ROCK-TENN CO, 10-K filed on 11/18/2013
Annual Report
Document and Entity Information Document (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Nov. 8, 2013
Mar. 31, 2013
Entity Information [Line Items]
 
 
 
Document Type
10-K 
 
 
Amendment Flag
false 
 
 
Document Period End Date
Sep. 30, 2013 
 
 
Document Fiscal Year Focus
2013 
 
 
Document Fiscal Period Focus
FY 
 
 
Trading Symbol
RKT 
 
 
Entity Registrant Name
Rock-Tenn CO 
 
 
Entity Central Index Key
0000230498 
 
 
Current Fiscal Year End Date
--09-30 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
Entity Common Stock, Shares Outstanding
 
72,037,789 
 
Entity Public Float
 
 
$ 6,489 
Entity Voluntary Filers
No 
 
 
Entity Current Reporting Status
Yes 
 
 
Entity Well-known Seasoned Issuer
Yes 
 
 
Consolidated Statements of Income (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Net sales
$ 2,485.1 
$ 2,448.3 
$ 2,324.9 
$ 2,287.1 
$ 2,353.8 
$ 2,303.2 
$ 2,282.9 
$ 2,267.7 
$ 9,545.4 
$ 9,207.6 
$ 5,399.6 
Cost of goods sold
 
 
 
 
 
 
 
 
7,698.9 
7,674.9 
4,407.7 
Gross profit
555.1 
496.7 
385.2 
409.5 
419.9 
359.8 
360.8 
392.2 
1,846.5 
1,532.7 
991.9 
Selling, general and administrative expenses
 
 
 
 
 
 
 
 
954.3 
927.5 
541.2 
Restructuring and other costs, net
26.0 
23.5 
12.4 
16.1 
23.1 
13.7 
28.1 
10.3 
78.0 
75.2 
93.3 
Operating profit
 
 
 
 
 
 
 
 
814.2 
530.0 
357.4 
Interest expense
 
 
 
 
 
 
 
 
(106.9)
(119.7)
(88.9)
Loss on extinguishment of debt
(0.1)
(0.2)
(6.3)
(0.1)
(19.5)
(0.3)
(25.9)
(39.5)
Interest income and other (expense) income, net
 
 
 
 
 
 
 
 
(0.9)
1.3 
(15.0)
Equity in income of unconsolidated entities
 
 
 
 
 
 
 
 
4.6 
3.4 
1.5 
Income before income taxes
256.8 
203.1 
109.1 
141.7 
120.8 
90.6 
53.3 
124.4 
710.7 
389.1 
215.5 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
21.8 
(136.9)
(69.5)
Consolidated net income
178.3 
141.7 
325.6 
86.9 
83.4 
59.3 
32.7 
76.8 
732.5 
252.2 
146.0 
Less: Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(5.2)
(3.1)
(4.9)
Net income attributable to Rock-Tenn Company shareholders
$ 176.5 
$ 140.1 
$ 324.7 
$ 86.0 
$ 82.3 
$ 58.2 
$ 31.9 
$ 76.7 
$ 727.3 
$ 249.1 
$ 141.1 
Basic earnings per share attributable to Rock-Tenn Company shareholders
$ 2.45 
$ 1.94 
$ 4.51 
$ 1.20 
$ 1.15 
$ 0.82 
$ 0.45 
$ 1.08 
$ 10.10 
$ 3.49 
$ 2.81 
Diluted earnings per share attributable to Rock-Tenn Company shareholders
$ 2.40 
$ 1.91 
$ 4.45 
$ 1.18 
$ 1.14 
$ 0.81 
$ 0.44 
$ 1.06 
$ 9.95 
$ 3.45 
$ 2.77 
Cash dividends paid per share
 
 
 
 
 
 
 
 
$ 1.05 
$ 0.80 
$ 0.80 
Consolidated Statements of Comprehensive Income (Loss) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Consolidated net income
$ 732.5 
$ 252.2 
$ 146.0 
Other comprehensive income (loss), net of tax:
 
 
 
Foreign currency translation (loss) gain
(15.1)
18.3 
(12.9)
Derivatives:
 
 
 
Deferred loss on cash flow hedges
(0.3)
Less: Reclassification adjustment of net loss on cash flow hedges included in earnings
1.4 
4.0 
Defined benefit pension plans:
 
 
 
Net actuarial gain (loss) arising during period
184.1 
(234.2)
(211.2)
Amortization of net actuarial loss, included in pension cost
24.2 
13.3 
12.2 
Prior service credit (cost) arising during period
3.2 
(1.4)
0.3 
Amortization of prior service cost, included in pension cost
0.9 
0.4 
0.4 
Other comprehensive income adjustments
4.2 
Other comprehensive income (loss)
201.5 
(202.2)
(207.5)
Comprehensive income (loss)
934.0 
50.0 
(61.5)
Less: Comprehensive income attributable to noncontrolling interests
(6.7)
(2.2)
(4.4)
Comprehensive income (loss) attributable to Rock-Tenn Company shareholders
$ 927.3 
$ 47.8 
$ (65.9)
Consolidated Balance Sheets (USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
Sep. 30, 2012
Current Assets:
 
 
Cash and cash equivalents
$ 36.4 
$ 37.2 
Restricted cash
9.3 
40.6 
Accounts receivable (net of allowances of $26.8 and $26.9)
1,134.9 
1,075.6 
Inventories
937.9 
861.9 
Other current assets
297.9 
174.5 
Total current assets
2,416.4 
2,189.8 
Property, plant and equipment at cost:
 
 
Land and buildings
1,203.1 
1,207.7 
Machinery and equipment
6,467.8 
6,121.7 
Transportation equipment
13.8 
13.6 
Leasehold improvements
24.7 
20.0 
Property, plant and equipment, at cost
7,709.4 
7,363.0 
Less accumulated depreciation and amortization
(2,154.7)
(1,751.6)
Net property, plant and equipment
5,554.7 
5,611.4 
Goodwill
1,862.1 
1,865.3 
Intangibles, net
699.4 
795.1 
Other assets
200.8 
225.5 
Assets
10,733.4 
10,687.1 
Current liabilities:
 
 
Current portion of debt
2.9 
261.3 
Accounts payable
802.1 
708.9 
Accrued compensation and benefits
249.0 
211.4 
Other current liabilities
189.4 
226.7 
Total current liabilities
1,243.4 
1,408.3 
Long-term debt due after one year
2,841.9 
3,151.2 
Pension liabilities, net of current portion
975.2 
1,493.1 
Postretirement benefit liabilities, net of current portion
118.3 
154.2 
Deferred income taxes
1,063.1 
888.8 
Other long-term liabilities
165.4 
173.9 
Commitments and contingencies (Notes 10 and 16)
   
   
Redeemable noncontrolling interests
13.3 
11.4 
Equity:
 
 
Preferred stock, $0.01 par value; 50,000,000 shares authorized; no shares outstanding
Class A common stock, $0.01 par value; 175,000,000 shares authorized; 72,023,820 and 70,884,002 shares outstanding at September 30, 2013 and September 30, 2012, respectively
0.7 
0.7 
Capital in excess of par value
2,871.4 
2,810.8 
Retained earnings
1,740.8 
1,094.7 
Accumulated other comprehensive loss
(300.6)1
(500.5)1
Total Rock-Tenn Company shareholders’ equity
4,312.3 
3,405.7 
Noncontrolling interests
0.5 
0.5 
Total equity
4,312.8 
3,406.2 
Liabilities and Equity
$ 10,733.4 
$ 10,687.1 
Consolidated Balance Sheets (Parenthetical Information) (USD $)
In Millions, except Share data, unless otherwise specified
Sep. 30, 2013
Sep. 30, 2012
Allowance for Doubtful Accounts Receivable, Current
$ 26.8 
$ 26.9 
Preferred Stock, Par or Stated Value Per Share
$ 0.01 
$ 0.01 
Preferred Stock, Shares Authorized
50,000,000 
50,000,000 
Preferred Stock, Shares Outstanding
Class A Common Stock, par value
$ 0.01 
$ 0.01 
Common Stock, Shares Authorized
175,000,000 
175,000,000 
Common Stock, Shares, Outstanding
72,023,820 
70,884,002 
Consolidated Statements of Equity (USD $)
In Millions, except Share data, unless otherwise specified
Total
Common Stock [Member]
Capital in Excess of Par Value [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive (Loss) Income [Member]
Noncontrolling Interests [Member]
Smurfit Stone [Member]
Balance at beginning of year at Sep. 30, 2010
 
 
 
$ 812.6 
 
 
 
Balance at beginning of year at Sep. 30, 2010
 
 
 
 
(92.2)
 
 
Balance at beginning year at Sep. 30, 20101
 
 
 
 
 
6.1 
 
Balance at beginning of year at Sep. 30, 2010
 
 
290.5 
 
 
 
 
Balance at beginning of year at Sep. 30, 2010
 
0.4 
 
 
 
 
 
Balance at beginning of year at Sep. 30, 2010
 
38,903,036 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Shares issued under restricted stock plan
 
537,078 
 
 
 
 
 
Restricted stock grants forfeited
 
(7,675)
 
 
 
 
 
Issuance of Class A common stock, net of stock received for minimum tax withholdings2
 
31,035,465 
 
 
 
 
 
Income tax benefit from share-based plans
 
 
 
 
 
 
Compensation expense under share-based plans
 
 
21.4 
 
 
 
 
Issuance of Class A common stock, net of stock received for minimum tax withholdings2
 
0.3 
2,412.4 
(8.7)
 
 
 
Fair value of share-based awards issued in the Smurfit-Stone Acquisition
 
 
56.4 
 
 
 
 
Purchase of subsidiary shares from noncontrolling interest
 
 
(18.0)
 
 
(5.3)1
 
Net income attributable to Rock-Tenn Company shareholders
141.1 
 
 
141.1 
 
 
 
Cash dividends (per share - $1.05, $0.80 and $0.80)
 
 
 
(37.6)
 
 
 
Other comprehensive income (loss), net of tax
(207.5)
 
 
 
(207.0)
0.4 1
 
Total Rock-Tenn Company Shareholders’ equity
3,371.6 
 
 
 
 
 
 
Net income (loss)
(4.9)
 
 
 
 
2.0 1
 
Distributions1
 
 
 
 
 
(2.5)
 
Total equity
3,372.3 
 
 
 
 
 
 
Stock issued in acquisition
 
 
 
 
 
 
2,378.8 
Balance at end of year at Sep. 30, 2011
 
 
 
907.4 
 
 
 
Balance at end of year at Sep. 30, 2011
 
 
 
 
(299.2)
 
 
Balance at end of year at Sep. 30, 20111
 
 
 
 
 
0.7 
 
Balance at end of year at Sep. 30, 2011
 
 
2,762.7 
 
 
 
 
Balance at end of year at Sep. 30, 2011
 
0.7 
 
 
 
 
 
Balance at end of year at Sep. 30, 2011
 
70,467,904 
 
 
 
 
 
Class A Common Stock, par value
$ 0.01 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Shares issued under restricted stock plan
 
87,930 
 
 
 
 
 
Restricted stock grants forfeited
 
(1,875)
 
 
 
 
 
Issuance of Class A common stock, net of stock received for minimum tax withholdings
 
330,043 
 
 
 
 
 
Income tax benefit from share-based plans
 
 
8.4 
 
 
 
 
Compensation expense under share-based plans
 
 
29.2 
 
 
 
 
Issuance of Class A common stock, net of stock received for minimum tax withholdings
 
10.5 
(5.3)
 
 
 
Fair value of share-based awards issued in the Smurfit-Stone Acquisition
 
 
 
 
 
 
Purchase of subsidiary shares from noncontrolling interest
 
 
 
 
1
 
Net income attributable to Rock-Tenn Company shareholders
249.1 
 
 
249.1 
 
 
 
Cash dividends (per share - $1.05, $0.80 and $0.80)
 
 
 
(56.5)
 
 
 
Other comprehensive income (loss), net of tax
(202.2)
 
 
 
(201.3)
1
 
Total Rock-Tenn Company Shareholders’ equity
3,405.7 
 
 
 
 
 
 
Net income (loss)
(3.1)
 
 
 
 
(0.1)1
 
Distributions1
 
 
 
 
 
(0.1)
 
Total equity
3,406.2 
 
 
 
 
 
 
Shares reserved for future issuance
 
 
 
 
 
 
700,000 
Balance at end of year at Sep. 30, 2012
1,094.7 
 
 
1,094.7 
 
 
 
Balance at end of year at Sep. 30, 2012
(500.5)3
 
 
 
(500.5)
 
 
Balance at end of year at Sep. 30, 2012
0.5 
 
 
 
 
0.5 1
 
Balance at end of year at Sep. 30, 2012
 
 
2,810.8 
 
 
 
 
Balance at end of year at Sep. 30, 2012
0.7 
0.7 
 
 
 
 
 
Balance at end of year at Sep. 30, 2012
70,884,002 
70,884,002 
 
 
 
 
 
Class A Common Stock, par value
$ 0.01 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Shares issued under restricted stock plan
 
372,793 
 
 
 
 
 
Restricted stock grants forfeited
 
 
 
 
 
 
Issuance of Class A common stock, net of stock received for minimum tax withholdings
 
767,025 
 
 
 
 
 
Income tax benefit from share-based plans
 
 
5.7 
 
 
 
 
Compensation expense under share-based plans
 
 
46.5 
 
 
 
 
Issuance of Class A common stock, net of stock received for minimum tax withholdings
 
8.4 
(4.9)
 
 
 
Fair value of share-based awards issued in the Smurfit-Stone Acquisition
 
 
 
 
 
 
Purchase of subsidiary shares from noncontrolling interest
 
 
 
 
1
 
Net income attributable to Rock-Tenn Company shareholders
727.3 
 
 
727.3 
 
 
 
Cash dividends (per share - $1.05, $0.80 and $0.80)4
 
 
 
(76.3)
 
 
 
Other comprehensive income (loss), net of tax
201.5 
 
 
 
199.9 
1
 
Total Rock-Tenn Company Shareholders’ equity
4,312.3 
 
 
 
 
 
 
Net income (loss)
(5.2)
 
 
 
 
0.4 1
 
Distributions1
 
 
 
 
 
(0.4)
 
Total equity
4,312.8 
 
 
 
 
 
 
Shares reserved for future issuance
 
 
 
 
 
 
200,000 
Stock Issued During Period, Shares, Resolution of Bankruptcy Claims
 
 
 
 
 
 
500,000 
Balance at end of year at Sep. 30, 2013
1,740.8 
 
 
1,740.8 
 
 
 
Balance at end of year at Sep. 30, 2013
(300.6)3
 
 
 
(300.6)
 
 
Balance at end of year at Sep. 30, 2013
0.5 
 
 
 
 
0.5 1
 
Balance at end of year at Sep. 30, 2013
 
 
2,871.4 
 
 
 
 
Balance at end of year at Sep. 30, 2013
$ 0.7 
$ 0.7 
 
 
 
 
 
Balance at end of year at Sep. 30, 2013
72,023,820 
72,023,820 
 
 
 
 
 
Consolidated Statements of Equity (Parenthetical Information)
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Cash dividends paid per share
$ 1.05 
$ 0.80 
$ 0.80 
Consolidated Statements of Cash Flows (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Operating activities:
 
 
 
Consolidated net income
$ 732.5 
$ 252.2 
$ 146.0 
Adjustments to reconcile consolidated net income to net cash provided by operating activities:
 
 
 
Depreciation, depletion and amortization
552.2 
534.3 
278.3 
Deferred income tax (benefit) expense
(44.3)
123.4 
60.0 
Share-based compensation expense
46.5 
29.2 
21.4 
Loss on extinguishment of debt
0.3 
25.9 
39.5 
(Gain) loss on disposal of plant, equipment and other, net
(13.9)
(10.0)
0.9 
Equity in income of unconsolidated entities
(4.6)
(3.4)
(1.5)
Pension and other postretirement funding more than expense
(167.1)
(305.4)
(22.7)
Settlement of interest rate swaps and foreign currency hedge
(2.8)
1.7 
Impairment adjustments and other non-cash items
21.2 
29.2 
31.5 
Change in operating assets and liabilities, net of acquisitions:
 
 
 
Accounts receivable
(63.2)
55.5 
(14.4)
Inventories
(122.8)
7.1 
(0.5)
Other assets
(13.1)
(17.8)
33.2 
Accounts payable
87.5 
(77.8)
(38.8)
Income taxes
(13.8)
13.3 
(56.2)
Accrued liabilities and other
35.1 
3.8 
(16.7)
Net cash provided by operating activities
1,032.5 
656.7 
461.7 
Investing activities:
 
 
 
Capital expenditures
(440.4)
(452.4)
(199.4)
Cash paid for the purchase of a leased facility
(17.0)
Cash paid for purchase of business, net of cash acquired
(6.3)
(125.6)
(1,300.1)
Investment in unconsolidated entities
(0.1)
(1.7)
(2.0)
Return of capital from unconsolidated entities
1.0 
1.8 
1.0 
Proceeds from sale of property, plant and equipment
26.8 
40.5 
8.6 
Proceeds from property, plant and equipment insurance settlement
15.4 
10.2 
0.5 
Net cash used for investing activities
(403.6)
(544.2)
(1,491.4)
Financing activities:
 
 
 
Proceeds from issuance of notes
1,442.2 
Additions to revolving credit facilities
99.0 
748.1 
802.6 
Repayments of revolving credit facilities
(146.2)
(759.8)
(564.5)
Additions to debt
277.0 
326.6 
2,877.4 
Repayments of debt
(787.4)
(1,803.6)
(1,966.3)
Debt issuance costs
(2.0)
(16.2)
(43.8)
Cash paid for debt extinguishment costs
(0.1)
(14.0)
(37.9)
Issuances of common stock, net of related minimum tax withholdings
3.5 
5.2 
25.2 
Excess tax benefits from share-based compensation
6.0 
10.0 
Advances from unconsolidated entity
1.2 
0.2 
1.7 
Cash dividends paid to shareholders
(75.3)
(56.5)
(37.6)
Cash distributions paid to noncontrolling interests
(4.9)
(0.8)
(5.2)
Net cash (used for) provided by financing activities
(629.2)
(118.6)
1,051.6 
Effect of exchange rate changes on cash and cash equivalents
(0.5)
1.6 
3.9 
(Decrease) increase in cash and cash equivalents
(0.8)
(4.5)
25.8 
Cash and cash equivalents at beginning of period
37.2 
41.7 
15.9 
Cash and cash equivalents at end of period
36.4 
37.2 
41.7 
Supplemental disclosure of cash flow information:
 
 
 
Income taxes, net of refunds
22.0 
(9.6)
22.7 
Interest, net of amounts capitalized
$ 98.8 
$ 114.8 
$ 86.9 
Consolidated Statements of Cash Flows (Parenthetical Information) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2012
GMI, Mid South and Smurfit-Stone [Member]
Sep. 30, 2011
Smurfit Stone [Member]
Sep. 30, 2013
Corrugated Sheet Plant [Member]
May 27, 2011
Parent [Member]
Smurfit Stone [Member]
May 27, 2011
Noncontrolling Interest [Member]
Smurfit Stone [Member]
May 27, 2011
Additional Paid-in Capital [Member]
Smurfit Stone [Member]
Fair value of assets acquired, including goodwill
$ 145.7 
$ 7,729.4 
$ 7.9 
 
 
 
Cash consideration, net of cash acquired
122.3 
1,303.4 
6.3 
 
 
 
Stock issued in acquisition
2,378.8 
 
 
 
Fair value of share-based awards issued in the acquisition
56.4 
 
 
 
Total liabilities and noncontrolling interests assumed
23.4 
3,990.8 
1.6 
 
 
 
Debt assumed in acquisition
1,180.5 
 
 
 
Purchase of subsidiary shares of noncontrolling interest, fair value
 
 
 
$ 23.3 
$ 5.3 
$ 18.0 
Description of Business and Summary of Significant Accounting Policies
Basis of Presentation and Significant Accounting Policies [Text Block]
Description of Business and Summary of Significant Accounting Policies

Description of Business

We are one of North America's leading integrated manufacturers of corrugated and consumer packaging. We operate locations in the United States, Canada, Mexico, Chile, Argentina, Puerto Rico and China.

