge of $25.2 million
for the settlement with the European Commission, the inclusion of selling,
general and administrative expenses from the acquisitions completed late in the
third quarter and in the fourth quarter of 2021, and inflation in such expenses
in the current year period.

Income before Interest and Income Taxes. Income before interest and income taxes
for the first nine months of 2022 increased by $73.4 million as compared to the
first nine months of 2021, while margins decreased slightly to 10.5 percent from
10.6 percent over the same periods. The increase in income before interest and
income taxes was primarily due to higher income across all the segments and
lower rationalization charges, partially offset by higher corporate expenses due
to the $25.2 million settlement with the European Commission. Rationalization
charges were $7.5 million and $13.0 million for the first nine months of 2022
and 2021, respectively.

Segment income of the dispensing and specialty closures segment for the first
nine months of 2022 increased $58.2 million as compared to the same period in
2021, and segment income margin increased to 14.5 percent from 12.6 percent over
the same period. The increase in segment income was due primarily to higher
average selling prices principally as a result of the pass through of higher raw
material and other inflationary costs, strong operating performance including
the benefit of an inventory management program, higher unit volumes, the
favorable impact from the delayed pass through of lower resin costs in the
current year period as compared to the unfavorable impact in the prior year
period from the delayed pass through of higher resin
                                      -22-
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costs, cost recovery for certain customer project expenditures and lower
rationalization charges, partially offset by inflation in manufacturing and
selling, general and administrative costs and the impact of unfavorable foreign
currency translation. Rationalization charges were $0.3 million and $5.7 million
in the first nine months of 2022 and 2021, respectively.

Segment income of the metal containers segment for the first nine months of 2022
increased $27.1 million as compared to the same period in 2021, while segment
income margin decreased to 8.6 percent from 9.4 percent over the same periods.
The increase in segment income was primarily attributable to higher average
selling prices due to the pass through of higher raw material and other
inflationary costs and strong operating performance including the benefit of an
inventory management program, partially offset by inflation in manufacturing and
selling, general and administrative costs, lower unit volumes, a less favorable
mix of products sold and the impact of unfavorable foreign currency translation.
The decrease in segment income margin was primarily due to the mathematical
consequence of the pass through of inflation in raw material and other
manufacturing costs. Rationalization charges were $7.2 million and $7.1 million
in the first nine months of 2022 and 2021, respectively.

Segment income of the custom containers segment for the first nine months of
2022 increased $5.4 million as compared to the same period in 2021, and segment
income margin increased to 14.2 percent from 14.1 percent over the same
periods. The increase in segment income was primarily attributable to higher
average selling prices principally due to the pass through of inflationary
costs, the favorable impact from the delayed pass through of lower resin costs
in the current year period as compared to the unfavorable impact of the delayed
pass through of higher resin costs in the prior year period and strong operating
performance, partially offset by inflation in manufacturing and selling, general
and administrative costs and lower volumes.

Interest and Other Debt Expense. Interest and other debt expense before loss on
early extinguishment of debt for the first nine months of 2022 increased $11.8
million to $91.7 million as compared to $79.9 million in the same period in 2021
principally due to higher weighted average outstanding borrowings as a result of
the acquisitions completed in 2021, partially offset by lower foreign currency
exchange rates on outstanding Euro denominated debt and lower weighted average
interest rates primarily as a result of the redemption of the 4¾% Notes with
proceeds from revolving loan borrowings under the Credit Agreement and cash on
hand. In March 2022, we redeemed all $300.0 million aggregate principal amount
of the outstanding 4¾% Notes. In conjunction with this redemption, we recognized
a loss on early extinguishment of debt of $1.5 million in the first quarter of
2022. In February 2021, we issued the 1.4% Senior Secured Notes due 2026, or the
1.4% Notes, and utilized the proceeds therefrom to prepay outstanding term loans
under the Credit Agreement. In conjunction with this prepayment, we recognized a
loss on early extinguishment of debt of $0.9 million in the first quarter of
2021.

Provision for Income Taxes. The effective tax rates were 26.0 percent and 25.3
percent for the first nine months of 2022 and 2021, respectively. The effective
tax rate in 2022 was unfavorably impacted by the non-deductible settlement with
the European Commission and higher income generated in less favorable tax
jurisdictions.


CAPITAL AND LIQUIDITY RESOURCES


Our principal sources of liquidity have been net cash from operating activities
and borrowings under our debt instruments, including our senior secured credit
facility. Our liquidity requirements arise from our obligations under the
indebtedness incurred in connection with our acquisitions and the refinancing of
that indebtedness, capital investment in new and existing equipment, the funding
of our seasonal working capital needs and other general corporate uses.

On March 28, 2022, we redeemed all $300.0 million aggregate principal amount of
the outstanding 4¾% Notes at a redemption price of 100 percent of their
principal amount plus accrued and unpaid interest to the redemption date. We
funded this redemption with revolving loan borrowings under the Credit Agreement
and cash on hand. As a result of this redemption, we recorded a pre-tax charge
for the loss on early extinguishment of debt of $1.5 million during the first
quarter of 2022 for the write-off of unamortized debt issuance costs.

You should also read Note 6 to our Condensed Consolidated Financial Statements
for the three and nine months ended September 30, 2022 included elsewhere in
this Quarterly Report.

For the nine months ended September 30, 2022, we used net borrowings of
revolving loans and proceeds from other foreign long-term debt of an aggregate
of $529.3 million and cash and cash equivalents of $387.8 million to fund the
redemption of the 4¾% Notes and other foreign long-term debt for an aggregate of
$300.3 million, decreases in outstanding checks of $225.9 million, net capital
expenditures and other investing activities of $161.6 million, cash used in
operations of $117.5 million,

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dividends paid on our common stock of $54.3 million, repurchases of our common
stock of $39.4 million and the negative effect of exchange rate changes on cash
and cash equivalents of $18.1 million.

