berry global group, inc. (bery)

by:Yucai     2020-01-08
Washington, DC Securities and Exchange CommissionC. 20549FORM 10-
Quarterly reports submitted under section 13, 15 (d)
File number of the Securities and Exchange Law Commission for the quarter ended 1934, December 29, 2018-
35672 Berry Global Group Co. , Ltd.
Oakley Street, Evansville, Indiana, 47710 (812)424-
Employer identification number 20-
5234618 securities registered under article 12 (b)
Securities Trading Act of 1934 (
Trade Act)
: Indicate whether the registrant is :(1)
All reports requested by Article 13 or 15 have been submitted (d)
The transaction law of the first 12 months (
Or a shorter time required for the registrant to submit such reports), and (2)
I have been bound by this filing requirement for the last 90 days.
Yes. ☒No. ☐Indicate by check mark whether the registrant has electronically submitted and posted on its company website (if any), each interactive data submitted and published in accordance with S-Regulation section 405th
12 months before T (
Or within a shorter period of time when the registrant is required to submit such documents).
Yes. ☒No. ☐Indicate by check mark whether the registrant is a large accelerated file manager, a non-accelerated file manager
Accelerate the reporting of companies, smaller reporting companies or emerging growth companies.
See the definition of \"large accelerated reporting companies\", \"Small reporting companies\" and \"emerging growth companies\" in rule 12b
2 of the Trading Act.
Big speed filer☒Speed up filer☐Non
Speed up filer☐Small Reporting Company☐Emerging growth companies☐If emerging growth companies, please indicate by check mark whether the registrant chooses not to use the extended transition period to comply with any new or revised financial accounting standards provided under section 12b
2 of the Trading Act.
☐Indicate by check mark whether the registrant is a shell company defined in Rule 12b
2 of the Trading Act.
Yes. ☐No. ☒Common stock, US dollar, February 1, 2019.
The face value per share is 01.
3 million shares1This Form 10-
Q includes \"forwarding-
Outlook statement \"within the meaning of Article 27A of the Securities Act of 1933 and article 21E of the Securities Exchange Act of 1934, amendments, operations and business results are made in accordance with our financial position, and our expectations or beliefs about future events. The forward-
The outlook statements specifically include statements under the heading \"Management\'s Discussion and Analysis of the financial position and results of operations\" regarding our plans, strategies and prospects.
These statements contain words such as \"belief\", \"expectation\", \"possibility\", \"will\", \"should\", \"will\", \"possibility\", \"seeking\", etc, \"About\", \"intend\", \"plan\", \"estimate\", \"outlook\", \"expectation\" or \"outlook\" or similar expressions related to our strategy, plan, intention or expectation.
All statements we make in relation to revenue beyond budget and projected, profit margin, cost, expenditure, cash flow, growth rate and financial results or our expectations of future industry trends are forward-looking --
Look at the report.
In addition, we move forward from time to time through our senior management --
Public statements on our expected future operations and performance and other developments. These forward-
Forward-looking statements can be influenced by risks and uncertainties that may change at any time, so our actual results may differ materially from what we expect.
We have gained a lot of momentum to move forward.
Look for reports from our operating budgets and forecasts based on many detailed assumptions.
While we believe our assumptions are reasonable, we warn that it is difficult to predict the effects of known factors, and we cannot predict all factors that may affect our actual results. All forward-
The lookup report is based on the information we can get on the 10 th of this form-Q.
Readers should review carefully the factors discussed in our recent table 10
K. In our submission to the Securities and Exchange Commission on a regular basis, the title \"risk factors\" and other risk factors are identified from time to time. 2Form 10-
Quarterly Index for the first part of December 29, 2018.
Page financial informationItem 1.
Financial Statements: Consolidated Balance Sheet 5 Consolidated Statement of Changes in Shareholders\' Equity 6 Consolidated Cash Flow Statement 7 notes to consolidated financial statements s8 Item 2.
Management Discussion and Analysis of the financial status and results of operational Project 3.
Quantitative and qualitative disclosure of market risks
Part II controls and procedures.
Other information items 1.
Legal procedures for Item 1A.
Risk factor 25 Item 2.
Unregistered sales of equity securities and the use of procedures
Part One.
Financial information item 1.
Financial statements sberry Global Group, Inc.
Consolidated income statement (Unaudited)(
In millions of dollars, except for the amount per share)
During the three-month period, EndedDecember 29 2018 net sale in December 30, 2017 was $1,972 $1,776 fee: cost sold1, 6191,447 hot sale, general and Vivo intangibles4238Restructuring and damaged charges1111Operating income176163ther (income)expense, net—
9 Interest expenses, net 64 62 Income before income tax 1129292 Income tax expenses (benefit)24(71)
Net income per share $88 163Net: basically $0. 67$1. 24Diluted0. 661.
20 unfinished weights
Average number of shares: basic131. 1131. 0Diluted133. 8136. 0(Unaudited)(
Millions of dollars)
EndedDecember 29 2018 net income of 88 in December 30, 2017 for a three-month period $163 foreign currency conversion (4)(24)
Retirement and other retirement benefits(1)
Hedge interest rates (24)
Provision for income tax 7 (4)
Other comprehensive losses deducted from taxes (21)(12)
Consolidated income of $67 $15 is shown in the notes to the consolidated financial statements.
4 Consolidated Balance Sheet (
Millions of dollars)
December 29, 2018 September 29, 2018 assets (Unaudited)
Current assets: $293 in cash and cash equivalents $381 in accounts receivable (
Less allowance of $13)
879941 inventory: finished products, raw materials and suppliers 41 1384956887 Prepaid and other current assets 78 76 Total current assets 2, 2062,285 Property, plant and equipment, net2, 4572,488 goodwill and 2434,284 Other liabilities assets $8,972 $9,131 liabiliitiesrent assets6674Total: payables $715 $783 advance fees and other current liabiliities427900 current section length
Total current liabilities 1,1791, 237Long-
Term debt, minus the current period portion 5,7005, 806 Deferred income tax 35. 36. 5 Other long-term debt
Long-term liabilities 281289 Total liabilities 7, 5177 and 697 ordinary shares of shareholders\' equity (130. 6 and 131.
Issued 4 million shares respectively)
11 extra charge
In capital87 3867non-
Cumulative other comprehensive losses (177)(156)
Total shareholders\' equity 1. 4551,434 Total liabilities and shareholders\' equity $8,972 9. 31 See notes to consolidated financial statements.