Consolidation

The consolidated financial statements include our accounts and the accounts of our partially-owned consolidated subsidiaries. Equity investments in which we exercise significant influence but do not control and are not the primary beneficiary are accounted for using the equity method. Investments in which we are not able to exercise significant influence over the investee are accounted for under the cost method. Our equity and cost method investments are not significant either individually or in the aggregate. We have eliminated all significant intercompany accounts and transactions.

Use of Estimates

Preparing consolidated financial statements in conformity with generally accepted accounting principles in the United States requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates, and the differences could be material.

The most significant accounting estimates inherent in the preparation of our consolidated financial statements include estimates to evaluate the recoverability of goodwill, intangibles and property, plant and equipment, to determine the useful lives of assets that are amortized or depreciated, and to measure income taxes, self-insured obligations, restructuring activities and allocate the purchase price of an acquired business to the fair value of acquired assets and liabilities. In addition, significant estimates form the basis for our reserves with respect to collectibility of accounts receivable, inventory valuations, pension benefits, deferred tax asset valuation allowances and certain benefits provided to current employees. Various assumptions and other factors underlie the determination of these significant estimates. The process of determining significant estimates is fact specific and takes into account factors such as historical experience, current and expected economic conditions, product mix, and in some cases, actuarial techniques. We regularly evaluate these significant factors and make adjustments where facts and circumstances dictate.

Revenue Recognition

We recognize revenue when there is persuasive evidence that an arrangement exists, delivery has occurred or services have been rendered, our price to the buyer is fixed or determinable and collectibility is reasonably assured. Delivery is not considered to have occurred until the customer takes title and assumes the risks and rewards of ownership. The timing of revenue recognition is dependent on the location of title transfer which is normally either on the exit from our plants (i.e., shipping point) or on arrival at customers’ plants (i.e., destination point). We do not recognize revenue from transactions where we bill customers but retain custody and title to these products until the date custody and title transfer. We do not have any significant multiple deliverable revenue arrangements.

We net, against our gross sales, provisions for discounts, returns, allowances, customer rebates and other adjustments. We account for such provisions during the same period in which we record the related revenues. We include in net sales any amounts related to shipping and handling that are billed to a customer.

Shipping and Handling Costs

We classify shipping and handling costs as a component of cost of goods sold.

Cash Equivalents

We consider all highly liquid investments that mature three months or less from the date of purchase to be cash equivalents. The carrying amounts we report in the consolidated balance sheets for cash and cash equivalents approximate fair market values. We place our cash and cash equivalents with large credit worthy banks, which limits the amount of our credit exposure.

Accounts Receivable and Allowances

We perform periodic evaluations of our customers’ financial condition and generally do not require collateral. Receivables generally are due within 30 to 60 days, although recent trends are for customers to seek longer terms. We serve a diverse customer base primarily in North America and, therefore, have limited exposure from credit loss to any particular customer or industry segment.

We state accounts receivable at the amount owed by the customer, net of an allowance for estimated uncollectible accounts, returns and allowances, cash discounts and other adjustments. We do not discount accounts receivable because we generally collect accounts receivable over a relatively short time. We account for sales and other taxes that are imposed on and concurrent with individual revenue-producing transactions between a customer and us on a net basis which excludes the taxes from our net sales. We estimate our allowance for doubtful accounts based on our historical experience, current economic conditions and the credit worthiness of our customers. We charge off receivables when they are determined to be no longer collectible. In fiscal 2013, 2012 and 2011, we recorded bad debt expense of $5.6 million, $6.6 million and $1.1 million, respectively.

The following table represents a summary of the changes in the reserve for allowance for doubtful accounts, returns and allowances and cash discounts for fiscal 2013, 2012 and 2011 (in millions):
 
2013
 
2012
 
2011
Balance at the beginning of period
$
26.9

 
$
30.1

 
$
7.8

Reduction in sales and charges to costs and expenses (1)
126.4

 
107.9

 
78.2

Deductions
(126.5
)
 
(111.1
)
 
(55.9
)
Balance at the end of period
$
26.8

 
$
26.9

 
$
30.1

(1) Includes the impact of acquisitions.

Inventories

We value substantially all U.S. inventories at the lower of cost or market, with cost determined on the last-in first-out basis. We value all other inventories at the lower of cost or market, with cost determined using methods that approximate cost computed on a first-in first-out basis. These other inventories represent primarily foreign inventories, spare parts inventories and certain inventoried supplies and aggregate to approximately 24% and 29% of FIFO cost of all inventory at September 30, 2013 and 2012, respectively.

Prior to the application of the LIFO method, our U.S. operating divisions use a variety of methods to estimate the FIFO cost of their finished goods inventories. Such methods include standard costs, or average costs computed by dividing the actual cost of goods manufactured by the tons produced and multiplying this amount by the tons of inventory on hand. Lastly, certain operations calculate a ratio, on a plant by plant basis, the numerator of which is the cost of goods sold and the denominator is net sales. This ratio is applied to the estimated sales value of the finished goods inventory. Variances and other unusual items are analyzed to determine whether it is appropriate to include those items in the value of inventory. Examples of variances and unusual items that are considered to be current period charges include, but are not limited to, abnormal production levels, freight, handling costs, and wasted materials (spoilage). Cost includes raw materials and supplies, direct labor, indirect labor related to the manufacturing process and depreciation and other factory overheads.

Property, Plant and Equipment

We state property, plant and equipment at cost. Cost includes major expenditures for improvements and replacements that extend useful lives, increase capacity, increase revenues or reduce costs. During fiscal 2013, 2012 and 2011, we capitalized interest of approximately $2.9 million, $3.4 million and $2.8 million, respectively. For financial reporting purposes, we provide depreciation and amortization primarily on a straight-line method over the estimated useful lives of the assets as follows:
 
Buildings and building improvements
 
15-40 years
Machinery and equipment
 
3-44 years
Transportation equipment
 
3-8 years


Generally our machinery and equipment have estimated useful lives between 3 and 20 years; however, select portions of machinery and equipment at our mills have estimated useful lives up to 44 years. Leasehold improvements are depreciated over the shorter of the asset life or the lease term, generally between 3 and 10 years. Depreciation expense for fiscal 2013, 2012 and 2011 was approximately $461.3 million, $434.6 million and $228.2 million, respectively.
 
Goodwill and Long-Lived Assets

We review the carrying value of our goodwill annually at the beginning of the fourth quarter of each fiscal year, or more often if events or changes in circumstances indicate that the carrying amount may exceed fair value as set forth in ASC 350, “Intangibles — Goodwill and Other”. We test goodwill for impairment at the reporting unit level, which is an operating segment or one level below an operating segment, which is referred to as a component. A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. However, two or more components of an operating segment are aggregated and deemed a single reporting unit if the components have similar economic characteristics. The amount of goodwill acquired in a business combination that is assigned to one or more reporting units as of the acquisition date is the excess of the purchase price of the acquired businesses (or portion thereof) included in the reporting unit, over the fair value assigned to the individual assets acquired or liabilities assumed. Goodwill is assigned to the reporting unit(s) expected to benefit from the synergies of the combination even though other assets or liabilities of the acquired entity may not be assigned to that reporting unit. We determine recoverability by comparing the estimated fair value of the reporting unit to which the goodwill applies to the carrying value, including goodwill, of that reporting unit using a discounted cash flow model.

The goodwill impairment model is a two-step process. An amendment to ASC 350 became effective December 2011 that allows a qualitative assessment, prior to step one, to determine whether it is more likely than not that the fair value of a reporting unit exceeds its carrying amount. We did not attempt a qualitative assessment and moved directly to step one. In step one, we utilize the present value of expected net cash flows to determine the estimated fair value of our reporting units. This present value model requires management to estimate future net cash flows, the timing of these cash flows, and a discount rate (based on a weighted average cost of capital), which represents the time value of money and the inherent risk and uncertainty of the future cash flows. Factors that management must estimate when performing this step in the process include, among other items, sales volume, prices, inflation, discount rates, exchange rates, tax rates, anticipated synergies resulting from the Smurfit-Stone Acquisition and capital spending. The assumptions we use to estimate future cash flows are consistent with the assumptions that the reporting units use for internal planning purposes, updated to reflect current expectations. If we determine that the estimated fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is not impaired. If we determine that the carrying amount of the reporting unit exceeds its estimated fair value, we complete step two of the impairment analysis. Step two involves determining the implied fair value of the reporting unit’s goodwill and comparing it to the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, we recognize an impairment loss in an amount equal to that excess. We completed the annual test of the goodwill associated with each of our reporting units during fiscal 2013 and concluded the fair values were in excess of the carrying values of each of the reporting units. No events have occurred since the latest annual goodwill impairment assessment that would necessitate an interim goodwill impairment assessment.

We follow provisions included in ASC 360, “Property, Plant and Equipment” in determining whether the carrying value of any of our long-lived assets, including amortizing intangibles other than goodwill, is impaired. The ASC 360 test is a three-step test for assets that are “held and used” as that term is defined by ASC 360. We determine whether indicators of impairment are present. We review long-lived assets for impairment when events or changes in circumstances indicate that the carrying amount of the long-lived asset might not be recoverable. If we determine that indicators of impairment are present, we determine whether the estimated undiscounted cash flows for the potentially impaired assets are less than the carrying value. This requires management to estimate future net cash flows through operations over the remaining useful life of the asset and its ultimate disposition. The assumptions we use to estimate future cash flows are consistent with the assumptions we use for internal planning purposes, updated to reflect current expectations. If our estimated undiscounted cash flows do not exceed the carrying value, we estimate the fair value of the asset and record an impairment charge if the carrying value is greater than the fair value of the asset. We estimate fair value using discounted cash flows, observable prices for similar assets, or other valuation techniques. We record assets classified as “held for sale” at the lower of their carrying value or estimated fair value less anticipated costs to sell.
 
Included in our long-lived assets are certain identifiable intangible assets. These intangible assets are amortized based on the approximate pattern in which the economic benefits are consumed or straight-line if the pattern was not reliably determinable. Estimated useful lives range from 2 to 40 years and have a weighted average life of approximately 12.4 years.

Our judgments regarding the existence of impairment indicators are based on legal factors, market conditions and operational performance. Future events could cause us to conclude that impairment indicators exist and that assets associated with a particular operation are impaired. Evaluating impairment also requires us to estimate future operating results and cash flows, which also require judgment by management. Any resulting impairment loss could have a material adverse impact on our financial condition and results of operations.

Restructuring

We have restructured portions of our operations from time to time, have current restructuring initiatives taking place, and it is possible that we may engage in future restructuring activities. Identifying and calculating the cost to exit these operations requires certain assumptions to be made, the most significant of which are anticipated future liabilities, including leases and other contractual obligations, and the adjustment of property, plant and equipment to net realizable value. We believe our estimates are reasonable, considering our knowledge of the industries we operate in, previous experience in exiting activities and valuations we may obtain from independent third parties. Although our estimates have been reasonably accurate in the past, significant judgment is required, and these estimates and assumptions may change as additional information becomes available and facts or circumstances change.

Business Combinations

From time to time, we enter into material business combinations. In accordance with ASC 805, “Business Combinations”, we generally recognize the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree at their fair values as of the date of acquisition. We measure goodwill as the excess of consideration transferred, which we also measure at fair value, over the net of the acquisition date fair values of the identifiable assets acquired and liabilities assumed. The acquisition method of accounting requires us to make significant estimates and assumptions regarding the fair values of the elements of a business combination as of the date of acquisition, including the fair values of identifiable intangible assets, deferred tax asset valuation allowances, liabilities related to uncertain tax positions, contingent consideration and contingencies. This method also requires us to refine these estimates over a measurement period not to exceed one year to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. If we are required to retroactively adjust provisional amounts that we have recorded for the fair values of assets and liabilities in connection with acquisitions, these adjustments could have a material impact on our financial condition and results of operations.

Significant estimates and assumptions in estimating the fair value of acquired technology, customer relationships, and other identifiable intangible assets include future cash flows that we expect to generate from the acquired assets. If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, we could record impairment charges. In addition, we have estimated the economic lives of certain acquired assets and these lives are used to calculate depreciation and amortization expense. If our estimates of the economic lives change, depreciation or amortization expenses could be increased or decreased, or the acquired asset could be impaired.

Fair Value of Financial Instruments and Nonfinancial Assets and Liabilities

We estimate fair values in accordance with ASC 820 “Fair Value Measurement”. We define fair value as the price that would be received from the sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

Financial instruments not recognized at fair value on a recurring or nonrecurring basis include cash and cash equivalents, accounts receivables, certain other current assets, short-term debt, accounts payable, certain other current liabilities and long-term debt. With the exception of long-term debt, the carrying amounts of these financial instruments approximate their fair values due to their short maturities. The fair values of our long-term debt are estimated using quoted market prices or are based on the discounted value of future cash flows. We disclose the fair value of long-term debt and our pension and postretirement assets and liabilities in “Note 9. Fair Value” and “Note 12. Retirement Plans” of the Notes to Consolidated Financial Statements. We have, or from time to time may have, financial instruments recognized at fair value including supplemental retirement savings plans that are nonqualified deferred compensation plans pursuant to which assets are invested primarily in mutual funds, interest rate derivatives, commodity derivatives or other similar class of assets or liabilities, the fair value of which are not significant. We measure the fair value of our mutual fund investments based on quoted prices in active markets, and our derivative contracts and our residual interest in Timber Note Holdings LLC notes based on discounted cash flows. 

We measure certain nonfinancial assets and nonfinancial liabilities at fair value on a nonrecurring basis. These assets and liabilities include cost and equity method investments when they are deemed to be other-than-temporarily impaired, assets acquired and liabilities assumed in an acquisition or in a nonmonetary exchange, and property, plant and equipment and goodwill and other intangible assets that are written down to fair value when they are held for sale or determined to be impaired. Given the nature of nonfinancial assets and liabilities, evaluating their fair value from the perspective of a market participant is inherently complex. Assumptions and estimates about future values can be affected by a variety of internal and external factors. Changes in these factors may require us to revise our estimates and could result in future impairment charges for goodwill and acquired intangible assets, or retroactively adjust provisional amounts that we have recorded for the fair values of assets and liabilities in connection with business combinations. These adjustments could have a material impact on our financial condition and results of operations. We discuss fair values in more detail in “Note 9. Fair Value.”

Derivatives

We are exposed to interest rate risk, commodity price risk and foreign currency exchange risk. To manage these risks, from time to time and to varying degrees, we may enter into a variety of financial derivative transactions and certain physical commodity transactions that are determined to be derivatives. Interest rate swaps may be entered into to manage the interest rate risk associated with a portion of our outstanding debt. Interest rate swaps are either designated for accounting purposes as cash flow hedges of forecasted floating interest payments on variable rate debt or fair value hedges of fixed rate debt, or we may elect not to treat them as accounting hedges. Forward contracts on certain commodities may be entered into to manage the price risk associated with forecasted purchases or sales of those commodities. In addition, certain commodity financial derivative contracts and physical commodity contracts that are determined to be derivatives may not be designated as accounting hedges because either they do not meet the criteria for treatment as accounting hedges under ASC 815, “Derivatives and Hedging”, or we elect not to treat them as accounting hedges under ASC 815. We may also enter into forward contracts to manage our exposure to fluctuations in Canadian foreign currency rates with respect to transactions denominated in Canadian dollars.

Outstanding financial derivative instruments expose us to credit loss in the event of nonperformance by the counterparties to the agreements. Our credit exposure related to these financial instruments is represented by the fair value of contracts reported as assets. We manage our exposure to counterparty credit risk through minimum credit standards, diversification of counterparties and procedures to monitor concentrations of credit risk. We may enter into financial derivative contracts that may contain credit-risk-related contingent features which could result in a counterparty requesting immediate payment or demanding immediate and ongoing full overnight collateralization on derivative instruments in net liability positions.

For financial derivative instruments that are designated as a cash flow hedge for accounting purposes, the effective portion of the gain or loss on the financial derivative instrument is reported as a component of other comprehensive income and reclassified into earnings in the same line item associated with the forecasted transaction, and in the same period or periods during which the forecasted transaction affects earnings. Gains and losses on the financial derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings.

We have at times entered into interest rate swap agreements that effectively modified our exposure to interest rate risk by converting a portion of our interest payments on floating rate debt to a fixed rate basis, thus reducing the impact of interest rate changes on future interest expense. These agreements typically involved the receipt of floating rate amounts in exchange for fixed interest rate payments over the life of the agreements without an exchange of the underlying principal amount.

The impact of derivative instruments have not been material in any of the years presented.

Health Insurance

We are self-insured for the majority of our group health insurance costs. We calculate our group health insurance reserve on an undiscounted basis based on estimated reserve rates. We utilize claims lag data provided by our claims administrators to compute the required estimated reserve rate. We calculate our average monthly claims paid using the actual monthly payments during the trailing 12-month period. At that time, we also calculate our required reserve using the reserve rates discussed above. While we believe that our assumptions are appropriate, significant differences in our actual experience or significant changes in our assumptions may materially affect our group health insurance costs.

Workers’ Compensation

We purchase large risk deductible workers’ compensation policies for the majority of our workers’ compensation liabilities that are subject to various deductibles to limit our exposure. We calculate our workers’ compensation reserves on an undiscounted basis based on estimated actuarially calculated development factors. While we believe that our assumptions are appropriate, significant differences in our actual experience or significant changes in our assumptions may materially affect our workers' compensation costs.

Income Taxes

We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amount and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making such determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies, recent financial operations and their associated valuation allowances, if any. In the event we were to determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

Certain provisions of ASC 740, “Income Taxes” provide that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more likely than not recognition threshold at the effective date to be recognized upon the adoption of these provisions and in subsequent periods. See Note 11. Income Taxes.