For the nine months ended September 30, 2021, we used proceeds from the net
borrowings of revolving loans of $906.9 million, the issuance of the 1.4% Notes
of $499.7 million and cash and cash equivalents of $138.9 million to fund
acquisitions for $718.4 million, repayments of long-term debt of $500.0 million,
net capital expenditures and other investing activities of $170.8 million,
decreases in outstanding checks of $84.2 million, dividends paid on our common
stock of $47.0 million, repurchases of our common stock of $8.6 million under
our stock-based compensation plan, cash used in operations of $5.8 million, debt
issuance costs of $4.9 million and the negative effect of exchange rate changes
on cash and cash equivalents of $5.8 million.

At September 30, 2022, we had $497.0 million of revolving loans outstanding
under the Credit Agreement. After taking into account outstanding letters of
credit, the available portion of revolving loans under the Credit Agreement at
September 30, 2022 was $983.3 million.

Because we sell metal containers and closures used in fruit and vegetable pack
processing, we have seasonal sales. As is common in the industry, we must
utilize working capital to build inventory and then carry accounts receivable
for some customers beyond the end of the packing season. Due to our seasonal
requirements, which generally peak sometime in the summer or early fall, we may
incur short-term indebtedness to finance our working capital requirements. Our
peak seasonal working capital requirements have historically averaged
approximately $350 million. We fund seasonal working capital requirements
through revolving loans under the Credit Agreement, other foreign bank loans and
cash on hand. We may use the available portion of revolving loans under the
Credit Agreement, after taking into account our seasonal needs and outstanding
letters of credit, for other general corporate purposes including acquisitions,
capital expenditures, dividends, stock repurchases and to refinance or
repurchase other debt.

We believe that cash generated from operations and funds from borrowings
available under the Credit Agreement and other foreign bank loans will be
sufficient to meet our expected operating needs, planned capital expenditures,
debt service, tax obligations, pension benefit plan contributions, share
repurchases and common stock dividends for the foreseeable future. We continue
to evaluate acquisition opportunities in the consumer goods packaging market and
may incur additional indebtedness, including indebtedness under the Credit
Agreement, to finance any such acquisition.

We respect all the financial and operational commitments contained in our financing agreements and believe that we will continue to respect all of these commitments in 2022.

Guaranteed titles


Each of the 3¼% Senior Notes, the 4?% Senior Notes, the 2¼% Senior Notes and the
1.4% Notes were issued by Silgan and are guaranteed by our U.S. subsidiaries
that also guarantee our obligations under the Credit Agreement, collectively the
Obligor Group.

The following summarized financial information relates to the Obligor Group as
of September 30, 2022 and December 31, 2021 and for the nine months ended
September 30, 2022. Intercompany transactions, equity investments and other
intercompany activity within the Obligor Group have been eliminated from the
summarized financial information. Investments in subsidiaries of Silgan that are
not part of the Obligor Group of $1.4 billion as of each of September 30, 2022
and December 31, 2021 are not included in noncurrent assets in the table below.

                                Sept. 30, 2022        Dec. 31, 2021
                                       (Dollars in millions)

Current assets                          $1,460.8             $1,506.9
Noncurrent assets                        4,066.2              4,159.9
Current liabilities                      1,323.3              1,159.2
Noncurrent liabilities                   3,877.6              4,392.4


To September 30, 2022 and December 31, 2021the group of debtors held current receivables from other subsidiaries of $44.9 million and
$70.5 million, respectively; long-term notes receivable from other subsidiaries of

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$685.9 million and $782.4 million, respectively; and current debts due to other subsidiaries of $5.9 million and $7.3 millionrespectively.

                         Nine Months Ended Sept. 30, 2022
                               (Dollars in millions)

Net sales                                          $3,714.0
Gross profit                             516.5
Net income                               227.4



For the nine months ended September 30, 2022, net income in the table above
excludes income from equity method investments of other subsidiary companies of
$88.9 million. For the nine months ended September 30, 2022, the Obligor Group
recorded the following transactions with other subsidiary companies: sales to
such other subsidiary companies of $30.4 million; net credits from such other
subsidiary companies of $43.4 million; and net interest income from such other
subsidiary companies of $16.0 million. For the nine months ended September 30,
2022, the Obligor Group received dividends from other subsidiary companies of
$2.3 million.


Rationalization Charges

We continually evaluate cost reduction opportunities across each of our
segments, including rationalizations of our existing facilities through plant
closings and downsizings. We use a disciplined approach to identify
opportunities that generate attractive cash returns. Under our rationalization
plans, we made cash payments of $6.3 million and $6.9 million for the nine
months ended September 30, 2022 and 2021, respectively. Excluding the impact of
our withdrawal from the Central States Pension Plan in 2019, remaining expenses
and cash expenditures for our rationalization plans are expected to be $3.1
million and $6.0 million, respectively. Remaining expenses for the accretion of
interest for the withdrawal liability related to the Central States Pension Plan
are expected to average approximately $0.9 million per year and be recognized
annually through 2040, and remaining cash expenditures for the withdrawal
liability related to the Central States Pension Plan are expected to be
approximately $3.1 million annually through 2040.

You should also read Note 3 to our Condensed Consolidated Financial Statements
for the three and nine months ended September 30, 2022 included elsewhere in
this Quarterly Report.
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