5 Consolidated Statement of Changes in Shareholders\' Equity (Unaudited)(
Millions of dollars)
Premium for ordinary stocksin CapitalNon-
Control interest Cumulative Other Consolidated losses September 30, 2017 balance $823 $3 (68)$256-USD per share
Based on the cost of compensation-4———
4 Income from ordinary shares-4———
4 interest rate hedging for tax deduction——13—
Net income attributable to the company-———
Currency translation 163163-——(24)—(24)Pension———(1)—(1)
The balance as at December 30, 2017 was $831 and $3 (80)
$419 $1,174 balance $867 for the month of September 29, 2018 (156)$719-USD per share
Based on the cost of compensation-3———
3 Income from ordinary shares-5———
Repurchase and scrapping of 5 ordinary shares(2)——(52)(54)
Interest rate hedging after tax deduction——(17)—(17)
Net income attributable to the company-———
Currency translation 8888-——(4)—(4)
The balance as at December 29, 2018 was $873 and $3 (177)
$755 1, notes to the consolidated financial statements of 455See.
6 Consolidated Statement of Cash Flow (Unaudited)(
Millions of dollars)
December 30, 2017 2018 annual operating activities Cash flow: Net income 88 dollar 163 adjustment to regulation provided by operating activities of cash net: Intangible assets of depreciation 9691 Amortization
Cash interest expenditure (1)
Deferred income tax 4 (121)Share-
Based on the compensation fee 34
Cash business activities, changes in working capital (71)(66)
Changes in other assets and liabilities (4)
35 net cash of operating activities 16 15 15 3 cash flow of investment activities: Increase in property, plant and equipment (75)(94)
Proceeds from the sale of assets-
3 Net cash for investment activities (75)(91)
Cash flow of financing activities: long-term repaymentLoan period (110)(108)
Issue of common stock Income 54 Repurchase of common stock (52)—
Payment Agreement for tax receivable (16)(37)
Net cash in financing activities (173)(141)
Exchange rate changes to cash (1)
1 Net change in cash (88)(78)
Cash and cash equivalents at the beginning of the period $293 Cash and cash equivalents at the end of the period are shown in the notes to the consolidated financial statements.
7 Notes to Consolidated Financial Statements (Unaudited)(
Millions of dollars, except for data per share)1.
Unaudited consolidated financial statements of Berry Global Group, Inc. , attached(
\"Company\", \"we\" or \"berries \")
Has been prepared in accordance with the generally accepted accounting principles in the United States (\"GAAP\")
According to the rules and regulations of the interim report of the Securities and Exchange Commission.
Therefore, they do not include all the information and footnotes of the complete financial statements required by GAAP.
In preparing financial statements in accordance with accepted accounting principles, we must make estimates and assumptions that affect the date of the financial statements and the amount and disclosure reported during the reporting period.
The actual results may be different from those estimates.
In order to comply with the current report, some re-classification has been carried out for the previous period.
Management believes that all adjustments (
Including normal repeated adjustments)
Considered necessary for a fair statement and has assessed all subsequent events as of the time of submission.
For more information, please refer to the company\'s most recent Form 10-
K submitted documents to the Securities and Exchange Commission.
Changes to GAAP are made by the Financial Accounting Standards Board (\"FASB\")
Updated fasb\'s compilation of accounting standards in the form of accounting standards.
In fiscal 2019, except for the following, the most recently adopted accounting statements disclosed in the company\'s financial report 10-1 of 2018 did not develop at all
This is considered to have a significant impact on our unaudited consolidated financial statements.
On May 2014, FASB released the final criteria for revenue recognition.
Under the new standard the entity shall confirm the income to reflect the amount of the promised goods or services transferred to the customer, which reflects the consideration that the entity expects to be entitled, in exchange for these goods or services.
For public entities, the provisions of the new standard are valid for the annual reporting period and the interim reporting period beginning after December 15, 2017.
Entities may apply new income standards to the proposed comprehensive retrospective method for each previous reporting period, or to the modified retrospective method, its cumulative effect is the retained earnings confirmed on the date of the initial application.
The company has adopted new standards, using improved traceability methods, which are effective for fiscal 2019.
The adoption of this standard has no significant impact on the consolidated financial statements of the company.
On February 2016, FASB released ASU 2016-02, Leases (Topic 842)
By confirming the leased assets and lease liabilities on the balance sheet and disclosing key information about the lease arrangements, transparency and comparability between organizations have been improved.
Under the new standard, the lessee operating the lease will be required to perform the following: 1)
Correct identification-of-
Use of assets and lease liabilities in the statement of financial position, 2)
Recognizes the individual rental costs allocated during the lease term, usually directly-
Line base, 3)
All cash payments in business activities are classified according to the cash flow statement.
Companies are required to adopt this standard using an improved retrospective transition method.
The revision of this standard comes into force for the fiscal year after December 15, 2018, including the medium term of these fiscal years.
The company is currently evaluating the impact of this standard, which will be effective for companies starting in fiscal 2020.
Our revenue is mainly from selling plastic packaging products to our customers.
When the obligation is fulfilled, the income is recognized and the amount reflects the consideration that the company expects to be entitled.
We believe that the commitment to the transfer of products is our only obligation to fulfill.
If the consideration agreed in the contract includes a variable amount, we estimate the amount of consideration we expect to be entitled to in exchange for the transfer of the promised goods to the customer using the most likely method of amount.
Our main consideration is discounts and cash discounts.
There are no material instances that are considered in the initial time limit for sales and do not record variables.
In general, our revenue is confirmed at the time of shipment, when the risk of ownership and loss is transferred to the customer, the time point of the standard promise goods.
A small number of our contracts are sold for specific customer products that cannot be reused.
Over time, sales of these products are eligible for recognition and are not important to the company.
Our rebate plan is negotiated separately with the client with a variety of different terms and conditions.
Certain rebates are calculated at a fixed percentage of the purchase, while other rebates include a layered quantity reward.
These rebates can be paid monthly, quarterly or annually.
The calculation of the accrued rebate balance relates to management estimates, especially in cases where the rebate clause involves the need to estimate the level of hierarchical quantities of expected annual sales.
These terms are based on estimates derived from current project requirements and historical experience.
As at December 29, 2018 and September 29, 2018, the accrued amount of customer rebates was $64 million and $58 million, respectively, included in accrued and other current liabilities.
Due to the nature of our sales transactions, we have chosen the following practical expediency measures :(i)
Shipping and handling fees are considered to be the cost of performance.