Pension and Other Postretirement Benefits

We account for pension and other postretirement benefits in accordance with ASC 715, “Compensation — Retirement Benefits”. Accordingly, we recognize the funded status of our pension plans as assets or liabilities in our consolidated balance sheets. The funded status is the difference between our projected benefit obligations and fair value of plan assets. The determination of our obligation and expense for pension and other postretirement benefits is dependent on our selection of certain assumptions used by actuaries in calculating such amounts. We describe these assumptions in “Note 12. Retirement Plans,” which include, among others, the discount rate, expected long-term rate of return on plan assets and rates of increase in compensation levels. As provided under ASC 715, we defer actual results that differ from our assumptions and amortize the difference over future periods. Therefore, these differences generally affect our recognized expense and funding requirements in future periods. While we believe that our assumptions are appropriate, significant differences in our actual experience or significant changes in our assumptions may materially affect our pension and other postretirement benefit obligations and our future expense.

Stock Based Compensation

We recognize expense for stock based compensation plans based on the estimated fair value of the related awards in accordance with ASC 718, “Compensation — Stock Compensation”. Pursuant to our Amended and Restated 2004 Incentive Stock Plan (“2004 Incentive Stock Plan”), we can award shares of restricted Common Stock to employees and our board of directors. The grants generally vest over a period of 3 years depending on the nature of the award, except for non-employee director grants, which vest over one year. Our restricted stock grants to employees generally contain market or performance conditions that must be met in conjunction with a service requirement for the shares to vest. We charge compensation under the plan to earnings over each increment’s individual restriction period. See “Note 14. Share-Based Compensation” for additional information.
 
Asset Retirement Obligations

The Company accounts for asset retirement obligations in accordance with ASC 410, “Asset Retirement and Environmental Obligations”. A liability and an asset are recorded equal to the present value of the estimated costs associated with the retirement of long-lived assets where a legal or contractual obligation exists and the liability can be reasonably estimated. The liability is accreted over time and the asset is depreciated over the remaining life of the related asset. Upon settlement of the liability, we will recognize a gain or loss for any difference between the settlement amount and the liability recorded. Asset retirement obligations with indeterminate settlement dates are not recorded until such time that a reasonable estimate may be made. Our asset retirement obligations consist primarily of landfill closure and post-closure costs at certain of our paperboard mills. At September 30, 2013 and September 30, 2012, liabilities of $14.9 million and $16.3 million, respectively, were accrued.

Repair and Maintenance Costs

We expense routine repair and maintenance costs as we incur them. We defer expenses we incur during planned major maintenance activities and recognize the expenses ratably over the shorter of the estimated interval until the next major maintenance activity, the life of the deferred item, or until the next major maintenance activity occurs. This maintenance is generally performed every twelve to twenty-four months and has a significant impact on our results of operations in the period performed primarily due to lost production during the maintenance period.

Foreign Currency

We translate the assets and liabilities of our foreign operations from their functional currency into U.S. dollars at the rate of exchange in effect as of the balance sheet date. We reflect the resulting translation adjustments in equity. We translate the revenues and expenses of our foreign operations at a daily average rate prevailing for each month during the fiscal year. We include gains or losses from foreign currency transactions, such as those resulting from the settlement of foreign receivables or payables, in the consolidated statements of income. We recorded a gain of $2.5 million in fiscal 2013, a loss of $5.5 million in fiscal 2012 and a gain of $3.9 million in 2011 from foreign currency transactions. We also recorded a foreign currency loss of approximately $13.5 million in fiscal 2011 related to a Canadian intercompany loan.

Environmental Remediation Costs

We accrue for losses associated with our environmental remediation obligations when it is probable that we have incurred a liability and the amount of the loss can be reasonably estimated. We generally recognize accruals for estimated losses from our environmental remediation obligations no later than completion of the remedial feasibility study and adjust such accruals as further information develops or circumstances change. We recognize recoveries of our environmental remediation costs from other parties as assets when we deem their receipt probable. See Note 16. Commitments and Contingencies.

New Accounting Standards - Recently Adopted

In February 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2013-02 “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which amended certain provisions in ASC 220 “Comprehensive Income”. These provisions required the disclosure of significant amounts that are reclassified out of other comprehensive income into net income and disclosure of additional information about changes in accumulated other comprehensive income. These provisions are effective for fiscal and interim periods beginning after December 15, 2012 (January 1, 2013 for us). The adoption of these provisions did not have a material effect on our consolidated financial statements.

In December 2011, the FASB issued ASU 2011-11 “Disclosures about Offsetting Assets and Liabilities”, which amends certain provisions in ASC 210 “Balance Sheet”. Subsequently, in January 2013, the FASB issued ASU 2013-01, which amended the scope of ASU 2011-11. These provisions require additional disclosures for certain financial instruments that are presented net for financial statement presentation or are subject to a master netting arrangement, including the gross amount of the asset and liability as well as the impact of any net amount presented in the consolidated financial statements. These provisions are effective for fiscal and interim periods beginning on or after January 1, 2013. The adoption of these provisions did not have a material impact on our consolidated financial statements.

New Accounting Standards - Recently Issued

In March 2013, the FASB issued ASU 2013-05 “Foreign Currency Matters, Parents Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity”. This ASU amends ASC 810 “Consolidation”, ASC 805 “Business Combinations” and ASC 830 “Foreign Currency” and clarifies the criteria that should be considered, such as the loss or acquisition of a controlling financial interest and whether the sale or transfer results in the complete or substantially complete liquidation of an entity, to determine the release of cumulative translation adjustments into net income upon derecognition of a subsidiary, equity method investment or a group of assets within a foreign entity. These provisions are effective for annual and interim periods beginning after December 15, 2013 (January 1, 2014 for us). We do not expect that the adoption of these provisions will have a material effect on our consolidated financial statements.
In July 2013, the FASB issued ASU 2013-11 “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss or a Tax Credit Carryforward Exists. This ASU amends ASC 740 “Income Taxes” and clarifies when a liability related to an unrecognized tax benefit should be presented in the financial statements as a reduction to the related deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward. These provisions are effective for annual and interim periods beginning after December 15, 2013 (January 1, 2014 for us). We do not expect that the adoption of these provisions will have a material effect on our consolidated financial statements.
Earnings per Share
Earnings Per Share
Earnings per Share

Certain of our restricted stock awards are considered participating securities as they receive non-forfeitable rights to dividends at the same rate as common stock. As participating securities, we include these instruments in the earnings allocation in computing earnings per share under the two-class method described in ASC 260 “Earnings per Share.” The following table sets forth the computation of basic and diluted earnings per share under the two-class method (in millions, except per share data):
 
 
September 30,
 
2013
 
2012
 
2011
Basic earnings per share:
 
 
 
 
 
Numerator:
 
 
 
 
 
Net income attributable to Rock-Tenn Company shareholders
$
727.3

 
$
249.1

 
$
141.1

Less: Distributed and undistributed income available to participating securities
(0.2
)
 
(0.8
)
 
(1.4
)
Distributed and undistributed income attributable to Rock-Tenn Company shareholders
$
727.1

 
$
248.3

 
$
139.7

Denominator:
 
 
 
 
 
Basic weighted average shares outstanding
72.0

 
71.2

 
49.7

Basic earnings per share attributable to Rock-Tenn Company shareholders
$
10.10

 
$
3.49

 
$
2.81

 
 
 
 
 
 
Diluted earnings per share:
 
 
 
 
 
Numerator:
 
 
 
 
 
Net income attributable to Rock-Tenn Company shareholders
$
727.3

 
$
249.1

 
$
141.1

Less: Distributed and undistributed income available to participating securities
(0.2
)
 
(0.7
)
 
(1.4
)
Distributed and undistributed income attributable to Rock-Tenn Company shareholders
$
727.1

 
$
248.4

 
$
139.7

Denominator:
 
 
 
 
 
Basic weighted average shares outstanding
72.0

 
71.2

 
49.7

Effect of dilutive stock options and non-participating securities
1.1

 
0.9

 
0.8

Diluted weighted average shares outstanding
73.1

 
72.1

 
50.5

Diluted earnings per share attributable to Rock-Tenn Company shareholders
$
9.95

 
$
3.45

 
$
2.77



Weighted average shares includes 0.2 million and 0.7 million of reserved, but unissued shares at September 30, 2013 and 2012. These reserved shares will be distributed as claims are liquidated or resolved in accordance with the resolution of Smurfit-Stone bankruptcy claims.

Options to purchase 0.1 million, 0.3 million and 0.1 million shares of Common Stock in fiscal 2013, 2012 and 2011, respectively, were not included in the computation of diluted earnings per share attributable to Rock-Tenn Company shareholders because the effect of including the options in the computation would have been antidilutive. The dilutive impact of the remaining options outstanding in each year was included in the effect of dilutive securities.
Other Comprehensive Income (Loss)
Comprehensive Income (Loss) Note
Other Comprehensive Income (Loss)

The following table summarizes the changes in accumulated other comprehensive income (loss) by component for the fiscal year ended September 30, 2013 (in millions): 
 
Deferred Loss on Cash Flow Hedges
 
Defined Benefit Pension and Postretirement Plans
 
Foreign Currency Items
 
Total (1)
Balance at September 30, 2012
$
(0.2
)
 
$
(547.8
)
 
$
47.5

 
$
(500.5
)
Other comprehensive income (loss) before reclassifications

 
190.4

 
(15.0
)
 
175.4

Amounts reclassified from accumulated other comprehensive income

 
24.5

 

 
24.5

Net current period other comprehensive income (loss)

 
214.9

 
(15.0
)
 
199.9

Balance at September 30, 2013
$
(0.2
)
 
$
(332.9
)
 
$
32.5

 
$
(300.6
)

(1)     All amounts are net of tax and noncontrolling interest.


The following table summarizes the reclassifications out of accumulated other comprehensive income by component for the year ended September 30, 2013 (in millions):
 
Year Ended September 30,
 
2013
 
Pretax
 
Tax
 
Net of Tax
Amortization of defined benefit pension and postretirement items (1)
      Actuarial losses(2)
(38.6
)
 
15.0

 
(23.6
)
      Prior service costs (2)
(1.5
)
 
0.6

 
(0.9
)
Total reclassifications for the period
$
(40.1
)
 
$
15.6

 
$
(24.5
)

(1)  
Amounts in parentheses indicate charges to earnings. Amounts pertaining to noncontrolling interests are excluded.
(2) 
These accumulated other comprehensive income components are included in the computation of net periodic pension cost. See “Note 12. Retirement Plans” for additional details.

A summary of the components of other comprehensive income (loss) for the years ended September 30, 2013, 2012 and 2011, is as follows (in millions):
 
Fiscal 2013
Pre-Tax
Amount
 
Tax
 
Net of Tax
Amount
Foreign currency translation loss
$
(15.1
)
 
$

 
$
(15.1
)
Net actuarial gain arising during period
303.9

 
(119.8
)
 
184.1

Amortization of net actuarial loss
39.3

 
(15.1
)
 
24.2

Prior service credit arising during the period
5.2

 
(2.0
)
 
3.2

Amortization of prior service cost
1.5

 
(0.6
)
 
0.9

Other adjustments

 
4.2

 
4.2

Consolidated other comprehensive income
334.8

 
(133.3
)
 
201.5

Less: Other comprehensive income attributable to noncontrolling interests
(1.6
)
 

 
(1.6
)
Other comprehensive income attributable to Rock-Tenn Company shareholders
$
333.2

 
$
(133.3
)
 
$
199.9

 
 
 
 
 
 
Fiscal 2012
Pre-Tax
Amount
 
Tax
 
Net of Tax
Amount
Foreign currency translation gain
$
18.3

 
$

 
$
18.3

Net deferred loss on cash flow hedges
(0.1
)
 
0.1

 

Reclassification adjustment of net loss on cash flow hedges included in earnings
2.3

 
(0.9
)
 
1.4

Net actuarial loss arising during period
(375.0
)
 
140.8

 
(234.2
)
Amortization of net actuarial loss
21.4

 
(8.1
)
 
13.3

Prior service cost arising during period
(2.2
)
 
0.8

 
(1.4
)
Amortization of prior service cost
0.7

 
(0.3
)
 
0.4

Consolidated other comprehensive loss
(334.6
)
 
132.4

 
(202.2
)
Less: Other comprehensive loss attributable to noncontrolling interests
0.9

 

 
0.9

Other comprehensive loss attributable to Rock-Tenn Company shareholders
$
(333.7
)
 
$
132.4

 
$
(201.3
)
 
 
 
 
 
 
Fiscal 2011
Pre-Tax
Amount
 
Tax
 
Net of Tax
Amount
Foreign currency translation loss
$
(13.0
)
 
$
0.1

 
$
(12.9
)
Net deferred loss on cash flow hedges
(0.4
)
 
0.1

 
(0.3
)
Reclassification adjustment of net loss on cash flow hedges included in earnings
6.9

 
(2.9
)
 
4.0

Net actuarial loss arising during period
(336.0
)
 
124.8

 
(211.2
)
Amortization of net actuarial loss
18.9

 
(6.7
)
 
12.2

Prior service credit arising during period
0.3

 

 
0.3

Amortization of prior service cost
0.7

 
(0.3
)
 
0.4

Consolidated other comprehensive loss
(322.6
)
 
115.1

 
(207.5
)
Less: Other comprehensive loss attributable to noncontrolling interests
0.5

 

 
0.5

Other comprehensive loss attributable to Rock-Tenn Company shareholders
$
(322.1
)
 
$
115.1

 
$
(207.0
)
Inventories
Inventories
Inventories

Inventories are as follows (in millions):
 
September 30,
 
2013
 
2012
Finished goods and work in process
$
370.9

 
$
325.4

Raw materials
453.6

 
372.7

Supplies and spare parts
194.0

 
197.1

Inventories at FIFO cost
1,018.5

 
895.2

LIFO reserve
(80.6
)
 
(33.3
)
Net inventories
$
937.9

 
$
861.9



It is impracticable to segregate the LIFO reserve between raw materials, finished goods and work in process. In fiscal 2013, 2012 and 2011, we reduced inventory quantities in some of our LIFO pools. This reduction results in a liquidation of LIFO inventory quantities generally carried at lower costs prevailing in prior years as compared with the cost of the purchases in the respective fiscal years, the effect of which typically decreases cost of goods sold. The impact of the liquidations in fiscal 2013, 2012 and 2011 was not significant.

Acquisitions
Acquisitions
Acquisitions

Mid South Packaging Acquisition

On June 22, 2012, we acquired the assets of Mid South Packaging LLC, a specialty corrugated packaging manufacturer with operations in Cullman, AL, and Olive Branch, MS. The purchase price was approximately $32.1 million. No debt was assumed. We acquired the Mid South business as part of our announced strategy to seek acquisitions that increase our integration levels in the corrugated markets. We have included the results of Mid South's operations since the date of acquisition in our consolidated financial statements in our Corrugated Packaging segment. The acquisition included $9.9 million of customer relationship intangible assets and $8.5 million of goodwill. We are amortizing the customer relationship intangibles over 12.5 years based on a straight-line basis because the pattern was not reliably determinable. None of the intangibles have a significant residual value. The fair value assigned to goodwill is primarily attributable to buyer-specific synergies expected to arise after the acquisition (e.g., enhanced geographic reach of the combined organization, increased vertical integration) and the assembled work force of Mid South. We expect the goodwill to be amortizable for income tax purposes.

GMI Acquisition

On October 28, 2011, we acquired the stock of four entities doing business as GMI. We have made joint elections under section 338(h)(10) of the Internal Revenue Code of 1986, as amended (the “Code”), that increased our tax basis in the underlying assets acquired. The purchase price was approximately $90.2 million, including the amount paid to the sellers related to the Code section 338(h)(10) elections. There was no debt assumed. We acquired the GMI business to expand our presence in the corrugated markets. The acquisition also increases our vertical integration. We have included the results of GMI's operations since the date of acquisition in our consolidated financial statements in our Corrugated Packaging segment. The acquisition included $39.5 million of customer relationship intangible assets, $25.0 million of goodwill and $2.1 million of net unfavorable lease contracts. We are amortizing the customer relationship intangibles over 11 to 12 years based on a straight-line basis because the pattern was not reliably determinable and amortizing the lease contracts over 2 to 10 years. None of the intangibles have a significant residual value. The fair value assigned to goodwill is primarily attributable to buyer-specific synergies expected to arise after the acquisition (e.g., enhanced geographic reach of the combined organization, increased vertical integration) and the assembled work force of GMI. We expect the goodwill to be amortizable for income tax purposes.

Smurfit-Stone Acquisition

On May 27, 2011, we completed our acquisition of Smurfit-Stone Container Corporation. We have included in our financial statements the results of Smurfit-Stone's containerboard mill and corrugated converting operations in our Corrugated Packaging segment, Smurfit-Stone's recycling operations in our Recycling segment and Smurfit-Stone's display operations in our Consumer Packaging segment. We acquired Smurfit-Stone in order to expand our corrugated packaging business as we believe the containerboard and corrugated packaging industry is a very attractive business and U.S. virgin containerboard is a strategic global asset. The purchase price for the acquisition was $4,919.1 million, net of cash acquired of $473.5 million. The purchase price included cash consideration, net of cash acquired of $1,303.4 million, the issuance of approximately 31.0 million shares of RockTenn common stock valued at $2,378.8 million, including approximately 0.7 million shares reserved but unissued for the resolution of Smurfit-Stone bankruptcy claims, we assumed $1,180.5 million of debt and recorded $56.4 million for stock options to replace outstanding Smurfit-Stone stock options as discussed in Note 14. Share-Based Compensation. The reserved shares, as well as the restricted cash identified on our Consolidated Balance Sheets, will be distributed as claims are liquidated or resolved in accordance with the Smurfit-Stone Plan of Reorganization and Confirmation Order and the corresponding liability will be extinguished. The shares issued were valued at $76.735 per share which represented the average of the high and low stock price on the acquisition date. At September 30, 2013, approximately 0.2 million reserved shares remain unissued. We entered into a new credit facility and amended our receivables-backed financing facility at the time of the Smurfit-Stone Acquisition. For information on our facilities see Note 8. Debt.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed by major class of assets and liabilities as of the acquisition date, as well as adjustments made during fiscal 2012 (referred to as “measurement period adjustments”) (in millions):
 
Amounts Recognized as of Acquisition Date(1)
 
Measurement Period Adjustments(2)
 
Amounts Recognized as of Acquisition Date (as adjusted)(3)
Current assets, net of cash acquired
$
1,459.5

 
$
(6.8
)
 
$
1,452.7

Property, plant and equipment
4,391.4

 
(12.1
)
 
4,379.3

Goodwill 
1,091.6

 
(10.9
)
 
1,080.7

Intangible assets
691.4

 
21.7

 
713.1

Other long-term assets
95.5

 
19.0

 
114.5

Total assets acquired
7,729.4

 
10.9

 
7,740.3

 
 
 
 
 
 
Current portion of debt
9.4

 

 
9.4

Current liabilities
816.7

 
6.6

 
823.3

Long-term debt due after one year
1,171.1

 

 
1,171.1

Accrued pension and other long-term benefits
1,205.8

 
(4.1
)
 
1,201.7

Noncontrolling interest and other long-term liabilities
787.8

 
8.4

 
796.2

Total liabilities and noncontrolling interest assumed
3,990.8

 
10.9

 
4,001.7

 
 
 
 
 
 
Net assets acquired
$
3,738.6

 
$

 
$
3,738.6


(1) 
As previously reported in the Notes to Consolidated Financial Statements included in our Fiscal 2011 Form 10-K.