As a result, transportation and processing costs are classified as components of the cost of selling goods, while the amount billed to the customer is classified as an integral part of the net sale; (ii)
We do not include sales and similar taxes charged to our sales and to our customers; (iii)
Since our standard payment terms are less than a year old, we have not assessed whether there is an important financing component in the contract.
The company subdivides revenue according to the business unit that can be reported, geographical location and important product line.
Refer to the implementation of toNote.
Operation part of further information. Laddawn, Inc.
The company acquired Laddawn in August 2018. (\"Laddawn\")
The purchase price is $0. 242 billion, which is preliminary and needs to be adjusted.
Laddawn is a custom bag and film manufacturer with unique-to-industry e-
E-Commerce sales platform.
The acquired business operates in our engineering materials department.
The company uses existing liquidity to fund purchases.
The acquisition is accounted for according to the accounting purchase method, so the purchase price has been allocated to Identifiable assets and liabilities based on preliminary estimates of fair value on the acquisition day.
Since the date of the acquisition, the results of Laddawn have been included in the company\'s merger results.
The company has not yet finalized the distribution of the purchase price to the fair value of the acquired assets and liabilities assumed.
The assets acquired and liabilities assumed include $26 million in current capital, $39 million in property and equipment, $98 million in intangible assets and $79 million in goodwill.
Working capital includes increasing inventory to a fair value of $2 million.
The company, mainly due to the expected cost synergies, confirmed goodwill in this transaction and expected that goodwill could be deducted for tax purposes.
Clopay Plastic Products Co. , Ltd.
The company acquired Clopay Plastic Products in February 2018. (\"Clopay\")
The purchase price of $0. 475 billion.
Clopay is an innovator in the development of printed breathable films, elastic films and laminated materials, and the products are designed specifically for applications in many markets, including: sanitary, healthcare, construction and industrial protective clothing.
The acquired business operates in our health, health and professional sectors.
To fund the purchase, the company issued a principal of $0. 5 billion totaling $4.
5% Second Priority Notes provided through private premises.
The acquisition is accounted for according to the accounting purchase method, so the purchase price has been allocated to Identifiable assets and liabilities based on the fair value of the acquisition date.
Since the date of the acquisition, the results of Clopay have been included in the company\'s merger results.
The company confirmed the goodwill to the transaction mainly due to the expected cost synergies, and it was expected that goodwill could be deducted from the tax.
The following table summarizes the purchase price allocation and estimated fair value of the assets acquired and the liabilities assumed on the date of acquisition: Working capital (a)
$70 Property and equipment. Other assets and long-term assets
Qualifications 5 (a)
Including increasing inventory by $3 million to fair value 9 the company has signed various factoring agreements in the United StatesS.
In some foreign subsidiaries, sell some unrelated third-
Financial institutions of the party.
According to ASC 860 \"transfer and service\", the company accounted for these transactions (\"ASC 860\").
ASC 860 allows the transfer of ownership of accounts receivable to be eligible for sales processing when appropriate standards are met, which allows the company to present the Balance sold under the plan to be excluded from accounts receivable, net on consolidated balance sheet.
Accounts receivable are considered for sale (i)
They are transferred beyond the capabilities of the company and creditors ,(ii)
The buyer has the right to pledge or exchange receivables and (iii)
The company has waived control over the assigned receivables.
In addition, once the receivables are sold, the company will not provide other forms of continuous financial support to the purchaser of the receivables.
No outstanding amount of financial institutions related to the United StatesS.
Projects in December 29, 2018 or September 29, 2018.
Total income under these US Treasury bondsS.
The base projects in December 29, 2018 and September 29, 2018 were $0. 212 billion and $0. 162 billion, respectively.
The expenses associated with the assignment of all project receivables are not important for any period raised.
The company incurred restructuring costs of $11 million during the quarter ended December 29, 2018 and December 30, 2017, respectively.
The following table lists important components of confirmed Restructuring costs by market segment: Consumer Packaging $-2018, December 30, 2017-
$1 health, hygiene and specialty 1010 Engineering Materials 1-
Consolidated $11 the following table lists the activities of the Restructuring accrual basis as of December 29, 2018: employee turnover and benefits
Provision for cash impairment in September 29, 2018
$13 charges31711non-
Impairment of cash assets-—(7)(7)Cash payments(6)(1)—(7)
The balance for December 29, 2018 was $64
$10 the table below sets out the total amount of accrued and other current liabilities on the consolidated balance sheet: December 29, 2018 employee compensation $ September 29, 2018 taxable $106 taxable $113 Taxable $427
With assets sheet on the regular Liabilities: December 29, 2018 September 29, 2018 not sure of tax position $68 $67 extension of purchasing price 43 40 pension liabilities 4245 rental retirement liabilities 40 39 for sale-
Rent back deferred gain2121transfer tax1818Derivative instrument ents1312tax collection agreement 28910 Long obligation1223Other2424 $281-
Short-term debt as follows: mature datedecember 29,2018 September 29, 2018 of loanfebruary 2020 $700 $800 of loanjanuary 2021814814 of loanoctober 20221,5451 545 the creditmay loanjanuary 2024493493 Revolution 2020-—
51/2 second priority senior security note 20225005006% second priority senior security note 202240040051/8 second priority senior security note 202370070041/2 second priority senior security note 2026500500 second priority senior security note debt discount and deferred charges (40)(43)
Capital leasing and other financial leasing
Long term debt, 7375,844 current part of long term debtterm debt(37)(38)Long-
Fixed-term debt, minus the current portion of $5,700 5,806 the company has complied with all debt covenants during all submissions.
Long term deduction of debt discount and deferred financing fees
Term debt, minus the current portion on the consolidated balance sheet, and amortized to interest expense by due date.
Fixed-term loans with maturity dates of February 2020 and January 2021 are interest-bearing at LIBOR plus 1. 75%.
The maturity date is the interest of the loan period of October 2022 and January 2024 for LIBOR plus 2. 00%.
In fiscal 2019, the company has paid a long-term repayment of $0. 11 billion.
Regular borrowing using existing liquidity.
In the normal business process, the company is facing certain risks due to business and economic factors.
The company may use derivative financial instruments to help manage market risks and reduce the risk of fluctuations in interest rates and foreign currencies.
These financial instruments are not used for trading or other speculative purposes.
For derivatives that are designated and qualify as hedging instruments, the company must be based on the risk of being Hedge, the hedging instrument is designated as a hedge of fair value, a hedge of cash flow, or a hedge of net investment by foreign companies.
According to the FASB guidelines, to the extent that the hedging relationship is found to be valid, changes in the fair value of derivative instruments are offset by changes in the fair value of the relevant Hedging items and recorded as cumulative other comprehensive losses.
Any change in the fair value of a derivative that is determined to be invalid or not specified as a hedge is recorded in the confirmed income statement. Cross-
A currency swap company is a party to certain cross-trades.
A currency swap agreement with a nominal amount of 0. 25 billion euros effectively converts part of our fixed currencyrate U. S.
Term loans denominated in US dollars, including interest paid per monthrate euro-
Denominated debt.
The swap agreement expired on May 2022.
Risk management objectives are to manage foreign currency risks associated with tonet investments in certain European subsidiaries denominated in foreign currency, and to reduce the variability of functional currency cash flows for part of the company\'s fixed-term loans.
Changes in the fair value of derivative instruments are included in the accumulation of other comprehensive losses to offset changes in the net investment value of the hedging.
The main purpose of interest rate swap corporate interest rate swap activities is to manage cash flow variability related to our outstanding variable term loan debt.
During the 2017 fiscal year, the company revised various fixed-term loan rates and deadlines.
Combined with these changes, the company repositioned the exchange agreement that led to the cancellation
Designation and renewal of the original hedge fund
The revised futures Loss Index is set as an effective cash flow hedge.
Amount included in the accumulated Other Consolidated losses on the date of debt cancellation
The specified product is amortized to the interest expense through the terms of the original swap.
As of December 29, 2018, the company effectively (i)
$0. 45 billion interest rate swap transaction, swap one-
The monthly variable LIBORcontract with a fixed annual rate of 2.
000%. the effective date is May 2017 and the deadline is May 2022 ,(ii)
$1 billion interest rate swap transaction, swap one-
A monthly variable LIBOR contract with a fixed annual rate of 2.
808% effective on June 2018 and due on September 2021.
The company records the fair value position of all derivative financial instruments and the counterparty uses the Master network arrangement.
The total balance is as follows: national balance sheet for derivatives tool design September 29, 2018, 2018
Other long-
Regular liabilities $3 $11 interest rate swaps designated Other assets 716 interest rate swaps designated Other long-term assets
Term liability 10-
Other interest rates not specified for a long time
Regular liabilities-
1 The impact of the company\'s derivative instruments on the consolidated income statement is as follows: the operating status of derivative instruments during the quarterly period table December 30, 2017, 2018income)expense, net$(4)
$2 interest expenditure, net (2)(1)
It is expected that in the next 12 months, amortization related to unrealized losses in accumulated other Consolidated losses will be $9 million. Non-
Regular fair value measurement of certain assets of a company measured at non-fair value
Impairment indicators exist or the recurring basis at the time the company completes the acquisition.
Companies adjust certain long term
Only when the book value exceeds the fair value will the living asset reach the fair value.
The classification of the framework used to assess the value of assets is considered to be level 3 because of the subjective nature of the unobservable input used to determine fair value.
These assets that accept our annual impairment analysis mainly include intangible assets of our fixed life and indefinite life, including goodwill and our property, factories and equipment.
The Company reviews the impairment of goodwill and other indefinite living assets, and as of the first day of the fourth quarter of each year, if there are impairment indicators, it is more frequent.
In our annual fiscal 2018 assessment, the goodwill and other indefinite life assets determined by the company were not compromised.
No impairment indicators were found this quarter.
The table below includes the main asset categories measured at non-fair value
Recurring basis for the year ended December 29, 2018 and 2018, and impairment losses confirmed by fair value measurement during the period: as of December 29, 2018, the total impairment of level 1, Level 2, Level 3 is indefinite-
$-Live trademark$—$248$248$—Goodwill——2,9412,941—
Intangible assets-—1,0541,054—
Property, plant and equipment-—
Total $4577-2,4572$—
$6,700 $ 712As September 29, 2018 level 1 Level 2 level 3 cumulative indefinitely-
$-Live trademark$—$248$248$—Goodwill——2,9442,944—
Intangible assets-—1,0921,092—
Property, plant and equipment-—2,4882,488—Total$—$—$6,772$6,772$—
The company\'s financial instruments mainly include cash and cash equivalents.
Regular debt, interest rates and crossover
Currency exchange agreements and capital lease obligations.
Our long-term book value
As at December 29, 2018, long-term liabilities exceeded fair value by $45 million.
Long company-
The fair value of long-term debt is determined using secondary inputs, as there are no other significant observable inputs.
In December 2017, the United StatesS.
The government has enacted comprehensive tax legislation, often referred to as the tax reduction and Employment Act (the “Tax Act”).
The transitional impact of the tax law resulted in the acquisition of $95 million in transitional benefits during the quarter ended December 30, 2017.
In the quarter, the company completed the accounting of the tax code, resulting in an invisible change in fiscal 2018.
The effective rate for the quarter ended December 29, 2018 was 21%, positively affected by 2%
1% of Excess tax benefits and other discrete items are deducted from R & D credit.
These favorable projects were offset by 4% growth in the United States. S.
National income tax and other independent programs.
The company\'s business is divided into three operations: engineering materials, health, hygiene and specialty, and consumer packaging.
The structure is designed to align us with our customers, deliver the best service and drive future growth in a cost-effective manner.
The following table shows selected information for the reportable section: Net sales for the quarter of December 30, 2017 2018: $669 for Engineering Materials $648 for hygiene and $1,972 for Specialties702577Consumer Packaging601551Total net sales of $1,776 for operating income: 94 composite material $88 Depreciation and amortization of health, hygiene and Specialties4937Consumer Packaging3338Total operating income of $176 $163: month composite material $29 health, health and Specialties5446Consumer Packaging5354Total Depreciation and amortization cost $138 $129 December 29, 2018 September 29, 2018 Total assets: Composite Material $1,964 $1,998, health and professional 3 8113,913 a consumer packaging 3 1973,220 a Total assets 8,972 dollar 9,131 dollar goodwill total: engineering Materials $630 $633 health, health and specialty 4081,409 total goodwill by region $2,941 2,94413 part of the information as shown in the following table: Net sales for the quarter of December 30, 2017 2018: north America $1,605 $1,466 South America 67674europe20 asi67a6766 Total Net Sales $1,972 $1,776 December 29-20, 2018-September 29
Living assets: North America $5,685 $5,764 South America a332320europe451463 asia298299total long-
Living in assets: $6,766 $6,846 the information on the selected product line is shown in the following table: 29 during the three-month period of EndedDecember, 2018 net sales performance in December 30, 2017, Materials3943Engineered products S6 157engineered materials. 100% 100% sqm, health and specialty 100% rigid opening top4443 rigid closed top5657 consumer packaging 100% the company is a party to various legal proceedings involving conventional claims incidental to its business.