(2) 
The measurement period adjustments recorded in fiscal 2012 did not have a significant impact on our condensed consolidated statements of income for any period of fiscal 2012 or 2011. In addition, these adjustments did not have a significant impact on our condensed consolidated balance sheet as of September 30, 2011. Therefore, we recorded the cumulative impact in fiscal 2012 and did not retrospectively adjust the comparative 2011 financial information presented herein.

(3) 
The measurement period adjustments were due primarily to refinements of third party appraisals related to certain property, plant and equipment and intangible assets and related estimated useful lives as well as adjustments to certain tax accounts based on among other things, adjustments to deferred tax liabilities including the recent appraisal adjustments, analysis of the tax basis of acquired assets and liabilities and other tax adjustments. The net impact of the measurement period adjustments resulted in a net decrease to goodwill.

We recorded fair values for acquired assets and liabilities including goodwill and intangibles. The fair value assigned to goodwill is primarily attributable to buyer-specific synergies expected to arise after the acquisition (e.g., enhanced geographic reach of the combined organization, increased vertical integration opportunities and diversification of fiber sourcing) and the assembled work force of Smurfit-Stone.

The following table summarizes the weighted average life and gross carrying amount relating to intangible assets recognized in the Smurfit-Stone Acquisition, excluding goodwill (in millions, except weighted avg. life):
 
Weighted Avg. Life
 
Gross Carrying Amount
Customer relationships
10.5
 
$
663.0

Favorable contracts
6.9
 
23.5

Technology and patents
8.0
 
13.3

Trademarks and tradenames
3.5
 
10.3

Non-compete agreements
2.0
 
3.0

Total
10.2
 
$
713.1


None of the intangibles has significant residual value. We are amortizing the intangibles over estimated useful lives ranging from 1 to 18 years based on the approximate pattern in which the economic benefits are consumed or straight-line if the pattern was not reliably determinable.

The following unaudited pro forma information reflects our consolidated results of operations as if the acquisition had taken place on October 1, 2009. The unaudited pro forma information is not necessarily indicative of the results of operations that we would have reported had the transaction actually occurred at the beginning of these periods nor is it necessarily indicative of future results. The unaudited pro forma financial information does not reflect the impact of future events that may occur after the acquisition, including, but not limited to, anticipated costs savings from synergies or other operational improvements (in millions).
 
Year Ended September 30,
 
2011
 
(Unaudited)
Net sales
$
9,574.5

Net income attributable to Rock-Tenn Company shareholders
$
341.1



Fiscal 2011 revenues associated with the Smurfit-Stone Acquisition since the acquisition were $2,273.7 million. Disclosure of earnings associated with the Smurfit-Stone Acquisition since the date acquired for fiscal 2011 is not practicable as it is not being operated as a standalone business.

The unaudited pro forma financial information presented in the table above has been adjusted to give effect to adjustments that are: directly related to the business combination; factually supportable; and expected to have a continuing impact. These adjustments include, but are not limited to, the application of our accounting policies; elimination of related party transactions; depreciation and amortization related to fair value adjustments to property, plant and equipment and intangible assets including contracts assumed; and interest expense on acquisition-related debt.

Unaudited pro forma earnings for fiscal 2011 were adjusted to exclude $59.4 million of acquisition inventory step-up expense, $97.8 million of employee compensation related items consisting primarily of certain change in control payments and acceleration of stock-based compensation, $48.2 million of acquisition costs which primarily consist of advisory, legal, accounting, valuation and other professional or consulting fees, and $81.5 million of loss on extinguishment of debt. Included in earnings for fiscal 2011 are $35.9 million of integration related costs which primarily consist of severance and other employee costs and professional services.
Restructuring and Other Costs, Net
Restructuring and Other Costs, Net
Restructuring and Other Costs, Net

Summary of Restructuring and Other Initiatives

We recorded pre-tax restructuring and other costs, net, of $78.0 million, $75.2 million and $93.3 million for fiscal 2013, 2012 and 2011, respectively. Of these costs, $18.6 million, $14.8 million and $17.7 million were non-cash for fiscal 2013, 2012 and 2011, respectively. These amounts are not comparable since the timing and scope of the individual actions associated with each restructuring, acquisition or integration can vary. When we close a facility, if necessary, we recognize an impairment charge primarily to reduce the carrying value of equipment or other property to their estimated fair value less cost to sell, and record charges for severance and other employee related costs. Any subsequent change in fair value, less cost to sell prior to disposition, is recognized as identified; however, no gain is recognized in excess of the cumulative loss previously recorded. At the time of each announced closure, we generally expect to record future charges for equipment relocation, facility carrying costs, costs to terminate a lease or contract before the end of its term and other employee related costs. Although specific circumstances vary, our strategy has generally been to consolidate our sales and operations into large well-equipped plants that operate at high utilization rates and take advantage of available capacity created by operational excellence initiatives. Therefore, we transfer a substantial portion of each plant’s assets and production to our other plants. We believe these actions have allowed us to more effectively manage our business. The following table presents a summary of restructuring and other charges, net, related to active restructuring and other initiatives that we incurred during the fiscal year, the cumulative recorded amount since we announced the initiative, and the total we expect to incur (in millions):
Segment
 
Period
 
Net Property,
Plant and
Equipment (a)
 
Severance
and Other
Employee
Related
Costs
 
Equipment
and Inventory
Relocation
Costs
 
Facility
Carrying
Costs
 
Other
Costs
 
Total
Corrugated
Packaging(b)
 
Fiscal 2013
 
$
10.4

 
$
23.5

 
$
5.0

 
$
4.7

 
$
(0.1
)
 
$
43.5

 
Fiscal 2012
 
16.6

 
10.5

 
3.5

 
5.6

 
4.7

 
40.9

 
Fiscal 2011
 
16.7

 
7.8

 
1.2

 
1.1

 
0.7

 
27.5

 
Cumulative
 
44.1

 
42.3

 
9.7

 
11.4

 
5.4

 
112.9

 
Expected Total
 
44.1

 
42.3

 
10.9

 
14.6

 
5.4

 
117.3

Consumer Packaging(c)
 
Fiscal 2013
 
2.7

 
0.8

 
0.2

 
0.2

 

 
3.9

 
Fiscal 2012
 
(3.4
)
 
0.2

 
0.6

 
0.2

 

 
(2.4
)
 
Fiscal 2011
 
1.0

 
2.3

 
0.9

 
0.7

 
0.2

 
5.1

 
Cumulative
 
3.5

 
4.1

 
1.8

 
1.1

 
0.9

 
11.4

 
Expected Total
 
3.5

 
4.1

 
1.8

 
1.1

 
0.9

 
11.4

Recycling(d)
 
Fiscal 2013
 
5.5

 
1.2

 
0.2

 
0.8

 
2.6

 
10.3

 
Fiscal 2012
 
1.6

 
0.3

 

 
0.1

 
0.3

 
2.3

 
Fiscal 2011
 

 

 

 
0.1

 

 
0.1

 
Cumulative
 
7.2

 
1.5

 
0.2

 
1.2

 
2.9

 
13.0

 
Expected Total
 
7.2

 
1.5

 
0.5

 
2.0

 
3.0

 
14.2

Other(e)
 
Fiscal 2013
 

 

 

 

 
20.3

 
20.3

 
Fiscal 2012
 

 

 

 

 
34.4

 
34.4

 
Fiscal 2011
 

 

 

 

 
60.6

 
60.6

 
Cumulative
 

 

 

 

 
115.3

 
115.3

 
Expected Total
 

 

 

 

 
115.3

 
115.3

Total
 
Fiscal 2013
 
$
18.6

 
$
25.5

 
$
5.4

 
$
5.7

 
$
22.8

 
$
78.0

 
Fiscal 2012
 
$
14.8

 
$
11.0

 
$
4.1

 
$
5.9

 
$
39.4

 
$
75.2

 
Fiscal 2011
 
$
17.7

 
$
10.1

 
$
2.1

 
$
1.9

 
$
61.5

 
$
93.3

 
Cumulative
 
$
54.8

 
$
47.9

 
$
11.7

 
$
13.7

 
$
124.5

 
$
252.6

 
Expected Total
 
$
54.8

 
$
47.9

 
$
13.2

 
$
17.7

 
$
124.6

 
$
258.2


(a)
Net property, plant and equipment as used in this Note 6 is the sum of property, plant and equipment impairment losses, subsequent adjustments to fair value for assets classified as held for sale, subsequent (gains) or losses on sales of property, plant and equipment, related parts and supplies, and accelerated depreciation on such assets.

(b)
The Corrugated Packaging segment current year charges are primarily associated with the closure of seven corrugated container plants acquired in the Smurfit-Stone Acquisition, on-going closure costs at previously closed facilities including the Matane, Quebec containerboard mill also acquired in the Smurfit-Stone Acquisition which were partially offset by gains on sale of previously closed facilities. The Corrugated Packaging segment charges in fiscal 2012 primarily reflect the closure of our Matane, Quebec containerboard mill, a machine taken out of operation at our Hodge, LA containerboard mill and seven corrugated container plants, all acquired in the Smurfit-Stone Acquisition and charges associated primarily with on-going closure costs at previously closed corrugated container plants acquired in the Smurfit-Stone Acquisition and our legacy Hauppauge, NY sheet plant, net of a gain on sale in fiscal 2012 primarily for our Santa Fe Springs, CA corrugated converting facility. The Corrugated Packaging Segment charges in fiscal 2011 primarily reflect the closure of six corrugated container plants also acquired in the Smurfit-Stone Acquisition. The fiscal 2012 expenses in the Other Costs” column primarily represent repayment of energy credits and site environmental closure activities at the Matane mill. The cumulative charges primarily reflect charges associated with the closure of twenty corrugated container plants acquired in the Smurfit-Stone Acquisition, the closure of the Matane, Quebec containerboard mill, charges related to kraft paper assets at our Hodge containerboard mill we acquired in the Smurfit-Stone Acquisition, and gains and losses associated with the sale of closed facilities. We have transferred a substantial portion of each closed facility's production to our other facilities.

(c)
The Consumer Packaging segment current year charges are primarily associated with the closure of a converting facility and on-going closure costs for previously closed facilities. The Consumer Packaging segment charges in fiscal 2012 primarily reflect the gain on sale of our Columbus, IN laminated paperboard converting operation and Milwaukee, WI folding carton facility and on-going closure costs associated with previously closed facilities. The Consumer Packaging segment charges in fiscal 2011 primarily reflect the closure of two facilities and on-going closure costs for previously closed facilities. The cumulative charges primarily reflect the actions mentioned above as well as closure costs at certain of five interior packaging plants. We have transferred a substantial portion of each closed facility's production to our other facilities.

(d)
The Recycling segment current year charges are primarily associated with the closure of nine collection facilities acquired in the Smurfit-Stone Acquisition partially offset by the gain on sale of our Dallas, TX collection facility. The Recycling segment charges in fiscal 2012 primarily reflect the closure of six collection facilities also acquired in the Smurfit-Stone Acquisition and the cumulative charges reflect the preceding actions as well as carrying costs for two collections facilities shutdown in a prior year.

(e)
The expenses in the “Other Costs” column primarily reflect costs incurred as a result of our Smurfit-Stone Acquisition, including merger integration expenses. The pre-tax charges are summarized below (in millions):
 
Acquisition
Expense / (Income)
 
Integration
Expenses
 
Other
 Income
 
Total
Fiscal 2013
$
(3.6
)
 
$
23.9

 
$

 
$
20.3

Fiscal 2012
2.9

 
32.1

 
(0.6
)
 
34.4

Fiscal 2011
20.2

 
40.4

 

 
60.6



Acquisition expenses include expenses associated with acquisitions, whether consummated or not, as well as litigation expenses associated with the Smurfit-Stone Acquisition, net of recoveries. Acquisition expenses primarily consist of advisory, legal, accounting, valuation and other professional or consulting fees. Integration expenses reflect primarily severance and other employee costs, professional services including work being performed to facilitate the Smurfit-Stone integration including information systems integration costs, lease expense and other costs. Due to the complexity and duration of the integration activities the precise amount expected to be incurred has not been quantified above. We expect integration activities to continue into fiscal 2014.

The following tables represent a summary of and the changes in the restructuring accrual, which is primarily composed of lease commitments, accrued severance and other employee costs, as well as a reconciliation of the restructuring accrual to the line item “Restructuring and other costs, net” on our consolidated statements of income for fiscal 2013, 2012 and 2011 (in millions):

 
2013
 
2012
 
2011
Accrual at beginning of fiscal year
$
22.7

 
$
26.7

 
$
1.4

Accruals acquired in Smurfit-Stone Acquisition

 

 
9.2

Additional accruals
18.7

 
26.9

 
30.8

Payments
(20.6
)
 
(28.0
)
 
(14.4
)
Adjustment to accruals
1.0

 
(2.9
)
 
(0.3
)
Accrual at September 30,
$
21.8

 
$
22.7

 
$
26.7

Reconciliation of accruals and charges to restructuring and other costs, net:
 
 
 
 
 
2013
 
2012
 
2011
Additional accruals and adjustments to accruals (see table above)
$
19.7

 
$
24.0

 
$
30.5

Acquisition (income) expense
(3.6
)
 
2.9

 
20.2

Integration expenses
22.8

 
23.0

 
20.2

Net property, plant and equipment
18.6

 
14.8

 
17.7

Severance and other employee costs
10.1

 
0.6

 
0.3

Equipment relocation
5.4

 
4.1

 
2.1

Facility carrying costs
5.7

 
5.9

 
1.9

Other
(0.7
)
 
(0.1
)
 
0.4

Total restructuring and other costs, net
$
78.0

 
$
75.2

 
$
93.3

Other Intangible Assets
Other Intangible Assets
Other Intangible Assets

The gross carrying amount and accumulated amortization relating to intangible assets, excluding goodwill, is as follows (in millions, except weighted avg. life): 
  
 
 
September 30,
 
 
 
2013
 
2012
 
Weighted
Avg. Life
 
Gross  Carrying
Amount
 
Accumulated
Amortization
 
Gross  Carrying
Amount
 
Accumulated
Amortization
Customer relationships
11.8
 
$
876.5

 
$
(230.4
)
 
$
873.9

 
$
(153.6
)
Favorable contracts
11.8
 
23.9

 
(14.3
)
 
42.2

 
(18.8
)
Technology and patents
8.0
 
14.3

 
(4.8
)
 
14.3

 
(3.2
)
Trademarks and tradenames
33.9
 
30.2

 
(9.8
)
 
30.3

 
(6.4
)
Non-compete agreements
N/A
 

 

 
5.1

 
(4.1
)
License costs
10.0
 
15.9

 
(2.1
)
 
15.9

 
(0.5
)
Total
12.4
 
$
960.8

 
$
(261.4
)
 
$
981.7

 
$
(186.6
)


During fiscal 2013, 2012 and 2011, intangible amortization expense was $80.7 million, $88.9 million and $42.4 million, respectively. Estimated intangible asset amortization expense for the succeeding five fiscal years is as follows (in millions):

Fiscal 2014
$
85.4

Fiscal 2015
81.5

Fiscal 2016
80.9

Fiscal 2017
80.7

Fiscal 2018
80.6

Debt
Debt
Debt

At September 30, 2013, our Credit Facility and our March 2019 Notes, March 2020 Notes, March 2022 Notes and March 2023 Notes (each as hereinafter defined, the notes collectively “Our Notes”) were unsecured. Our Notes are unsecured unsubordinated obligations that rank equally in right of payment with all of our existing and future unsecured unsubordinated obligations. The notes are effectively subordinated to any of our existing and future secured debt to the extent of the value of the assets securing such debt. Our Notes are redeemable prior to maturity, subject to certain rules and restrictions, and are not subject to any sinking fund requirements. Our Notes are fully and unconditionally guaranteed by our existing and future wholly-owned U.S. subsidiaries, except for certain present and future unrestricted subsidiaries and certain other limited exceptions. The indentures related to Our Notes restrict us and our subsidiaries from incurring certain liens and entering into certain sale and leaseback transactions, subject to a number of exceptions. Interest on Our Notes is payable in arrears each September and March. During the quarter ended March 31, 2013, we conducted offers to exchange the March 2019 Notes, March 2020 Notes, March 2022 Notes and March 2023 Notes for new notes of the applicable series with terms substantially identical with the notes of such series that are registered under the Securities Act of 1933, as amended (the “Securities Act”). In the exchange offer, $350.0 million in aggregate principal amount of the March 2019 Notes, $350.0 million in aggregate principal amount of the March 2020 Notes, $399.0 million in aggregate principal amount of the March 2022 Notes and $350.0 million in aggregate principal amount of the March 2023 Notes were validly tendered and subsequently exchanged (“Exchanged Notes”).

The following were individual components of debt (in millions): 
 
September 30,
 
2013
 
2012
5.625% notes due March 2013(a)
$

 
$
80.6

4.45% notes due March 2019(b)
349.7

 
349.7

3.50% notes due March 2020(c)
347.5

 
347.1

4.90% notes due March 2022(b)
399.4

 
399.3

4.00% notes due March 2023(c)
346.6

 
346.3

Term loan facility (d)
947.5

 
1,222.6

Revolving credit and swing facilities(d)
184.3

 
242.3

Receivables-backed financing facility(e)
260.0

 
410.0

Other debt
9.8

 
14.6

Total debt
2,844.8

 
3,412.5

Less current portion of debt
2.9

 
261.3

Long-term debt due after one year
$
2,841.9

 
$
3,151.2


A portion of the debt classified as long-term, which includes the term loan, receivables-backed, revolving credit and swing facilities, may be paid down earlier than scheduled at our discretion without penalty. During fiscal 2013, 2012 and 2011, amortization of debt issuance costs charged to interest expense was $10.2 million, $10.8 million and $7.7 million, respectively.

(a)
In March 2003, we sold $100.0 million in aggregate principal amount of our 5.625% notes due March 2013 (“March 2013 Notes”). We incurred debt issuance costs of approximately $0.8 million which were amortized over the term of the notes. In the first quarter of fiscal 2010, we repurchased $19.5 million of our March 2013 Notes at an average price of approximately 98% of par and recorded an aggregate gain on extinguishment of debt of approximately $0.5 million. On March 15, 2013, we repaid our remaining March 2013 Notes upon maturity.

(b)
On February 22, 2012, we issued $350.0 million aggregate principal amount of 4.45% senior notes due March 2019 (“March 2019 Notes”) and issued $400.0 million aggregate principal amount of 4.90% senior notes due March 2022 (“March 2022 Notes”) in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act. We issued the March 2019 Notes and March 2022 Notes at a discount of approximately $0.3 million and $0.8 million, respectively, and recorded debt issuance costs, including the exchange offer, of approximately $3.0 million and $3.5 million respectively, which are being amortized over the respective term of the notes. Giving effect to the amortization of the original issue discount and the debt issuance costs, the effective interest rates of the March 2019 Notes and March 2022 Notes are approximately 4.59% and 5.01%, respectively.

(c)
On September 11, 2012, we issued $350.0 million aggregate principal amount of 3.50% senior notes due March 2020 (“March 2020 Notes”) and issued $350.0 million aggregate principal amount of 4.00% senior notes due March 2023 (“March 2023 Notes”) in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act. We issued the March 2020 and March 2023 notes at a discount of approximately $3.0 million and $3.7 million, respectively, and recorded debt issuance costs, including the exchange offer, of approximately $2.9 million and $3.0 million, respectively, which are being amortized over the respective term of the notes. Giving effect to the amortization of the original issue discount and the debt issuance costs, the effective interest rates of the March 2020 and March 2023 Notes are approximately 3.72% and 4.18%, respectively.

(d)
On September 27, 2012, we entered into an unsecured Amended and Restated Credit Agreement with an original maximum principal amount of approximately $2.7 billion before scheduled payments. The Credit Facility includes a $1.475 billion, 5-year revolving credit facility and a $1.223 billion, 5-year term loan facility. All obligations under the Credit Facility are fully and unconditionally guaranteed by our existing and future wholly-owned U.S. subsidiaries, except for certain present and future unrestricted subsidiaries and certain other limited exceptions. In addition, the obligations of Rock-Tenn Company of Canada, Inc. are guaranteed by Rock-Tenn Company and all such wholly-owned U.S. subsidiaries, as well as by wholly-owned Canadian subsidiaries of RockTenn, other than certain present and future unrestricted subsidiaries and certain other limited exceptions.

In December 2012, in connection with the amendment of our receivables-backed financing facility, we prepaid our term loan facility through December 2014 with borrowings under our Receivables Facility, our revolving credit facility and available cash. Effective May 3, 2013, we exercised the Leverage Reduction Option which reduced our maximum permitted Leverage Ratio to 3.5 times and decreased our Applicable Percentage 25 basis points (each as defined in the Credit Facility). On June 7, 2013, we amended the Credit Facility to, among other things, modified the EBITDA definition, including but not limited to, allowing for add backs associated with proactive pension actions, synergies associated with future acquisitions and certain business interruptions covered by third parties and permitted a future $200 million Mexican peso sub-facility with dollar for dollar reduction to existing commitments if activated.

Up to $250.0 million under the revolving credit facility may be used for the issuance of letters of credit. In addition, up to $350.0 million of the revolving credit facility may be used to fund borrowings in Canadian dollars. At September 30, 2013 and September 30, 2012, the amount committed under the credit facilities for loans to a Canadian subsidiary was $300.0 million and $300.0 million, respectively. At September 30, 2013, available borrowings under the revolving credit portion of the Credit Facility, reduced by certain outstanding letters of credit not drawn upon of approximately $48.6 million and the application of our maximum leverage ratio subject to the facility limit, exceeded $1.2 billion.

At our option, borrowings under the Credit Facility bear interest at either a base rate or at the London Interbank Offered Rate (“LIBOR”), plus, in each case, an applicable margin. In addition, advances in Canadian dollars may be made by way of purchases of bankers' acceptances. We are required to pay fees in respect of outstanding letters of credit at a rate equal to the applicable margin for LIBOR-based borrowings based upon a Credit Agreement Leverage Ratio. The following table summarizes the applicable margins and percentages related to the revolving credit facility and term loan of the Credit Facility:
 
Range
 
September 30,
2013

Applicable margin/percentage for determining:
 
 
 
LIBOR-based loans and banker's acceptance advances interest rate (1)
1.125%-1.750%
 
1.25
%
Base rate-based borrowings (1)
0.125%-0.750%
 
0.25
%
Facility commitment (2)
0.175%-0.300%
 
0.20
%

(1) 
The rates vary based on our Leverage Ratio, as defined in the Amended and Restated Credit Agreement.
(2) 
Applied to the aggregate borrowing availability based on the Leverage Ratio, as defined below.

Following the submission of our September 30, 2013 quarterly officer's compliance certificate when our Form 10-K is filed, our applicable margins in the table above will fall for each measure to the low end of the range. The variable interest rate, including the applicable margin, on our term loan facility was 1.43% at September 30, 2013. Interest rates on our revolving credit facility for borrowings both in the U.S. and Canada ranged from 2.55% to 3.50% at September 30, 2013.

The Credit Facility contains certain prepayment requirements and customary affirmative and negative covenants. The negative covenants include covenants that, subject to certain exceptions, contain: limitations on liens and further negative pledges; limitations on sale-leaseback transactions; limitations on debt and prepayments, redemptions or repurchases of certain debt and equity; limitations on mergers and asset sales; limitations on sales, transfers and other dispositions of assets; limitations on loans and certain other investments; limitations on restrictions affecting subsidiaries; limitations on transactions with affiliates; limitations on changes to accounting policies or fiscal periods; limitations on speculative hedge transactions; and restrictions on modification or waiver of material documents in a manner materially adverse to the lenders.

In addition, the Credit Facility includes financial covenants requiring that we maintain a maximum total leverage ratio and minimum interest coverage ratio. The terms of the Credit Facility, prior to us exercising the Leverage Reduction Option on May 3, 2013 which reduced our maximum permitted Leverage Ratio to 3.5 times, required us to maintain a leverage ratio (which is the ratio of our total funded debt less certain amounts of unrestricted cash, to Credit Agreement EBITDA, as defined, for the preceding four fiscal quarters “Leverage Ratio”) of not greater than 3.75 to 1.00 for fiscal quarters ending from September 30, 2012 through September 30, 2013, and not greater than 3.50 to 1.00 for fiscal quarters ending thereafter. In addition, we must maintain an interest coverage ratio (which is the ratio of Credit Agreement EBITDA for the preceding four fiscal quarters to cash interest expense for such period) of not less than 3.50 to 1.00 for any fiscal quarters ending on or after September 30, 2012. Credit Agreement EBITDA is calculated in accordance with the definition contained in our Amended and Restated Credit Agreement. Credit Agreement EBITDA is generally defined as consolidated net income of RockTenn for any fiscal period plus the following to the extent such amounts are deducted in determining such consolidated net income: (i) consolidated interest expense, (ii) consolidated tax expenses, (iii) depreciation and amortization expenses, (iv) financing expenses and write-offs, including remaining portions of original issue discount on prepayment of indebtedness, prepayment premiums and commitment fees, (v) inventory expenses associated with the write up of Smurfit-Stone inventory acquired in the merger and other permitted acquisitions, (vi) all other non-cash charges, (vii) all legal, accounting and professional advisory expenses incurred in respect of the Smurfit-Stone Acquisition and other permitted acquisitions and related financing transactions, (vii) certain expenses and costs incurred in connection with the Smurfit-Stone Acquisition and associated synergies, restructuring charges, and certain other charges and expenses, subject to certain limitations specified in the Credit Facility, (viii) certain other charges and expenses unrelated to the Smurfit-Stone Acquisition subject to certain specified limitations in the Credit Facility, and (ix) for certain periods, run-rate synergies expected to be achieved due to the Smurfit-Stone Acquisition not already included in EBITDA and adjustments to include Smurfit-Stone EBITDA as outlined in the Amended and Restated Credit Agreement related to periods prior to the acquisition (“Credit Agreement EBITDA”). We test and report our compliance with these covenants each quarter. We are in compliance with all of our covenants.

The credit facilities also contain certain customary events of default, including relating to non-payment, breach of representations, warranties or covenants, default on other material debt, bankruptcy and insolvency events, invalidity or impairment of loan documentation, collateral or subordination provisions, change of control and customary ERISA defaults. The term “ERISA” means the Employee Retirement Income Security Act of 1974, as amended, and the rules and regulations thereunder.

(e)
On December 21, 2012, we amended and increased the Receivables Facility from $625.0 million to $700.0 million, extended the maturity date from the third anniversary of the May 27, 2011 Smurfit-Stone Acquisition to December 18, 2015, and amended, among other things, certain restrictions on what constitutes eligible receivables under the facility and lowered borrowing costs. Except for $51.0 million classified as short-term at September 30, 2012 that was expected to require the use of current assets for repayment, the borrowings are classified as long-term at September 30, 2013 and September 30, 2012. On August 30, 2013, we amended our Receivables Facility to allow for the exclusion of eligible receivables of specific obligors each calendar year subject to the following restrictions: (i) the aggregate of excluded receivables may not exceed 7.5% of eligible receivables under the Receivables Facility, and (ii) the excluded receivables of each obligor may not exceed 2.5% of the aggregate outstanding balance. The borrowing rate, which consists of a blend of the market rate for asset-backed commercial paper and the one month LIBOR rate plus a utilization fee, was 0.95% and 1.34% as of September 30, 2013 and September 30, 2012, respectively. The commitment fee for this facility was 0.25% and 0.30% as of September 30, 2013 and September 30, 2012, respectively. Borrowing availability under this facility is based on the eligible underlying accounts receivable and certain covenants. The agreement governing the Receivables Facility contains restrictions, including, among others, on the creation of certain liens on the underlying collateral. We test and report our compliance with these covenants monthly. We are in compliance with all of our covenants. At September 30, 2013 and September 30, 2012, maximum available borrowings, excluding amounts outstanding, under this facility were approximately $700.0 million and $464.0 million, respectively. The carrying amount of accounts receivable collateralizing the maximum available borrowings at September 30, 2013 was approximately $942.5 million. We have continuing involvement with the underlying receivables as we provide credit and collections services pursuant to the securitization agreement.

As of September 30, 2013, the aggregate maturities of debt for the succeeding five fiscal years and thereafter are as follows (in millions):
 
Fiscal 2014
$
2.9

Fiscal 2015
91.8

Fiscal 2016
382.3

Fiscal 2017
917.9

Fiscal 2018

Thereafter
1,456.7

Unamortized bond discount
(6.8
)
Total debt
$
2,844.8

Fair Value
Fair Value
Fair Value

Assets and Liabilities Measured or Disclosed at Fair Value

ASC 820 provides a framework for measuring fair value and expands disclosures required about fair value measurements. Specifically, ASC 820 sets forth a definition of fair value and a hierarchy prioritizing the inputs to valuation techniques. ASC 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Additionally, ASC 820 defines levels within the hierarchy based on the availability of quoted prices for identical items in active markets, similar items in active or inactive markets and valuation techniques using observable and unobservable inputs. We incorporate credit valuation adjustments to reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in our fair value measurements.

We have, or from time to time may have, supplemental retirement savings plans that are nonqualified deferred compensation plans pursuant to which assets are invested primarily in mutual funds, interest rate derivatives, commodity derivatives or other similar classes of assets or liabilities. Other than our pension and postretirement assets and liabilities as disclosed in Note 12. Retirement Plans” and the fair value of our long-term debt disclosed below, the fair value of these items is not significant.

The following table summarizes the carrying amount and estimated fair value of our long-term debt (in millions):
 
September 30, 2013
 
September 30, 2012
 
Carrying Amount     
 
Fair
Value     
 
Carrying Amount     
 
Fair
Value     
March 2013 Notes(1)
$

 
$

 
$
80.6

 
$
81.7

March 2019 Notes(1)
349.7

 
371.9

 
349.7

 
376.6

March 2020 Notes(1)
347.5

 
343.0

 
347.1

 
356.3

March 2022 Notes(1)
399.4

 
413.7

 
399.3

 
434.0

March 2023 Notes(1)
346.6

 
338.6

 
346.3

 
357.7

Term loan facilities(2)
947.5

 
947.5

 
1,222.6

 
1,222.6

Revolving credit and swing facilities(2)
184.3

 
184.3

 
242.3

 
242.3

Receivables-backed financing facility(2)
260.0

 
260.0

 
410.0

 
410.0

Other long-term debt(2)(3)
9.8

 
10.1

 
14.6

 
15.4

Total debt
$
2,844.8

 
$
2,869.1

 
$
3,412.5

 
$
3,496.6


(1)
Fair value is categorized as level 2 within the fair value hierarchy since the notes trade infrequently. Fair value is based on quoted market prices.
(2)
Fair value approximates the carrying amount as the variable interest rates reprice frequently at observable current market rates. As such, fair value is categorized as level 2 within the fair value hierarchy.
(3)
Fair value for certain debt is estimated based on the discounted value of future cash flows using observable current market interest rates offered for debt of similar credit risk and maturity. As such, fair value is categorized as level 2 within the fair value hierarchy.

In the absence of quoted prices in active markets, considerable judgment is required in developing estimates of fair value. Estimates are not necessarily indicative of the amounts we could realize in a current market transaction, or the amounts at which we could settle our debt.

Financial Instruments not Recognized at Fair Value

Financial instruments not recognized at fair value on a recurring or nonrecurring basis include cash and cash equivalents, accounts receivable, certain other current assets, short-term debt, accounts payable, certain other current liabilities, and long-term debt. With the exception of long-term debt, the carrying amounts of these financial instruments approximate their fair values due to their short maturities.

Fair Value of Nonfinancial Assets and Nonfinancial Liabilities

We measure certain nonfinancial assets and nonfinancial liabilities at fair value on a nonrecurring basis. These assets and liabilities include cost and equity method investments when they are deemed to be other-than-temporarily impaired, assets acquired and liabilities assumed in an acquisition or in a nonmonetary exchange, and property, plant and equipment and intangible assets that are written down to fair value when they are held for sale or determined to be impaired. At September 30, 2013 and September 30, 2012, we did not have any significant nonfinancial assets or nonfinancial liabilities that were measured at fair value on a nonrecurring basis in periods subsequent to initial recognition.
Leases
Leases
Leases

We lease certain manufacturing and warehousing facilities and equipment, primarily transportation equipment, under various operating leases. Some leases contain escalation clauses and provisions for lease renewal. As of September 30, 2013, future minimum lease payments under all noncancelable leases for the succeeding five fiscal years and thereafter are as follows (in millions):
 
Fiscal 2014
$
51.0

Fiscal 2015
44.3

Fiscal 2016
35.5

Fiscal 2017
28.3

Fiscal 2018
23.6

Thereafter
72.9

Total future minimum lease payments
$
255.6



Rental expense for the years ended September 30, 2013, 2012 and 2011 was approximately $101.5 million, $88.1 million and $42.6 million, respectively, including lease payments under cancelable leases and maintenance charges on transportation equipment. The increase beginning in fiscal 2012 reflects the first full year following the Smurfit-Stone Acquisition.
Income Taxes
Tax Provision
Income Taxes

The components of income before income taxes are as follows (in millions):
 
Year Ended September 30,
 
2013
 
2012
 
2011
United States
$
636.5

 
$
374.7

 
$
163.7

Foreign
74.2

 
14.4

 
51.8

Income before income taxes
$
710.7

 
$
389.1

 
$
215.5



The (benefit) provision for income taxes consists of the following components (in millions):
 
Year Ended September 30,
 
2013
 
2012
 
2011
Current income taxes:
 
 
 
 
 
Federal
$
(8.3
)
 
$
(4.5
)
 
$
(0.4
)
State
23.7

 
7.5

 
0.5

Foreign
7.1

 
10.5

 
9.4

Total current
22.5

 
13.5

 
9.5

Deferred income taxes:
 
 
 
 
 
Federal
(44.6
)
 
129.1

 
55.5

State
2.6

 
(0.6
)
 
1.5

Foreign
(2.3
)
 
(5.1
)
 
3.0

Total deferred
(44.3
)
 
123.4

 
60.0

(Benefit) provision for income taxes
$
(21.8
)
 
$
136.9

 
$
69.5



The differences between the statutory federal income tax rate and our effective income tax rate are as follows:
 
Year Ended September 30,
 
2013
 
2012
 
2011
Statutory federal tax rate
35.0
 %
 
35.0
 %
 
35.0
 %
Foreign rate differential
(1.9
)
 
0.2

 
(2.5
)
Adjustment and resolution of federal, state and foreign tax uncertainties
(35.9
)
 
(0.1
)
 
0.3

State taxes, net of federal benefit
3.3

 
3.4

 
2.3

Research and development and other tax credits, net of valuation allowances
(1.4
)
 
(0.5
)
 
(1.1
)
Income attributable to noncontrolling interest
(0.2
)
 
(0.1
)
 
(0.3
)
Nondeductible deal fees

 

 
1.3

Change in valuation allowance
(0.7
)
 
(1.3
)
 

Other, net
(1.3
)
 
(1.4
)
 
(2.7
)
Effective (benefit) tax rate
(3.1
)%
 
35.2
 %
 
32.3
 %



The tax effects of temporary differences that give rise to deferred income tax assets and liabilities consist of the following (in millions):
 
 
September 30,
 
2013
 
2012
Deferred income tax assets:
 
 
 
Accruals and allowances
$
23.5

 
$
25.2

Employee related accruals and allowances
104.8

 
107.5

Pension obligations
333.3

 
489.0

State net operating loss carryforwards
68.3

 
44.2

State credit carryforwards, net of federal benefit
49.1

 
47.0

Cellulosic Biofuel Producers Credits and other federal tax credit carryforwards
233.6

 
225.6

Federal net operating loss carryforwards
207.0

 
146.4

Restricted stock and options
30.5

 
22.4

Other
28.8

 
21.9

Valuation allowances
(36.2
)
 
(42.3
)
Total
1,042.7

 
1,086.9

Deferred income tax liabilities:
 
 
 
Property, plant and equipment
1,477.2

 
1,439.0

Deductible intangibles and goodwill
287.0

 
283.8

Inventory reserves
80.5

 
80.2

Deferred gain
31.0

 
31.0

Other
0.5

 
0.7

Total
1,876.2

 
1,834.7

Net deferred income tax liability
$
833.5

 
$
747.8



Deferred taxes are recorded as follows in the consolidated balance sheet (in millions):
 
September 30,
 
2013
 
2012
Current deferred tax asset
$
209.1

 
$
104.0

Current deferred tax liability

 
0.1

Long-term deferred tax asset
20.5

 
37.1

Long-term deferred tax liability
1,063.1

 
888.8

Net deferred income tax liability
$
833.5

 
$
747.8



At September 30, 2013 and September 30, 2012, we had gross federal net operating losses of approximately $605.8 million and $418.4 million. These loss carryforwards generally expire between fiscal years 2029 and 2031. The increase in the federal net operating loss during fiscal 2013 is related to the reversal $254.1 million of tax reserves related to alternative fuel mixture credits acquired in the Smurfit-Stone Acquisition. The benefit to deferred tax expense was recorded as the Internal Revenue Service completed its examination of Smurfit-Stone's 2009 tax return.

At September 30, 2013 and September 30, 2012, we had $138.1 million and $145.6 million, respectively, of federal Cellulosic Biofuel Producers Credits carryforwards which expire if not utilized by fiscal 2017. At September 30, 2013 and September 30, 2012, we had alternative minimum tax credits of $79.7 million and $71.8 million, respectively.  Under current tax law, the alternative minimum tax credit carryforwards do not expire.  At September 30, 2013 and September 30, 2012, we had various other federal credit carryforwards of $15.8 million and $8.2 million, respectively, which expire between fiscal years 2018 and 2033.

As a result of certain realization requirements of ASC 718, the table of deferred tax assets and liabilities shown above does not include certain deferred tax assets at September 30, 2013 and 2012 that arose directly from (or the use of which was postponed by) tax deductions related to equity compensation in excess of compensation recognized for financial reporting. Those deferred tax assets include federal and state net operating loss carryforwards. The September 30, 2013 and September 30, 2012 federal net operating loss carryforwards exclude $14.2 million and $10.3 million, respectively, due to stock compensation excess tax benefits. These excluded federal net operating losses, related to fiscal 2011, will be realized and recorded in the period when these carryforwards reduce an income tax liability.