Although it is not possible to estimate the legal and financial liability of the company in such proceedings with certainty, management believes that any final liability is not important to its financial statements.
The company has various procurement commitments for raw materials, supplies and property and equipment related to normal operations.
In fiscal 2018, the company announced a stock repurchase program worth $0. 5 billion.
Depending on the market situation, Berry can repurchase shares through open markets, privately negotiated transactions or other plans.
This authorization has no expiration date and can be suspended at any time.
During the quarter ended December 29, 2018, the company bought back about 1,132 shares for $54 million.
As of the 29 th of 2018, the company could still obtain an authorized share repurchase of US $0. 412 billion.
Basic net income per share is by dividing the net income attributable to shareholders of common stock by weighting-
The average number of outstanding ordinary shares during the period, regardless of common stock equivalents.
Diluted net income per share is by dividing the net income attributable to shareholders of common stock by weighting-
Use the average number of outstanding ordinary share equivalents for the period determined by the Treasury-
Inventory method and if-
Conversion method.
For the purposes of this calculation, stock options are considered common stock equivalents, and stock options are included in the calculation of diluted net income only if the effect of diluted net earnings per share is diluted.
For the three months ended December 29, 2018, 3 million shares were excluded from the diluted net income per share calculation, as their impact would be counter-dilutive.
The following table provides reconciliation of the numerator and denominator calculated for basic net income per share and diluted net income: End of Quarter (
Inmillions, alimtperanza amounts)
December 29, 2018 December 30, 2017 Digital with net income $88 $163 denominator Weighted average common stock issued-basic131. 1131.
0 dilute shares2. 75.
0 weighted average of issued ordinary shares and ordinary shares-diluted133. 8136.
Basic earnings per share are $0. 67$1. 24Diluted$0. 66$1.
20 the components and activities of the accumulated Other Consolidated losses are as follows: The Other Consolidated balances accumulated by the monetary conversion defined benefits and retirement health benefits plan swaps are US $ September 29, 2018 (175)$(13)$32$(156)
Other comprehensive income (loss)
Before re-classification (4)—(22)(26)
Net re-classification from accumulated Other Consolidated income (loss)——(2)(2)
Income tax provision-—
77 Balance as at December 29, 2018179)$(13)$15$(177)
Currency conversion definition of welfare and retirement health welfare plan in September 30, 2017 cumulative The Other comprehensive Balance $ (48)$(16)$(4)$(68)
Other comprehensive income (loss)
Before re-classification (24)(1)14(11)
Net re-classification from accumulated Other Consolidated income (loss)——
33 Income tax provision-—(4)(4)
Balance of December 30, 2017 $ (72)$(17)$9$(80)
Berry Global Ltd. (“Issuer”)
Outstanding Notes have been noted, which are guaranteed by its parent company, BerryGlobal Group, Inc. in full, joint and unconditional(
For the purposes of this note, \"father \")
And all subsidiaries of the issuer in the country.
The separate narrative information or financial statements of the guarantor\'s subsidiaries are not included because they are 100% of the shares owned by the parent company and the guarantor\'s subsidiaries, and they jointly guarantee these debts without conditions.
The guarantee of the securities guarantor subsidiary will be terminated under the following customary circumstances: if such sale complies with the guarantee, the share capital of the guarantor shall be sold and the guarantor shall be designated as an unrestricted subsidiary, if the guarantor no longer guarantees certain other debts of the issuer, the failure or discharge of the deed or restricted subsidiary is required after the relevant issue date.
The guarantee of the guarantor subsidiary is also limited, if necessary, to prevent them from constituting a fraudulent transfer under applicable law, and any guarantee for the guarantee of the subordinated debt is subject to certain other debts of the company.
The parent company also guarantees the issuer\'s term loans and revolving credit.
The guarantor guarantees our term loan.
Borrowers under our revolving credit mechanism.
The following is the consolidated financial information of the parent company, issuer, guarantor subsidiary and non-guarantor
Guarantor subsidiary
The financial information of the issuer and guarantor includes all operating subsidiaries in our country; our non-
Guarantor subsidiaries include our foreign subsidiaries, certain non-substantive domestic subsidiaries and unrestricted subsidiaries of issuers.
The parent company uses the equity method to state its ownership in the issuer in the condensed consolidated supplementary financial statements.
The issuer uses the equity law to state its ownership in the guarantor and non-guarantor
Guarantor subsidiary
All consolidated entries and elimination of inter-company balances are included in the eliminate column.
Supplementary Consolidated statements as of December 29, 2018
Net sales $-$141 $1,377 $454-
$1,972-851,142392—
1,619 Sales, general and administrative-138724—
124 Amortization of intangible assets-—366—
42 fees for restructuring and impairment-—74—
Operating income-4310528—
Other costs 176 (income), net—11(2)——
Net interest expenditure54514—
Net profit equity of 64 subsidiaries (112)(67)——179—
Income before tax 1121045916 (179)
112 Income tax expenditure8(24)
$88 $59 $8 $ (155)
$88 consolidated net income $88 $79 $59 $ (4)$(155)
Quarter period of $67 as of December 30, 2017
Net sales $-$138 $1,225 $413-
$1,776-106989352—
1,447 Sales, general and administrative-128025—
117 Amortization of intangible assets-—317—
38 restructuring and impairment charges-—74—
11 Operating income (loss)—2011825—
163 other income, net57(3)—
9 interest expenditure, net-54314—
Net profit equity of 62 subsidiaries (92)(72)——164—
Income before income tax (164)
92 Income tax expenses (71)(81)—1071(71)
Net income $163 $68 $4 $ (235)
$163 Consolidated Net Income $163 $160 $68 $ (5)$(235)
$15116 streamlined Supplementary Consolidated Balance Sheet 29, 2018
Assets guaranteed or subsidized-2141,243749—
2,206 Intercompany can receive 2481,878-28(2,154)—
Property, plant and equipment, network791,660718—
2,457 Other assets 1, 5936,3264, 808486 (8,904)
4,309 Total assets $1,841 $8,497 $7,711 $1,981 (11,058)
$8,972 current liabilities 18248621292-
1,179 inter-company payable-—2,154—(2,154)—Other long-
Long-term liabilities 8515861-
6. 338 Shareholders\' equity 1, 4552,3984 and 8781,628 (8,904)
1,455 Total liabilities and equity of shareholders $1,841 $8,497 $7,711 $1,981 (11,058)
$8,972 in September 29, 2018
Assets guaranteed or subsidized-2491,240796—
2,285 can receive 2961,907 between companies-49(2,252)—
Property, plant and equipment, network791,684725—
2,488 Other assets 5446, 2474, 849487 (8,769)
4,358 Total assets $1,840 $8,482 $7,773 $2,057 (11,021)
Current liabilities 9,131 dollar 18218635366-
1,237 inter-company payable-—2,252—(2,252)—Other long-
Term liability 9456859-
6. 460 Shareholders\' equity 1, 4342,3194 and 8181,632 (8,769)
1,434 Total liabilities and equity of shareholders $1,840 $8,482 $7,773 $2,057 (11,021)
Supplementary Consolidated Statement of Cash Flows as at December 29, 2018 $9,131
Cash flow generated by business activities $-$55$155$(49)$—
Activity to invest in real estate, factories and equipment increased cash flow by $161—(59)(16)—(75)
Proceeds from the sale of assets-—————(Contributions)
Assigned to/from subsidiary 47 (47)————
Advance payment between companies (repayments)—38——(38)—
Net cash on investment activities 47 (9)(59)(16)(38)(75)
Cash flow from financing activitiesLoan term-(108)(2)——(110)
Proceeds from the issuance of common stock 5-———
Repurchase of common stock (52)————(52)
Payment Agreement for tax receivable (16)————(16)
Change in balance between companies(93)3938—
Net cash in financing activities (47)(108)(95)3938(173)
Impact of exchange rate changes on cash——(1)—(1)
Net cash changes-(62)1(27)—(88)
Cash and cash equivalents at the beginning of the period-1334244—
381 final cash and cash equivalents $-$71$5$217$—
The quarter ended December 30, 2017 was $29317
Cash flow generated by business activities $-$35$139$(21)$—
Activity to invest in real estate, factories and equipment increased cash flow by $153(3)(61)(30)—(94)
Proceeds from the sale of assets-——3—3(Contributions)
Assigned to/from subsidiaries (4)4————
Advance payment between companies (repayments)—69——(69)—
Other investment activities—————
Net cash on investment activities (4)70(61)(27)(69)(91)
Cash flow from financing activitiesLoan term-(106)(2)——(108)
Proceeds from the issuance of common stock 4-———
4 payment agreement for tax receivable (37)————(37)
Change in balance between companies(86)(20)69—
Net cash for financing activities 4 (106)(88)(20)69(141)
Impact of exchange rate changes on cash——1—
Net cash changes-(1)(10)(67)—(78)
Cash and cash equivalents at the beginning of the period-1812276—
306 final cash and cash equivalents $-$17$2$209$—
$22818 this discussion contains forward-
Including, but not limited to, the risks and uncertainties described in our most recent Form 10
K. in the documents we submit to the Securities and Exchange Commission on a regular basis, the title is \"Risk Factors\" and other risk factors.
Therefore, our actual results may be very different from the results contained in any forwarding
Look at the report. The forward-
Forward-looking statements cited in this report should be read and qualifications and limitations included in this report should be explained.
Fiscal 2018 and fiscal 2019
Two weeks.
Perform summary business.
The company\'s business is divided into three operations: engineering materials, health, hygiene and specialty, and consumer packaging.
The structure is designed to align us with our customers, deliver the best service and drive future growth in a cost-effective manner.
The engineering material part consists mainly of adhesive tape and adhesive, polyethylene film products, can liner, printed film and special coating and laminated products.
The health, hygiene and professional parts are mainly composed of non-woven professional materials and films for hygiene, infection prevention, personal care, industrial, construction and filtration applications.
The consumer packaging section is mainly composed of containers, food service supplies, bottle caps, bottles, prescription containers and tubes. Acquisitions.
Our acquisition strategy focuses on improving our long term
Enhance our market position and expand our existing and complementary product lines.
We seek attractive post-acquisition business
Synergy multiples, create value for our shareholders from collaborative implementation, leverage the products obtained in our customer base, create new platforms for future growth, and assume the best of the business we get
While estimating the expected benefits of earnings at the beginning of each transaction, once the execution and integration of the plan occurs, due to system integration and movement of activities to multiple facilities, we often cannot estimate or track the final effect accurately.
Since historical business integration and restructuring initiatives do not allow us to be precisely separated from the originally identified synergies, we measure collaborative implementation based on the consolidated overall segmentation profitability. Laddawn, Inc.
The company acquired Laddawn in August 2018. (\"Laddawn\")
The purchase price is $0. 242 billion, which is preliminary and needs to be adjusted.
Laddawn is a custom bag and film manufacturer with unique-to-industry e-
E-Commerce sales platform.
Laddawn reported that net sales for the 12 months ended July 31, 2018 were $0. 145 billion and operated in our engineering materials division.
The company expects to achieve an annual cost synergy of $5 million in the 2019 fiscal year.
The company uses existing liquidity to fund purchases.
Clopay Plastic Products Co. , Ltd.
The company acquired Clopay Plastic Products in February 2018. (\"Clopay\")
The purchase price of $0. 475 billion.
Clopay is an innovator in the development of printed breathable films, elastic films and laminated materials, and the products are designed specifically for applications in many markets, including: sanitary, healthcare, construction and industrial protective clothing.
The acquired business operates in our health, health and professional sectors.
The company is expected to achieve an annual cost synergy of $40 million, which is expected to be fully realized in fiscal 2019.
To fund the purchase, the company issued a principle amount of $0. 5 billion in total.
5% Second Priority Notes issued through private placement.
Trend of raw materials.
Our main raw materials are plastic resin mainly composed of polypropylene and polyethylene.
Plastic resin is affected by price fluctuations, including supply shortages and price fluctuations caused by price changes in natural gas, crude oil and other petrochemical intermediates producing resin.
The simple average price of three months per pound announced by the United StatesS.
Market Index: polyethylene-tinone film-polypropylene film, respectively64$. 68$. 56$. 76$. 71$. 562nd quarter—. 69. 58—. 75. 673rd quarter—. 68. 60—. 76. 614th quarter—. 66. 62—. 85.