At September 30, 2013 and September 30, 2012, gross net operating losses, for state and local tax reporting purposes, of approximately $1,543 million and $1,160 million, respectively, were available for carryforward. These loss carryforwards generally expire between fiscal years 2014 and 2032. The increase in the state net operating loss during fiscal 2013 is related to the reversal of tax reserves related to AFMC acquired in the Smurfit-Stone Acquisition. The tax effected values of these net operating losses are $68.3 million and $44.2 million at September 30, 2013 and 2012, respectively, exclusive of valuation allowances of $4.4 million and $3.2 million at September 30, 2013 and 2012, respectively.

At September 30, 2013 and September 30, 2012, gross net operating losses for foreign reporting purposes of approximately $112.0 million and $27.3 million, respectively, were available for carryforward. These loss carryforwards generally expire between fiscal years 2016 and 2033. The tax effected values of these net operating losses are $28.8 million and $4.6 million at September 30, 2013 and 2012, respectively, exclusive of valuation allowances of $7.3 million and $4.2 million at September 30, 2013 and 2012, respectively. The increase in the foreign net operating loss during fiscal 2013 is primarily related to a tax law change in Canada.

At September 30, 2013 and 2012, certain allowable state tax credits were available for carryforward. Accordingly, $49.1 million and $47.0 million have been recorded as deferred income tax assets at September 30, 2013 and 2012, respectively. These state tax credit carryforwards generally expire within 5 to 10 years; however, certain state credits can be carried forward indefinitely. Valuation allowances of $24.2 million and $29.9 million at September 30, 2013 and 2012, respectively, have been provided on these assets. These valuation allowances have been recorded due to uncertainty regarding our ability to generate sufficient taxable income in the appropriate taxing jurisdiction.

At September 30, 2013 and September 30, 2012, we had current deferred income taxes of $209.1 million and $104.0 million, respectively, included in other current assets.
 
The following table represents a summary of the valuation allowances against deferred tax assets for fiscal 2013, 2012 and 2011 (in millions):
 
 
2013
 
2012
 
2011
Balance at the beginning of period
$
42.3

 
$
48.0

 
$
40.2

Charges to costs and expenses
3.6

 
4.3

 
5.8

Allowances related to acquisitions(1)

 

 
7.8

Deductions
(9.7
)
 
(10.0
)
 
(5.8
)
Balance at the end of period
$
36.2

 
$
42.3

 
$
48.0


(1)
Allowances related to acquisitions in fiscal 2011 are related to the Smurfit-Stone Acquisition.

We have considered a portion of our earnings from certain foreign subsidiaries as subject to repatriation and we provide for taxes accordingly. Earnings of all other foreign subsidiaries are considered indefinitely invested in their respective foreign operations. As of September 30, 2013, we estimate those indefinitely invested earnings to be approximately $158.3 million. We have not provided for any incremental U.S. taxes that would be due upon the repatriation of those earnings. However, in the event of a distribution of those earnings in the form of dividends or otherwise, we may be subject to both U.S. income taxes, subject to an adjustment for foreign tax credits, and withholding taxes payable to the foreign jurisdictions. As of September 30, 2013, we estimate the amount of unrecognized deferred income tax liability on these indefinitely reinvested earnings to be approximately $7.1 million.

As of September 30, 2013, the total amount of unrecognized tax benefits was approximately $21.3 million, exclusive of interest and penalties. Of this balance, if we were to prevail on all unrecognized tax benefits recorded, approximately $19.2 million would benefit the effective tax rate. As of September 30, 2012, the total amount of unrecognized tax benefits was approximately $289.7 million, exclusive of interest and penalties prior to the fiscal 2013 adjustment following the IRS's completion of its examination of Smurfit-Stone's 2009 tax return. Of this balance, if we were to prevail on all unrecognized tax benefits recorded, approximately $265.6 million would benefit the effective tax rate. We regularly evaluate, assess and adjust the related liabilities in light of changing facts and circumstances, which could cause the effective tax rate to fluctuate from period to period.

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in millions):
 
 
2013
 
2012
 
2011
Balance at the beginning of period
$
289.7

 
$
287.9

 
$
12.2

(Reductions) additions related to acquisitions(1)

 
(1.4
)
 
275.5

Additions for tax positions taken in current year
2.6

 
7.0

 

(Reductions) additions for tax positions taken in prior years
(268.5
)
 

 
1.5

Reductions due to settlements
(0.2
)
 

 

Reductions as a result of a lapse of the applicable statute of limitations
(2.3
)
 
(3.8
)
 
(1.3
)
Balance at the end of period
$
21.3

 
$
289.7

 
$
287.9


(1)
Adjustments related to acquisitions in fiscal 2012 and 2011 are related to the Smurfit-Stone Acquisition.

We recognize estimated interest and penalties related to unrecognized tax benefits in income tax expense in the consolidated statements of income. As of September 30, 2013 and September 30, 2012, we had a recorded liability of $1.2 million and $2.0 million, respectively, for the payment of estimated interest and penalties related to the liability for unrecognized tax benefits. Our results of operations for the fiscal years ended September 30, 2013 and 2012 include income of $0.7 million and income of $1.9 million, respectively, related to estimated interest and penalties related to the liability for unrecognized tax benefits.

We file federal, state and local income tax returns in the U.S. and various foreign jurisdictions. With few exceptions, we are no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years prior to fiscal 2009. While we believe our tax positions are appropriate, they are subject to audit or other modifications and there can be no assurance that any modifications will not materially and adversely affect our results of operations, financial condition or cash flows.
Retirement Plans
Retirement Plans
Retirement Plans

We have defined benefit pension plans and other postretirement plans for certain U.S. and Canadian employees. In addition, under several labor contracts, we make payments, based on hours worked, into multiemployer pension plan trusts established for the benefit of certain collective bargaining employees in facilities both inside and outside the U.S. We also have a Supplemental Executive Retirement Plan and other non-qualified defined benefit pension plans that provide unfunded supplemental retirement benefits to certain of our executives and former executives. The SERP provides for incremental pension benefits in excess of those offered in our principal pension plan.

Salaried and nonunion hourly employees hired on or after January 1, 2005 are not eligible to participate in RockTenn benefit plans in effect prior to the Smurfit-Stone Acquisition. However, we provide an enhanced 401(k) plan match for such employees. The defined benefit pension plans acquired in connection with the Smurfit-Stone Acquisition cover substantially all hourly employees, as well as salaried employees hired prior to January 1, 2006. These plans were frozen for salaried employees at various stages prior to the acquisition. The postretirement plans provide certain health care and life insurance benefits for certain salaried and hourly employees who meet specified age and service requirements as defined by the plans.

The benefits under our defined benefit pension plans are based on either compensation or a combination of years of service and negotiated benefit levels, depending upon the plan. We allocate our pension assets to several investment management firms across a variety of investment styles. Our defined benefit Investment Committee meets at least four times a year with our investment advisors to review each management firm’s performance and monitor their compliance with their stated goals, our investment policy and applicable regulatory requirements in the U.S. and Canada.

We understand that investment returns are volatile. We believe that, by investing in a variety of asset classes and utilizing multiple investment management firms, we can create a portfolio that yields adequate returns with reduced volatility. After we consulted with our actuary and investment advisors, we adopted the target allocations in the table that follows for our pension plans to produce the desired performance. These target allocations are guidelines, not limitations, and occasionally plan fiduciaries will approve allocations above or below target ranges or modify the allocations.

Target Allocations
 
U.S. Plans
 
Canadian Plans
 
2013
 
2012
 
2013
 
2012
Equity investments
40
%
 
40
%
 
29
%
 
29
%
Fixed income investments
45
%
 
45
%
 
58
%
 
58
%
Short-term investments
1
%
 
2
%
 
1
%
 
1
%
Other investments
14
%
 
13
%
 
12
%
 
12
%

Our actual pension plans' asset allocations by asset category at September 30 were as follows:
 
 
U.S. Plans
 
Canadian Plans
 
2013
 
2012
 
2013
 
2012
Equity investments
42
%
 
42
%
 
31
%
 
31
%
Fixed income investments
44
%
 
45
%
 
57
%
 
58
%
Short-term investments
4
%
 
3
%
 
2
%
 
2
%
Other investments
10
%
 
10
%
 
10
%
 
9
%
Total
100
%
 
100
%
 
100
%
 
100
%

We manage our retirement plans in accordance with the provisions of ERISA and the regulations pertaining thereto as well as applicable legislation in Canada. Our investment policy objectives include maximizing long-term returns at acceptable risk levels, diversifying among asset classes, as applicable, and among investment managers as well as establishing certain risk parameters within asset classes. We have allocated our investments within the equity and fixed income asset classes to sub-asset classes designed to meet these objectives. In addition, our other alternative investments support multi-strategy objectives.

In developing our weighted average expected rate of return on plan assets, we consulted with our investment advisor and evaluated criteria based on historical returns by asset class and long-term return expectations by asset class. We currently expect to contribute approximately $239 million to our defined benefit pension plans in fiscal 2014. However, it is possible that our assumptions or legislation may change, actual market performance may vary or we may decide to contribute a different amount. Therefore, the amount we contribute may vary materially. The expense for multiemployer plans for collective bargaining employees generally equals the contributions for these plans. We use a September 30 measurement date.

The assumptions used to measure the benefit plan obligations at September 30 were:
 
 
Pension Plans
 
Postretirement plans
 
2013
 
2012
 
2013
 
2012
Discount rate – U.S. Plans
5.19%
 
4.22%
 
5.19%
 
4.22%
Rate of compensation increase – U.S. Plans
2.00 - 2.50%
 
2.00 - 2.50%
 
N/A
 
N/A
Discount rate – Canadian Plans
4.56%
 
4.14%
 
4.56%
 
4.14%
Rate of compensation increase – Canadian Plans
3.00 - 3.25%
 
3.00 - 3.25%
 
3.00%
 
3.00%
Discount rate – SERP and Other Executive Plans
3.39 - 5.19%
 
2.57 - 4.22%
 
N/A
 
N/A
Rate of compensation increase – SERP and Other Executive Plans
3.00%
 
6.00%
 
N/A
 
N/A

We determine the discount rate with the assistance of actuaries. At September 30, 2013, the discount rate for the U.S. pension and postretirement plans was determined based on the yield on a theoretical portfolio of high-grade corporate bonds, and the discount rate for the Canadian pension, postretirement plans, SERP and the other executive plans was determined based on a yield curve developed by our actuary.

The theoretical portfolio of high-grade corporate bonds used to select the September 30, 2013 discount rate for the U.S. pension plans includes bonds generally rated Aa- or better with at least $100 million outstanding par value and bonds that are non-callable (unless the bonds possess a “make whole” feature). The theoretical portfolio of bonds has cash flows that generally match our expected benefit payments in future years.

Our assumption regarding the increase in compensation levels is reviewed periodically and the assumption is based on both our internal planning projections and recent history of actual compensation increases. We typically review our expected long-term rate of return on plan assets periodically through an asset allocation study with either our actuary or investment advisor. In fiscal 2014, our expected rate of return is 7.5% for our U.S. plans and 6.9% for our Canadian plans. Our 2014 rates of return are unchanged from fiscal 2013 and are based on an analysis of our long-term expected rate of return and our current asset allocation.

Changes in benefit obligation for the years ended September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Benefit obligation at beginning of year
$
4,973.5

 
$
4,363.5

 
$
166.2

 
$
167.5

Service cost
35.1

 
30.1

 
1.6

 
1.5

Interest cost
199.7

 
221.4

 
6.5

 
7.8

Amendments
4.1

 
2.6

 
(9.3
)
 
(0.2
)
Actuarial (gain) loss
(380.3
)
 
555.3

 
(17.9
)
 
(2.5
)
Plan participant contributions
2.8

 
3.0

 
5.4

 
5.9

Benefits paid
(260.4
)
 
(263.5
)
 
(17.3
)
 
(17.4
)
Business combinations

 
(4.2
)
 

 

Curtailments
(0.8
)
 

 
(2.7
)
 

Settlements
(1.1
)
 

 

 

Foreign currency rate changes
(48.4
)
 
65.3

 
(2.3
)
 
3.6

Benefit obligation at end of year
$
4,524.2

 
$
4,973.5

 
$
130.2

 
$
166.2



The accumulated benefit obligation of the pension plans was $4,487.4 million and $4,921.3 million at September 30, 2013 and 2012, respectively. At September 30, 2013 and 2012, no plan had a fair value of plan assets which exceeded its accumulated benefit obligation.

Changes in plan assets for the years ended September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Fair value of plan assets at beginning of year
$
3,480.2

 
$
2,919.4

 
$

 
$

Actual gain on plan assets
152.6

 
400.6

 

 

Employer contributions
188.9

 
367.5

 
11.9

 
11.5

Plan participant contributions
2.8

 
3.0

 
5.4

 
5.9

Benefits paid
(260.4
)
 
(263.5
)
 
(17.3
)
 
(17.4
)
Settlements
(1.1
)
 

 

 

Foreign currency rate changes
(40.3
)
 
53.2

 

 

Fair value of assets at end of year
$
3,522.7

 
$
3,480.2

 
$


$



Our fiscal 2012 contributions include approximately $12.8 million to fund benefit payments for one of our non-qualified plans.

The table below sets forth the underfunded status recognized in the consolidated balance sheets at September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Other current liability
$
(26.3
)
 
$
(0.2
)
 
$
(11.9
)
 
$
(12.0
)
Accrued pension and other long-term benefits
(975.2
)
 
(1,493.1
)
 
(118.3
)
 
(154.2
)
Net amount recognized
$
(1,001.5
)
 
$
(1,493.3
)
 
$
(130.2
)
 
$
(166.2
)

  
The pre-tax amounts in accumulated other comprehensive loss at September 30 not yet recognized as components of net periodic pension cost consist of (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Net actuarial loss (gain)
$
551.2

 
$
877.0

 
$
(17.9
)
 
$
(0.1
)
Prior service cost (credit)
7.8

 
5.0

 
(10.9
)
 
(1.8
)
Total accumulated other comprehensive loss (income)
$
559.0

 
$
882.0

 
$
(28.8
)
 
$
(1.9
)

       

The pre-tax amounts recognized in other comprehensive (income) loss are as follows at September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2011
 
2013
 
2012
 
2011
Net actuarial (gain) loss arising during period
$
(286.6
)
 
$
377.6

 
$
334.0

 
$
(17.3
)
 
$
(2.5
)
 
$
2.0

Amortization of net actuarial loss
(39.3
)
 
(21.4
)
 
(18.9
)
 

 

 

Prior service cost (credit) arising during period
4.1

 
2.6

 
0.7

 
(9.3
)
 
(0.5
)
 
(1.0
)
Amortization of prior service (cost) credit
(1.2
)
 
(0.8
)
 
(0.7
)
 
(0.3
)
 
0.1

 

Net other comprehensive (income) loss recognized
$
(323.0
)
 
$
358.0

 
$
315.1

 
$
(26.9
)
 
$
(2.9
)
 
$
1.0


  
The net periodic pension cost recognized in the consolidated statements of income is comprised of the following for fiscal years ended (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2011
 
2013
 
2012
 
2011
Service cost
$
35.1

 
$
30.1

 
$
17.2

 
$
1.6

 
$
1.5

 
$
0.6

Interest cost
199.7

 
221.4

 
95.1

 
6.5

 
7.8

 
3.2

Expected return on plan assets
(247.3
)
 
(222.1
)
 
(91.9
)
 

 

 

Amortization of net actuarial loss
38.9

 
21.4

 
18.9

 

 

 

Amortization of prior service cost (credit)
1.2

 
0.8

 
0.7

 
0.3

 
(0.1
)
 

Curtailment gain

 

 

 
(2.7
)
 

 

Settlement loss
0.4

 

 

 

 

 

Company defined benefit plan expense
28.0

 
51.6

 
40.0

 
5.7

 
9.2

 
3.8

Multiemployer and other plans
20.3

 
9.8

 
4.6

 

 

 

Net pension cost
$
48.3

 
$
61.4

 
$
44.6

 
$
5.7

 
$
9.2

 
$
3.8


The assumed health care cost trend rates used in measuring the accumulated postretirement benefit obligation (“APBO”) are as follows at September 30:
 
 
2013
U.S. Plans
 
 
Health care cost trend rate assumed for next year
 
9.13
%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
 
5.00
%
Year the rate reaches the ultimate trend rate
 
2030

Canadian Plans
 
 
Health care cost trend rate assumed for next year
 
7.30
%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
 
4.80
%
Year the rate reaches the ultimate trend rate
 
2029



The effect of a 1% change in the assumed health care cost trend rate would increase and decrease the APBO as of September 30, 2013 by approximately $7 million and would increase and decrease the annual net periodic postretirement benefit cost for 2013 by an immaterial amount.