62 due to the time difference in the delivery of resin cost changes to customers on escalators/de-
Escalator project, when the cost of plastic resin increases, the segment is significantly affected in the short term, and when the cost of plastic resin is reduced, the segment is positively affected.
With the fluctuation of the cost of plastic resin, the time lag of this change through the cost of raw materials may affect our results. 19Outlook.
The company is affected by overall economic and industrial growth, availability and affordability of plastic resins, and general industrial production.
Our business has both geographical and terminal advantages.
Market diversity reduces the impact of these factors on our overall performance.
Our results are influenced by our ability to deliver raw materials and other cost changes to our customers, increase manufacturing productivity and adapt to changes in the number of customers.
We believe that there are long-term growth opportunities outside North America, especially in Asia for the health, medicines, personal care and food packaging markets, and that per capita consumption growth is expected to lead to organic market growth.
We continue to believe that the long-term dynamics of the resin market will be beneficial.
The planned capacity expansion of polyethylene in North America and the recent decline in global oil production will benefit the company.
For fiscal 2019, we forecast operating cash flow and adjusted free cash flow of $1. 036 billion and $0. 67 billion respectively.
Under our tax receivable agreement, the adjusted free cash flow of $0. 67 billion includes capital expenditures of $0. 35 billion and payments of $16 million.
In our adjusted free cash flow guidelines, we also assume that the cash tax is $0. 149 billion and the cash interest cost is $0. 27 billion, other cash use of $45 million related to changes in working capital and projects, such as acquisition consolidation costs and costs to achieve synergies.
Definition of adjusted free cash flow and more information related to adjusted free cash flow
See \"Liquidity and Capital Resources \".
Results of comparison of operations for the quarter ended December 29, 2018 (the \"Quarter\")
For the quarter ended December 30, 2017 (
\"First Quarter \")
Acquisition sales and operating income disclosed in this section represent the results of the acquisition in the current period.
Business consolidation costs include restructuring and impairment costs, acquisition-related costs, and other business optimization costs.
There are millions of dollars on the table.
Comprehensive an overview quarter sales 1,972 dollar 1,776 dollar 19611% dollar 176 dollar business income 163 dollar 138% dollar business income accounted for net sales of percentage 9% Net sales than the quarter growth 0. 196 billion main reason is Acquisition Net Sales $0. 158 billion, organic sales increased by $49 million, partially offset by the adverse impact of $11 million from foreign exchange movements.
The growth of organic sales was mainly due to the increase in the cost of commodity sales, with sales prices rising by $82 million, partially offset by a decline in sales by 2%.
Operating income increased by $13 million over the previous quarter, mainly due to a $10 million reduction in business integration costs, a $6 million decrease in depreciation and amortization, and a $3 million decrease in acquisition operating income, the improvement in the distribution of price costs has had an impact of $3 million.
These increases were partially offset by the adverse effects of $4 million and the adverse effects of $4 million in foreign exchange changes.
Composite materialsquarterprior quarter $ change % changenet sales $669 $648 $ 213% 88 94 business income $ 67% of net sales14 % 14% online sales of composite material part increase the $21 million the before the first quarter Main is with net sales of $35 million, organic sales fell by $13 million, partially offset.
The decline in organic sales was mainly due to strong sales in the previous quarter resulting in a 3% drop in sales, and sales prices rose by $8 m due to increased sales costs.
Operating income increased by $6 million over the previous quarter, mainly due to the impact of an improvement in the distribution of price costs of $6 million, with depreciation and amortization reduced by $3 million, the negative impact of $3 million was partially offset.
Health, health and professional quarterly sales $702 $577 $ 12522% Operating income $49 $37 $ 1232% % of net health sales 6% health and professional sector increased by $0. 125 billion over the previous quarter, the main reason is the acquisition of net sales of $0. 123 billion, organic sales growth of $12 million, part of the $10 million brought by foreign currency changes
The growth in organic sales was mainly due to the increase in sales costs and the increase in sales prices by $39 million, which was partially offset by a 5% drop in sales due to the general weakness in the health and professional markets.
Operating income increased by $12 million over the previous quarter, mainly due to a $10 million reduction in business integration costs and an improvement in the distribution of price costs having an impact of $6 million, acquisition Revenue was $3 million and depreciation and amortization decreased by $2 million.
These increases were partially offset by the negative impact of $5 million and the adverse impact of $3 million in foreign exchange changes.
Consumers packagingquarterprior quarter $ change % changenet sales $601 $551 $ 509% 38 33 business income $ (5)(13%)
The percentage of net sales in the consumer packaging sector was 7%, an increase of $50 million over the previous quarter, mainly due to organic sales growth.
Organic sales growth was mainly due to an increase in sales costs and a 35 million increase in sales, with sales prices rising by $ 3%.
Operating income decreased by $5 million over the previous quarter, mainly due to the negative impact of recovering higher sales costs by $9 million, partially offset by the favorable impact of $4 million. Other (income)
$ Change % ChangeOther in the quarter of netQuarterPrior (income)expense, net$—$9$(9)100%The other (income)
Fees, net decrease of $9 million compared with the previous quarter, mainly due to non-
Balance between companies.
Interest expenditure, netQuarterPrior $ Change % ChangeInterest expense last quarter, net $64 $62 $ 23% interest expenditure increased by $2 million over the previous quarter, mainly due to the additional $0. 5 billion 4
5% second priority senior security note used to fund the Clopay acquisition, partially offset by lower interest due to long-term repayment
Regular loans for fiscal 2018.
Income tax expenses (benefit)
Changes in income tax expenses in the first quarter of the quarter (benefit)$24$(71)$95(134%)
Income tax expenses (benefit)
A decrease of $95 million compared to the previous quarter, mainly due to an increase in pre-tax income and $95 million in interim transition benefits recorded in the previous quarterS. tax reform.
The effective tax rate for the quarter was 21%, positively affected by 2%
Compensation excess tax deduction based on R & D credit and other discrete projects, 1%.
These favorable projects were offset by 4% growth in the United States. S.
National income tax and other independent programs.
The change in Consolidated income decreased by $84 million in the previous quarter, mainly due to a decrease in net income of $75 million, a decrease in fair value of interest rate hedging by $30 million, and tax deduction, partially offset by a $20 million increase in currency conversion.
Main income from currency translationU. S.
Subsidiaries in functional currencies other than the United StatesS.