Weighted-average assumptions used in the calculation of benefit plan expense for fiscal years ended:
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2011
 
2013
 
2012
 
2011
Discount rate – U.S. Plans
4.22%
 
5.27%
 
5.50%
 
4.22%
 
5.27%
 
5.56
%
Rate of compensation increase – U.S Plans
2.00 - 2.50%
 
2.75 - 3.32%
 
3.11%
 
N/A
 
N/A
 
N/A

Expected long-term rate of return on plan assets – U.S. Plans
7.50%
 
8.00%
 
7.86%
 
N/A
 
N/A
 
N/A

Discount rate – Canadian Plans
4.14%
 
3.51 - 4.90%
 
5.13%
 
4.14%
 
4.90%
 
5.13
%
Rate of compensation increase – Canadian Plans
3.00 - 3.25%
 
3.00 - 3.25%
 
3.75%
 
3.00%
 
3.00%
 
3.75
%
Expected long-term rate of return on plan assets – Canadian Plans
6.88%
 
3.51 - 6.00%
 
6.00%
 
N/A
 
N/A
 
N/A
Discount rate – SERP and Other Executive Plans
2.57 - 4.22%
 
0.87 - 4.61%
 
0.24 - 5.09%
 
N/A
 
N/A
 
N/A
Rate of compensation increase SERP and Other Executive Plans
6.00%
 
6.00%
 
6.00%
 
N/A
 
N/A
 
N/A

 
The estimated losses that will be amortized from accumulated other comprehensive loss into net periodic benefit cost in fiscal 2014 are as follows (in millions):
 
 
Pension Plans

 
Postretirement Plans
Actuarial loss (gain)
$
17.1

 
$
(0.7
)
Prior service cost (credit)
1.3

 
(1.4
)
 
$
18.4

 
$
(2.1
)

 
Our projected estimated benefit payments (unaudited), which reflect expected future service, as appropriate, are as follows (in millions):
 
 
Pension Plans
 
Postretirement Plans
Fiscal 2014
$
296.7

 
$
11.9

Fiscal 2015
275.1

 
11.6

Fiscal 2016
281.7

 
11.0

Fiscal 2017
286.1

 
10.4

Fiscal 2018
290.8

 
10.2

Fiscal Years 2019 – 2023
1,507.8

 
46.7



The following tables summarize our pension plan assets measured at fair value on a recurring basis (at least annually) as of September 30, 2013 and September 30, 2012 (in millions):
 
 
September 30,
2013
 
Quoted Prices
in Active
Markets for
Identical
Assets (Level 1)
 
Significant
Other
Observable
Inputs (Level 2)
 
Significant
Unobservable
Inputs (Level 3)
Equity securities:
 
 
 
 
 
 
 
U.S. equities(a)
$
318.0

 
$
133.7

 
$
184.3

 
$

Non-U.S. equities(a)
810.4

 
58.1

 
752.3

 

Hedged equities(a)
267.2

 

 
267.2

 

Fixed income securities:
 
 
 
 
 
 
 
U.S. government securities(b)
127.8

 

 
127.8

 

Non-U.S. government securities(c)
94.2

 

 
94.2

 

US corporate bonds(c)
675.8

 
106.3

 
569.5

 

Non-US corporate bonds(c)
478.3

 
170.8

 
307.5

 

Mortgage-backed securities(c)
49.2

 

 
49.2

 

Other fixed income(d)
225.3

 

 
225.3

 

Short-term investments(e)
113.8

 
113.8

 

 

Other investments:
 
 
 
 
 
 
 
Alternative investments(f)
362.7

 

 
302.3

 
60.4

 
$
3,522.7

 
$
582.7

 
$
2,879.6

 
$
60.4


 
September 30, 2012
 
Quoted Prices
in Active
Markets for
Identical
Assets (Level 1)
 
Significant
Other
Observable
Inputs (Level 2)
 
Significant
Unobservable
Inputs (Level 3)
Equity securities:
 
 
 
 
 
 
 
U.S. equities(a)
$
275.5

 
$
107.1

 
$
168.4

 
$

Non-U.S. equities(a)
808.3

 
99.8

 
708.5

 

Hedged equities(a)
277.4

 

 
277.4

 

Fixed income securities:
 
 
 
 
 
 
 
U.S. government securities(b)
152.6

 

 
152.6

 

Non-U.S. government securities(c)
83.6

 

 
83.6

 

US corporate bonds(c)
667.7

 
98.3

 
569.4

 

Non-US corporate bonds(c)
489.8

 
188.8

 
301.0

 

Mortgage-backed securities(c)
46.5

 

 
46.5

 

Other fixed income(d)
233.0

 

 
233.0

 

Short-term investments(e)
114.4

 
114.4

 

 

Other investments:
 
 
 
 
 
 
 
Alternative investments(f)
331.4

 

 
268.1

 
63.3

 
$
3,480.2

 
$
608.4

 
$
2,808.5

 
$
63.3


(a)
Equity securities are comprised of the following investment types: (i) common stock; (ii) preferred stock; (iii) equity exchange traded funds; (iv) hedged equity investments and (v) commingled equity funds. Investments in common and preferred stocks and exchange traded funds are valued using quoted market prices multiplied by the number of shares owned. The hedged equity investment is a commingled fund that consists primarily of equity indexed investments which are hedged by options and also holds collateral in the form of short term treasury securities. The commingled fund investments are valued at the net asset value per share multiplied by the number of shares held. The determination of net asset value for the commingled funds includes market pricing of the underlying assets as well as broker quotes and other valuation techniques.

(b)
U.S. government securities include treasury and agency debt. These investments are valued using broker quotes in an active market.

(c)
These investments are valued utilizing a market approach that includes various valuation techniques and sources such as value generation models, broker quotes in active and non-active markets, benchmark yields and securities, reported trades, issuer spreads, and/or other applicable reference data. The U.S. corporate bonds category is primarily comprised of U.S. dollar denominated investment grade securities. Commingled debt funds are valued at their net asset value per share multiplied by the number of shares held. The determination of net asset value for the commingled funds includes market pricing of the underlying assets as well as broker quotes and other valuation techniques.

(d)
Other fixed income is comprised of municipal and asset-backed securities. Investments are valued utilizing a market approach that includes various valuation techniques and sources such as, broker quotes in active and non-active markets, benchmark yields and securities, reported trades, issuer spreads and/or other applicable reference data.

(e)
Short-term investments are valued at $1.00/unit, which approximates fair value. Amounts are generally invested in interest-bearing accounts.

(f)
The alternative investments are diversified across multiple asset managers and several types of asset classes including hedge funds, private equity partnerships and real estate funds. The hedge funds are valued at net asset value. Fair value of the private equity partnerships is determined based on discounted cash flow analysis that utilizes unobservable inputs such as weighted average cost of capital ranging from 8.8% to 16.1% for 2013 and 7.3% to 20.0% for 2012; residual growth rate assumptions ranging from 1.0% to 4.0% for 2013 and 1.5% to 4.0% for 2012; revenue growth rates ranging from 2.2% to 6.6% for 2013 and 1.6% to 9.1% for 2012; and EBITDA of market comparable companies with multiples ranging from 7.0 to 13.2 for 2013 and 4.8 to 14.5 for 2012. The fair value of our real estate funds is based on the utilization of various unobservable inputs including but not limited to rental rate factors ranging from 0% to 25% for 2013 and 2012; capitalization rates ranging from 5% to 8% for 2013 and 2012; discount rates ranging from 7% to 9% for 2013 and 2012; and inflation rates ranging from 0% to 5% for 2013 and 2012.

The following table summarizes the changes in our Level 3 pension plan assets for the years ended September 30, 2013 and 2012 (in millions):
 
 
Non-US
Corporate
Bonds
 
Alternative
Investments
 
Total
Balance as of September 30, 2011
$
1.4

 
$
181.9

 
$
183.3

Purchases, sales, issuances, and settlements, net
(1.3
)
 
(1.6
)
 
(2.9
)
Actual return on plan assets:
 
 
 
 
 
     Relating to instruments still held at end of year

 
9.7

 
9.7

     Relating to instruments sold during the year
(0.1
)
 
2.8

 
2.7

Transfers out of level 3

 
(129.5
)
 
(129.5
)
Balance as of September 30, 2012
$

 
$
63.3

 
$
63.3

Purchases, sales, issuances, and settlements, net

 
(9.0
)
 
(9.0
)
Actual return on plan assets:
 
 
 
 
 
     Relating to instruments still held at end of year

 
2.5

 
2.5

     Relating to instruments sold during the year

 
3.6

 
3.6

Balance as of September 30, 2013
$

 
$
60.4

 
$
60.4



Various alternative investments are subject to initial one-year lock-up restrictions with monthly or quarterly redemption requirements that include a specified notice period in order to liquidate. As such, these alternative investments were categorized as Level 3 assets in fiscal 2011. In fiscal 2012, these lock-up restrictions expired and the alternative investments were transferred to Level 2.

Multiemployer Plans

We participate in several multiemployer pension plans administered by labor unions that provide retirement benefits to certain union employees in accordance with various collective bargaining agreements. Approximately 46% of our employees are covered by CBAs, of which approximately 17% are covered by CBAs that have expired and another 30% are covered by CBAs that expire within one year. As one of many participating employers in these MEPPs, we are generally responsible with the other participating employers for any plan underfunding. Our contributions to a particular MEPP are established by the applicable CBAs; however, our required contributions may increase based on the funded status of an MEPP and legal requirements such as those of the Pension Protection Act of 2006, which requires substantially underfunded MEPPs to implement a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) to improve their funded status. Factors that could impact funded status of an MEPP include, without limitation, investment performance, changes in the participant demographics, decline in the number of contributing employers, changes in actuarial assumptions and the utilization of extended amortization provisions.
A FIP or RP requires a particular MEPP to adopt measures to correct its underfunded status. These measures may include, but are not limited to: an increase in our contribution rate to the applicable CBA, a reallocation of the contributions already being made by participating employers for various benefits to individuals participating in the MEPP, and/or a reduction in the benefits to be paid to future and/or current retirees. In addition, the Pension Act requires that a 5% surcharge be levied on employer contributions for the first year commencing shortly after the date the employer receives notice that the MEPP is in critical status (also referred to as red status) and a 10% surcharge on each succeeding year until a CBA is in place with terms and conditions consistent with the RP.
We could also be obligated to make future payments to MEPPs if we either cease to have an obligation to contribute to the MEPP or significantly reduce our contributions to the MEPP because we reduce our number of employees who are covered by the relevant MEPP for various reasons, including, but not limited to, layoffs or closures, assuming the MEPP has unfunded vested benefits. The amount of such payments (known as a complete or partial withdrawal liability) generally would equal our proportionate share of the MEPPs' unfunded vested benefits. We believe that certain of the MEPP's in which we participate have material unfunded vested benefits. Primarily as a result of the Smurfit-Stone Acquisition, our share of the contributions in one of these plans exceeded 5% of total plan contributions for certain plan years. Due to uncertainty regarding future factors that could trigger a withdrawal liability, as well as the absence of specific information regarding matters such as the MEPP's current financial situation due in part to delays in reporting, the potential withdrawal or bankruptcy of other contributing employers, the impact of future plan performance or the success of current and future funding improvement or rehabilitation plans to restore solvency to the plans, we are unable to determine with certainty the amount and timing of any future withdrawal liability, changes in future funding obligations, or the impact of increased contributions, including those that could be triggered by a mass withdrawal of other employers from a MEPP. There can be no assurance that the impact of increased contributions, future funding obligations or future withdrawal liabilities will not be material to our results of operations, financial condition or cash flows. At September 30, 2013 and September 30, 2012, we had a withdrawal liability recorded of $17.1 million and $3.9 million, respectively.

The following table lists our participation in our multiemployer and other plans that are individually significant for the years ended September 30 (in millions):

Pension Fund
EIN / Pension Plan Number
 
Pension Protection Act Zone Status
 
FIP / RP Status Pending / Implemented
 
Contributions (a)
 
Surcharge imposed?
 
Expiration CBA
 
 
 
2013
 
2012
 
 
 
2013
 
2012
 
2011
 
 
 
 
U.S. Multiemployer plans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pace Industry Union-Management Pension Fund
11-6166763 / 001
 
Red
 
Red
 
Implemented
 
$
3.9

 
$
3.6

 
$
1.8

 
Yes
 
9/30/11 to 8/2/2017
Other Funds
 
 
 
 
 
 
 
 
3.2

 
6.2

 
2.8

 
 
 
 
         Total Contributions:
 
 
 
 
 
 
 
 
$
7.1

 
$
9.8

 
$
4.6

 
 
 
 

(a)
Contributions represent the amounts contributed to the plan during the fiscal year. Our contributions for fiscal 2012 and 2011 exceeded 5% of total plan contributions. Although the plan data for fiscal 2013 is not yet available, we would expect to continue to exceed 5% of total plan contributions. Contributions for fiscal 2013 exclude $13.2 million accrued related to a partial plan withdrawal.

Defined Contribution Plans

We have 401(k) and other defined contribution plans that cover our U.S. and Canadian salaried and nonunion hourly employees as well as certain employees covered by union collective bargaining agreements, subject to an initial waiting period. The 401(k) plans permit participants to make contributions by salary reduction pursuant to Section 401(k) of the Code. Due primarily to acquisitions, we have plans with varied terms, at September 30, 2013 the company contributions are generally up to 3% to 4%. During fiscal 2013, 2012 and 2011, we recorded expense of $29.9 million, $31.8 million and $20.3 million, respectively, related to the 401(k) plans and defined contribution plans.

Supplemental Retirement Plans

We have supplemental retirement savings plans (the “Supplemental Plans”) that are nonqualified deferred compensation plans. We intend to provide participants with an opportunity to supplement their retirement income through deferral of current compensation. These plans are divided into a broad based section and the senior executive section. The broad based section was put into effect on January 1, 2006 for certain highly compensated employees whose 401(k) contributions were capped at a maximum deferral rate in certain 401(k) plans in an effort to pass the nondiscrimination tests in those plans. Participants in the broad based section of the plan can contribute base pay up to a certain maximum dollar amount determined annually. In addition, amounts are contributed for certain executives whose participation in our pension plans is limited or excluded. Contributions in the broad based section of the plan are not matched. Amounts deferred and payable under the Supplemental Plans are our unsecured obligations (the “Obligations”) and rank equally with our other unsecured and unsubordinated indebtedness outstanding. Each participant in the senior executive portion of the plan elects the amount of eligible base salary and/or eligible bonus to be deferred to a maximum deferral of 6% of base salary and eligible bonus. We match $0.50 on the dollar of the amount contributed by participants in the senior executive section. Each Obligation will be payable on a date selected by us pursuant to the terms of the Supplemental Plans. Generally, we are obligated to pay the Obligations after termination of the participant’s employment or in certain emergency situations. We will adjust each participant’s account for investment gains and losses under the Supplemental Plans in accordance with the participant’s investment election or elections (or default election or elections) as in effect from time to time. We will make all such adjustments at the same time and in accordance with the same procedures followed under our 401(k) plans for crediting investment gains and losses to a participant’s account under our 401(k) plans. The Obligations are denominated and payable in U.S. dollars. The amount recorded for both the asset and liability was approximately $13.3 million at September 30, 2013. The investment alternatives available under the Supplemental Plans are generally similar to investment alternatives you would find available under 401(k) plans. The recorded expense for the current fiscal year and the preceding two fiscal years was not significant.
Shareholders' Equity
Shareholders' Equity
Shareholders’ Equity

Capitalization

Our capital stock consists solely of our Class A common stock, par value $0.01 per share. Holders of our Common Stock are entitled to one vote per share. Our articles of incorporation also authorize preferred stock, of which no shares have been issued. The terms and provisions of such shares will be determined by our board of directors upon any issuance of such shares in accordance with our articles of incorporation.

Stock Repurchase Plan

Our board of directors has approved a stock repurchase plan that allows for the repurchase of shares of Common Stock over an indefinite period of time. Our stock repurchase plan, as amended in November 2013, allows for the repurchase of a total of 9.2 million shares of Common Stock, an increase from the 6.0 million previously authorized. Pursuant to our repurchase plan, in fiscal 2013, 2012 and 2011, we did not repurchase any shares of Common Stock. As of September 30, 2013, we had approximately 1.8 million shares of Common Stock available for repurchase, and 5.0 million shares after the November 2013 amendment.
Share-Based Compensation
Stock Based Compensation
Share-Based Compensation

Stock-based Compensation Plan

We issue nonqualified stock options and restricted stock to certain key employees and our directors pursuant to our 2004 Incentive Stock Plan. We also have options and restricted stock outstanding under our preexisting 2000 Incentive Stock Plan. We also maintain an employee stock purchase plan that provides for the purchase of shares by all of our eligible employees at a 15% discount.

Our 2004 Incentive Stock Plan allows for the granting of options and restricted stock, stock appreciation rights and restricted stock units to certain key employees and directors for the issuance of approximately 7.9 million shares of Common Stock. As of September 30, 2013, approximately 2.8 million shares were available for the future grant of awards. If all adjustable restricted stock awards achieve the maximum adjustment of target, approximately 0.8 million additional shares would be issued and reduce the number of shares available for future grant by the same amount.

In connection with the Smurfit-Stone Acquisition, we assumed the Smurfit-Stone equity incentive plan, which was renamed the Rock-Tenn Company (SSCC) Equity Incentive Plan. The shares available for issuance, and stock options and unvested restricted stock units outstanding at the time of the Smurfit-Stone Acquisition, under the Smurfit-Stone plan were converted into shares of our Common Stock and options and restricted stock units, as applicable, with respect to shares of our Common Stock using the conversion factor as described in the merger agreement. The number of shares available under this plan upon conversion was approximately 4.0 million shares. As of September 30, 2013, approximately 2.6 million shares were available for future grants exclusively to legacy Smurfit-Stone employees who continued employment with RockTenn; however, we have determined that we will not make any more grants of awards pursuant to the Rock-Tenn Company (SSCC) Equity Incentive Plan. If all adjustable share restricted stock awards pursuant to the Rock-Tenn Company (SSCC) Equity Incentive Plan achieve the maximum adjustment of target, less than approximately 0.1 million additional shares would be issued and reduce the number of shares available for future grant by the same amount.

Our results of operations for the fiscal years ended September 30, 2013, 2012 and 2011 include share-based compensation expense of $46.5 million, $29.2 million and $21.4 million, respectively. The total income tax benefit in the results of operations in connection with share-based compensation was $17.4 million, $11.1 million and $8.2 million, for the fiscal years ended September 30, 2013, 2012 and 2011, respectively.

ASC 718 requires that the benefits of tax deductions in excess of recognized compensation cost are reported as a financing cash flow. Excess tax benefits of approximately $6.0 million and $10.0 million were included in cash used for financing activities in fiscal 2013 and 2012, respectively. There were no excess tax benefits recognized in fiscal 2011 as we were in a net operating loss carryforward position. Cash received from share-based payment arrangements for the fiscal years ended September 30, 2013, 2012 and 2011 was $13.4 million, $17.3 million and $34.9 million, respectively.

Stock Options

Options granted under our plans have an exercise price equal to the closing market price on the date of the grant, generally vest in 3 years and have 10-year contractual terms. However, a portion of our grants are subject to earlier expense recognition due to retirement eligibility rules. Our option grants provide for accelerated vesting if there is a change in control (as defined in the applicable plan). However, the Compensation Committee of the board of directors has determined that effective with the fiscal 2013 grants, other than circumstances such as death and disability, the grants will include a provision requiring both a change of control and termination of employment to accelerate vesting.

At the date of grant, we estimate the fair value of options granted using a Black-Scholes option pricing model. We use historical data to estimate option exercises and employee terminations in determining the expected term in years for stock options. Expected volatility is calculated based on the historical volatility of our stock. The risk-free interest rate is based on U.S. Treasury securities in effect at the date of the grant of the stock options. The dividend yield is estimated based on our historic annual dividend payments and current expectations for the future.

We applied the following weighted average assumptions to estimate the fair value of stock option grants made in the following periods:
 
 
2013
 
2012
 
2011
Expected term in years
5.8

 
5.3

 
5.2

Expected volatility
44.0
%
 
47.3
%
 
46.5
%
Risk-free interest rate
1.0
%
 
0.8
%
 
2.1
%
Dividend yield
1.4
%
 
1.4
%
 
1.4
%


As part of the Smurfit-Stone Acquisition, outstanding options to purchase Smurfit-Stone common stock under the Smurfit-Stone equity incentive plan were assumed by RockTenn and converted into a vested option to purchase RockTenn Common Stock in fiscal 2011 based on an equity award exchange ratio. Accordingly, we issued 1,314,251 vested options that were valued at $42.89 per share using the Black-Scholes option pricing model which resulted in the inclusion of $56.4 million in the Smurfit-Stone Acquisition purchase price. The significant assumptions used were: an expected term of 3.5 years; an expected volatility of 48.8%; expected dividends of 1.4%; and a risk-free rate of 1.1%.