Convert assets and liabilities from their respective functional currencies to USDS.
USD during use
End exchange rate.
The change in currency translation is mainly due to the use of the euro, the Brazilian real and the Canadian dollar as the location of its functional currency.
As part of overall risk management, companies use derivatives to reduce the risk of interest rate changes due to company fluctuations
Among the other aggregate losses accumulated, the fair value of these instruments has changed.
The changes in fair value of these tools in fiscal 2019 and fiscal 2018 are mainly due to changes in the forward interest rate curve between the date of measurement.
We manage our global cash needs, taking into account (i)
The funds available in many of our subsidiaries that carry out our business ,(ii)
The location of our liquidity needs, and (iii)
The cost of acquiring an international cash balance.
We have assets of $0. 75 billion.
Revolving credit line due on May 2020.
As of the end of the quarter, the company had no outstanding balance in revolving credit financing.
The company complied with all the covenants at the end of the quarter (see Note 8).
Net cash generated from cash flow operations increased by $8 million over the previous quarter, mainly due to improvements in net income before depreciation, amortization and deferred income tax, partially offset by an increase in working capital.
Net cash for investment activities decreased by $16 million compared to the previous quarter, mainly due to a decrease in capital expenditure.
Net cash used for financing activities increased by $32 million over the previous quarter, mainly due to stock buybacks, in part due to reduced taxes receivable.
We bought back $54 million of common stock this quarter.
Stock Repurchase was completed using existing liquidity.
Adjusted free cash flow we define \"adjusted free cash flow\" as cash flow generated by operating activities minus net increases in properties, factories and equipment and payment of tax receivable agreements.
According to our definition, our consolidated adjusted free cash flow is summarized as follows: the quarterly deadline for operating activities in December 30, 2017 was 2018, the property, plant and equipment increased by $161, an increase of $153, net (75)(91)
Payment Agreement for tax receivable (16)(37)
Adjusted free cash flow $70 $25 adjusted free cash flow, as shown in this document, is a supplementary financial measure not required by the following persons, nor is it based on the accepted accounting principles of the United StatesS. (\"GAAP\").
Adjusted free cash flow is not a financial measure of GAAP and should not be considered as an alternative to operating activity cash flow or any other measure determined in accordance with GAAP.
We use adjusted free cash flow as a measure of liquidity as it helps us to assess our company\'s ability to fund growth by generating cash, and believe it is useful for investors.
In addition, investors, securities analysts and other interested parties in our industry widely use adjusted free cash flow and similar measures to measure the liquidity of the company.
Other companies, including others in our industry, may calculate Adjusted free cash flow in different ways, limiting its usefulness as a comparative measure.
In December 29, 2018, our cash balance was $0. 293 billion, about 75% of which were outside the United States. S.
We believe in our existing America. S.
Based on cash and cash flow from the USS.
Over the next 12 months, our business and available borrowings under our senior secured credit facility will be sufficient to meet our liquidity needs.
We don\'t expect our free cash flow to cover all the long term.
Term debt and intend to refinance those debts before they are due.
However, we are unable to predict the results of our future operations, and our ability to meet our obligations involves many risks and uncertainties, including but not limited: those factors described in the \"Risk Factors\" section of our recent Table 10-
K submitted to the Securities and Exchange Commission, Form 10-Q, if any.
22 interest rate sensitivity we are mainly exposed to market risks caused by changes in interest rates through our advanced secured credit facility.
As of December 29, 2018, our senior secured credit services include (i)$3.
6 billion term loans and (ii)
There was no outstanding revolving credit of $0. 75 billion.
The borrowing under our senior secured credit facility is calculated at an interest rate equal to the applicable margin plus LIBOR.
The applicable margin for LIBOR interest rate borrowing under the revolving credit mechanism is 1. 25% to 1.
75%, the margin of the term loan from 1. 75% to 2. 00% per annum.
As at December 29, 2018, the LIBOR rate was approximately 2.
The loan term applies to 50%. A 0.
The 25% LIBOR change will increase our annual interest expenditure on variable interest rate term loans by $5 million.
We seek to minimize the risk of interest rate volatility by operating and financing activities on a regular basis and, where deemed appropriate, by using derivative financial instruments.
These financial instruments are not used for trading or other speculative purposes.
As of December 29, 2018, the company effectively (i)
A $0. 45 billion interest rate swap
A monthly variable LIBOR contract with a fixed annual rate of 2.
000%. the effective date is May 2017 and the deadline is May 2022 ,(ii)
$1 billion interest rate swap transaction, swap one-
A monthly variable LIBOR contract with a fixed annual rate of 2.
808% effective on June 2018 and due on September 2021.
As a global company, we are faced with foreign exchange risks caused by exchange rate fluctuations, mainly foreign exchange risks in the United States. S.
The dollar is against the euro, the Brazilian real, the Argentine peso, the renminbi, the Canadian dollar and the Mexican peso.
Significant fluctuations in exchange rates may have a significant or negative impact on our revenues, sales costs and operating expenses.
Foreign Currency Conversion profit and loss is mainly notU. S.
Subsidiaries in functional currencies other than the United StatesS.
Convert assets and liabilities from their respective functional currencies to USDS.
USD during use
Affect our combined income.
A 10% decline in foreign exchange rates will have a negative impact on our annual net income of $6 million.
The company is certain
A currency swap agreement with a nominal amount of 0. 25 billion euros effectively converts part of our fixed currencyrate U. S.
Term loans denominated in US dollars, including interest paid per monthrate euro-
Denominated debt.
The swap agreement expired on May 2022.
Risk management objectives are to manage foreign currency risks associated with net investment by certain European subsidiaries denominated in foreign currency, and to reduce the variability of functional currency cash flows for part of the company\'s fixed-term loans.
In the future, we may try to offset potential foreign exchange gains and losses by signing foreign currency forward contracts to manage the foreign exchange risk of our expected cash flow. 23(a)
Assessment of disclosure controls and procedures.
Under the applicable Securities and Exchange Commission regulations, with the participation of the chief executive officer and the chief financial officer, the management of the reporting company must regularly evaluate the company\'s \"disclosure controls and procedures \", generally defined as the control and other procedures of the reporting company, designed to ensure that the reporting company discloses the required information in its periodic report to the Commission (
Like this Form10-Q)
Record, process, summarize and report in time.
As of December 29, 2018, the company\'s management, with the participation of the chief executive officer and the chief financial officer, assessed the effectiveness of the design and operation of disclosure controls and procedures.
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