The table below summarizes the changes in all stock options during the year ended September 30, 2013:
 
Shares
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
 (in years)
 
Aggregate
Intrinsic
Value
(in millions)
Outstanding at September 30, 2012
1,341,969

 
$
41.73

 
 
 
 
Granted
197,860

 
79.81

 
 
 
 
Exercised
(312,293
)
 
31.83

 
 
 
 
Expired
(3,200
)
 
34.50

 
 
 
 
Forfeited
(40,585
)
 
66.29

 
 
 
 
Outstanding at September 30, 2013
1,183,751

 
$
49.88

 
6.4
 
$
60.8

Exercisable at September 30, 2013
698,916

 
$
35.31

 
4.9
 
$
46.1

Vested and expected to vest at September 30, 2013
1,164,815

 
$
49.51

 
6.4
 
$
60.3



The weighted average grant date fair value for options granted during the fiscal years ended September 30, 2013, 2012 and 2011 was $29.09, $23.81 and $41.09 per share, respectively. The increase in the grant date fair value in fiscal 2011 was due to the replacement shares issued in connection with the Smurfit-Stone Acquisition discussed above. The aggregate intrinsic value of options exercised during the years ended September 30, 2013, 2012 and 2011 was $16.1 million, $13.5 million and $31.7 million, respectively.

As of September 30, 2013, there was $5.0 million of total unrecognized compensation cost related to nonvested stock options; that cost is expected to be recognized over a weighted average remaining vesting period of 1.4 years. Where applicable, we amortize these costs using the accelerated attribution method.

Restricted Stock

Restricted stock is typically granted annually to certain of our employees and non-employee directors. Our non-employee director awards have a service condition. The vesting provisions for our employees may vary from grant to grant, however, vesting generally is contingent upon meeting various service and/or performance or market goals including, but not limited to, achievement of various financial targets including Cash Flow to Equity Ratio, percentage return on common stock, annual average return over capital costs compared to our Peer Group, or achievement of certain stock price targets (each as defined in the award documents). Subject to the level of performance attained, the target award of some of the grants may be increased up to 200% of target or decreased to zero depending upon the terms of the individual grant. The grants generally vest over a period of 3 years depending on the nature of the vesting provisions, except for non-employee director grants, which vest over one year. Our grants provide for accelerated vesting if there is a change in control (as defined in the applicable plan). However, the Compensation Committee of the board of directors has determined that effective with the fiscal 2013 grants, other than circumstances such as death and disability, the grants will include a provision requiring both a change of control and termination of employment to accelerate vesting.

Our grants to our non-employee directors are treated as issued and carry dividend and voting rights until they vest. At September 30, 2013 and September 30, 2012, shares of restricted stock of less than 0.1 million and 0.1 million, respectively, are reflected in our accompanying balance sheets as issued that have not yet met the service condition to vest.

The table below summarizes the changes in unvested restricted stock awards during the year ended September 30, 2013:
 
Shares
 
Weighted
Average
Grant Date Fair
Value
Unvested at September 30, 2012
862,675

 
$
58.66

Granted
461,338

 
71.60

Vested
(379,843
)
 
43.69

Forfeited
(66,610
)
 
66.42

Unvested at September 30, 2013(1)
877,560

 
$
71.35



(1)
Target awards, net of subsequent forfeitures, granted in fiscal 2013, 2012 and 2011 of 302,360, 323,275 and 225,000 shares, respectively, may be increased to 200% of the target or decreased to zero, subject to the level of performance attained. The awards are reflected in the table at the target award amount of 100%. Based on current facts and assumptions we are forecasting the performance of the fiscal 2013, fiscal 2012 and fiscal 2011 grants to be attained at approximately 200%, 200% and 100% of target, respectively. However, it is possible that the performance attained may vary.

There was approximately $43.9 million of unrecognized compensation cost related to all unvested restricted shares as of September 30, 2013 that will be recognized over a weighted average remaining vesting period of 1.5 years.

The following table represents a summary of restricted stock vested in fiscal 2013, 2012 and 2011 (in millions, except shares):
 
2013
 
2012
 
2011
Shares of restricted stock vested
379,843

 
495,368

 
420,596

Aggregate fair value of restricted stock vested
$
26.6

 
$
33.6

 
$
28.0



The following table represents a summary of restricted stock shares granted in fiscal 2013, 2012 and 2011 with terms defined in the applicable grant letters. The shares are not deemed to be issued and carry dividend and voting rights until the relevant conditions defined in the award documents have been met, unless otherwise noted.
 
2013
 
2012
 
2011
Shares of restricted stock granted to non-employee directors(1)
11,925

 
20,700

 
20,155

Shares of restricted stock granted to employees:
 
 
 
 
 
Shares granted for attainment of a performance condition at an amount in excess of target(2)
120,293

 

 
173,028

Shares granted with a service condition and a Cash Flow to Equity Ratio performance condition at target(3)
314,120

 
389,550

 
262,775

Shares granted with a service condition(4)
15,000

 

 

Total restricted stock granted
461,338

 
410,250

 
455,958


(1)
Non-employee director grants vest over one year and are deemed issued on the grant date and have voting and dividend rights. Also includes converted restricted stock units held by the Smurfit-Stone directors who served on the RockTenn board of directors in fiscal 2011.

(2)
Shares issued in fiscal 2013 for the fiscal 2010 Cash Flow to Equity Ratio were at 150% of target. Shares issued in fiscal 2011 for the fiscal 2009 Cash Flow to Equity Ratio, the fiscal 2008 Annual Average Return over Capital Costs and the fiscal 2008 Total Shareholder Return were each at 150% of target.

(3)
These employee grants vest over approximately three years and have adjustable ranges from 0-200% of target subject to the level of performance attained in the respective award agreement.

(4)
These shares vest over four years.

Expense is recognized on grants with a performance condition and service condition on a straight-line basis over the explicit service period when we estimate that it is probable the performance conditions will be satisfied. Expense recognized on grants with a performance condition that affects how many shares are ultimately awarded is based on the number of shares expected to be awarded. Expense is recognized on grants with a market condition and service condition on a straight-line basis over the requisite service period, which is based on the explicit service period.

Employee Stock Purchase Plan

Under the 1993 Employee Stock Purchase Plan, as amended and restated (the “Plan”), shares of Common Stock are reserved for purchase by substantially all of our qualifying employees. The Plan allows for the purchase of a total of approximately 4.3 million shares of Common Stock. During fiscal 2013, 2012 and 2011, employees purchased approximately 0.1 million, 0.1 million and 0.1 million shares, respectively, under the Plan. We recognized $0.7 million, $0.6 million and $0.5 million of expense for fiscal 2013, 2012 and 2011, respectively, related to the 15% discount on the purchase price allowed to employees. As of September 30, 2013, approximately 0.7 million shares of Common Stock remained available for purchase under the Plan.
Related Party Transactions
Related Party Transactions
Related Party Transactions

We sell products to affiliated companies. Net sales to the affiliated companies for the fiscal years ended September 30, 2013, 2012 and 2011 were approximately $308.7 million, $353.3 million and $156.6 million, respectively. Accounts receivable due from the affiliated companies at September 30, 2013 and 2012 was $59.9 million and $38.5 million, respectively, and was included in accounts receivable on our consolidated balance sheets.

Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
                    
Capital Additions

Estimated costs for future purchases of fixed assets that we are obligated to purchase as of September 30, 2013, total approximately $98.7 million.

Environmental and Other Matters

Environmental compliance requirements are a significant factor affecting our business. We employ processes in the manufacture of pulp, paperboard and other products which result in various discharges, emissions and wastes. These processes are subject to numerous federal, state, local and foreign environmental laws and regulations. We operate and expect to continue to operate, under environmental permits and similar authorizations from various governmental authorities that regulate such discharges, emissions and wastes. Environmental programs in the U.S. are primarily established, administered and enforced at the federal level by the United States Environmental Protection Agency. In addition, many of the jurisdictions in which we operate have adopted equivalent or more stringent environmental laws and regulations or have enacted their own parallel environmental programs.

In 2004, the EPA promulgated a Maximum Achievable Control Technology regulation that established air emissions standards and other requirements for industrial, commercial and institutional boilers. The rule was challenged by third parties in litigation, and in 2007, the United States Court of Appeals for the D. C. Circuit issued a decision vacating and remanding the rule to the EPA. Under court order, the EPA published a set of four interrelated rules in March 2011, commonly referred to as Boiler MACT. The EPA also published notice in March 2011 that it would reconsider certain aspects of Boiler MACT in order to address “difficult technical issues” raised during the public comment period. On December 20, 2012, the EPA took final action on its proposed reconsideration of certain provisions of the March 2011 Boiler MACT rules. The Boiler MACT reconsideration rules included certain adjustments based on the EPA’s review of existing and new data provided after the March 2011 standards were issued. For the Company’s boilers where capital may be necessary for compliance, the final December 2012 rule requires compliance by January 31, 2016, subject to a possible one-year extension. Several environmental, industry and other groups have filed legal challenges to the December 2012 final Boiler MACT rules. We cannot predict with certainty how any of the legal challenges will impact our Boiler MACT strategies and costs.

Certain jurisdictions in which the Company has manufacturing facilities or other investments have taken actions to address climate change. In the U.S., the EPA has issued the Clean Air Act permitting regulations applicable to facilities that emit greenhouse gases. These regulations became effective for certain GHG sources on January 2, 2011, with implementation for other sources to be phased in over the next several years. The EPA also has promulgated a rule requiring facilities that emit 25,000 metric tons or more of carbon dioxide equivalent per year to file an annual report of their emissions. Some U.S. states and Canadian provinces in which RockTenn has manufacturing operations are also taking measures to reduce GHG emissions. For example, Quebec, has become a member of the Western Climate Initiative, which is a collaboration of U.S. states, Canadian provinces, Mexican states and tribes that have joined together to create a cap-and-trade program to reduce GHG emissions. On November 18, 2009, Quebec adopted a target of reducing GHG emissions by 20% below 1990 levels by 2020. In December 2011, Quebec issued a final regulation establishing a cap-and-trade program that required reductions in GHG emissions from covered emitters as of January 1, 2013. Enactment of the Quebec cap-and-trade program may require capital expenditures to modify certain assets at our containerboard mill in Quebec to meet required GHG emission reduction requirements in future years. Such requirements also may increase energy costs above the level of general inflation and result in direct compliance and other costs. However, we do not believe that compliance with the requirements of the new cap-and-trade program will have a material adverse effect on our operations or financial condition. We have systems in place for tracking the GHG emissions from our energy-intensive facilities, and we carefully monitor developments in climate change laws, regulations and policies to assess the potential impact of such developments on our operations and financial condition.

In addition to Boiler MACT and greenhouse gas standards, the EPA has finalized a number of other environmental rules that may impact the pulp and paper industry, including National Ambient Air Quality Standards for nitrogen oxide, sulfur dioxide and fine particulate matter. The EPA is also revising existing environmental standards and developing several new rules that may apply to the industry in the future. We cannot currently predict with certainty how any future changes in environmental laws, regulations and/or enforcement practices will affect our business; however, it is possible that our compliance with new environmental standards may require substantial capital expenditures or operating costs could increase materially.

On October 1, 2010, our Hopewell, Virginia containerboard mill received a Finding of Violation and Notice of Violation from EPA Region III alleging certain violations of regulations that require treatment of kraft pulping condensates. We strongly disagree with the assertion of the violations in the NOV and are currently engaged in settlement negotiations regarding the matters alleged in the NOV. We believe that any potential fine relating to those matters will not have a significant adverse effect on our results of operations, financial condition or cash flows. We also are involved in various other administrative proceedings relating to environmental matters that arise in the normal course of business. Although the ultimate outcome of such matters cannot be predicted with certainty and we cannot at this time estimate any reasonably possible losses, management does not believe that the currently expected outcome of any environmental proceeding or claim that is pending or threatened against us will have a material adverse effect on our results of operations, financial condition or cash flows.

We also face potential liability under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 and analogous state laws as a result of releases, or threatened releases, of hazardous substances into the environment from various sites owned and operated by third parties at which Company-generated wastes have allegedly been deposited. Generators of hazardous substances sent to off-site disposal locations at which environmental problems exist, as well as the owners of those sites and certain other classes of persons, all of whom are referred to as potentially responsible parties are, in most instances, subject to joint and several liability for response costs for the investigation and remediation of such sites under CERCLA and analogous state laws, regardless of fault or the lawfulness of the original disposal. Liability is typically shared with other PRPs and costs are commonly allocated according to relative amounts of waste deposited and other factors.

On January 26, 2009, Smurfit-Stone and certain of its subsidiaries filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code. Smurfit-Stone’s Canadian subsidiaries also filed to reorganize in Canada. We believe that matters relating to previously identified third party PRP sites and certain formerly owned facilities of Smurfit-Stone have been or will be satisfied claims in the Smurfit-Stone bankruptcy proceedings. However, we may face additional liability for cleanup activity at sites that existed prior to bankruptcy discharge, but are not currently identified. Some of these liabilities may be satisfied from existing bankruptcy reserves. We may also face liability under CERCLA and analogous state and other laws at other ongoing and future remediation sites where we may be a PRP. In addition to the above mentioned sites, certain of our current or former locations are being studied or remediated under various environmental laws and regulations. Based on current facts and assumptions, we do not believe that the costs of these projects will have a material adverse effect on our results of operations, financial condition or cash flows.

We believe that we can assert claims for indemnification pursuant to existing rights we have under settlement and purchase agreements in connection with certain of our existing remediation sites. However, there can be no assurance that we will be successful with respect to any claim regarding these indemnification rights or that, if we are successful, any amounts paid pursuant to the indemnification rights will be sufficient to cover all our costs and expenses. We also cannot predict with certainty whether we will be required to perform remediation projects at other locations, and it is possible that our remediation requirements and costs could increase materially in the future. In addition, we cannot currently assess with certainty the impact that future federal, state or other environmental laws, regulations or enforcement practices will have on our results of operations, financial condition or cash flows.

Our operations are subject to federal, state, local and foreign laws and regulations relating to workplace safety and worker health including the Occupational Safety and Health Act and related regulations. OSHA, among other things, establishes asbestos and noise standards and regulates the use of hazardous chemicals in the workplace. Although we do not use asbestos in manufacturing our products, some of our facilities contain asbestos. For those facilities where asbestos is present, we believe we have properly contained the asbestos and/or we have conducted training of our employees in an effort to ensure that no federal, state or local rules or regulations are violated in the maintenance of our facilities. We do not believe that future compliance with health and safety laws and regulations will have a material adverse effect on our results of operations, financial condition or cash flows.

As of September 30, 2013, we had approximately $4.3 million reserved for environmental liabilities on an undiscounted basis, of which $3.1 million is included in other long-term liabilities and $1.2 million in other current liabilities. We believe the liability for these matters was adequately reserved at September 30, 2013.

Other Litigation

In late 2010, Smurfit-Stone was one of nine U.S. and Canadian containerboard producers named as defendants in a lawsuit, in the United States District Court of the Northern District of Illinois, alleging that these producers violated the Sherman Act by conspiring to limit the supply and fix the prices of containerboard from mid-2005 through November 8, 2010. RockTenn CP, LLC, as the successor to Smurfit-Stone, is a defendant with respect to the period after Smurfit-Stone’s discharge from bankruptcy in June 30, 2010 through November 8, 2010. The complaint seeks treble damages and costs, including attorney’s fees. The defendants’ motions to dismiss the complaint were denied by the court in April 2011. We believe the allegations are without merit and will defend this lawsuit vigorously. However, as the lawsuit is still in the early stages of discovery, we are unable to predict the ultimate outcome or estimate a range of reasonably possible losses.

We are a defendant in a number of other lawsuits and claims arising out of the conduct of our business. While the ultimate results of such suits or other proceedings against us cannot be predicted with certainty, management believes the resolution of these other matters will not have a material adverse effect on our consolidated financial condition, results of operations or cash flows.

Guarantees                                

We have made the following guarantees as of September 30, 2013:

we have a 49% ownership interest in Seven Hills Paperboard, LLC. The joint venture partners guarantee funding of net losses in proportion to their share of ownership;

we have a wood chip processing contract with minimum purchase commitments which expire in 2017. As part of the agreement, we guarantee the third party contractors' debt outstanding and have a security interest in the chipping equipment. At September 30, 2013, the maximum potential amount of future payments related to these guarantees was approximately $7 million, which decreases ratably over the life of the contracts. In the event the guarantees on these contracts were called, proceeds from the liquidation of the chipping equipment would be based on current market conditions and we may not recover in full the guarantee payments made;

as part of acquisitions we have acquired unconsolidated entities for which we guarantee approximately $5 million in debt, primarily for bank loans; and

we lease certain manufacturing and warehousing facilities and equipment under various operating leases. A substantial number of these leases require us to indemnify the lessor in the event that additional taxes are assessed due to a change in the tax law. We are unable to estimate our maximum exposure under these leases because it is dependent on changes in the tax law.

Seven Hills Option

Seven Hills commenced operations on March 29, 2001. Our partner in the Seven Hills joint venture has the option to require us to purchase its interest in Seven Hills, at a formula price, effective on the sixth or any subsequent anniversary of the commencement date by providing us notice two years prior to any such anniversary. The earliest date on which we could be required to purchase our partner’s interest is March 29, 2016. We have not recorded any liability for this unexercised option. We currently project this contingent obligation to purchase our partner’s interest (based on the formula) to be approximately $11 million at September 30, 2013, which would result in a purchase price of approximately 54% of our partner’s net equity reflected on Seven Hills’ September 30, 2013 balance sheet.

Segment Information
Segment Information
Segment Information

Our business segments comprise the following: Corrugated Packaging, consisting of our containerboard mills and our corrugated converting operations; Consumer Packaging, consisting of our coated and uncoated paperboard mills, consumer packaging converting operations and merchandising display facilities; and Recycling, which consists of our recycled fiber brokerage and collection operations.

Some of our operations included in the segments are located in Canada, Mexico, Chile, Argentina, Puerto Rico and China. The table below reflects financial data of our foreign operations for each of the past three fiscal years (in millions, except percentages):

 
 
Years Ended September 30,
 
2013
 
2012
 
2011
Foreign net sales to unaffiliated customers
$
1,272.5

 
$
1,238.6

 
$
639.0

Foreign segment income
$
95.9

 
$
48.7

 
$
62.1

Foreign long-lived assets
$
444.6

 
$
496.7

 
$
513.1

Foreign operations as a percent of consolidated operations:
 
 
 
 
 
Foreign net sales to unaffiliated customers
13.3
%
 
13.5
%
 
11.8
%
Foreign segment income
9.7
%
 
6.8
%
 
11.7
%
Foreign long-lived assets
8.0
%
 
8.9
%
 
9.3
%


The foreign net sales to unaffiliated customers, segment income and long-lived assets are primarily associated with operations in Canada.

We evaluate performance and allocate resources based, in part, on profit from operations before income taxes, interest and other items. The accounting policies of the reportable segments are the same as those described above in “Note 1. Description of Business and Summary of Significant Accounting Policies”. We account for intersegment sales at prices that approximate market prices. For segment reporting purposes, we include our equity in income of unconsolidated entities in segment income, as well as our investments in unconsolidated entities in segment identifiable assets, neither of which is material. We do not allocate some of our income and expenses to our segments and, thus, the information that management uses to make operating decisions and assess performance does not reflect such amounts. Items not allocated are reported as non-allocated expenses or in other line items in the table below after segment income.

The following table shows selected operating data for our segments (in millions):
 
Years Ended September 30,
 
2013
 
2012
 
2011
Net sales (aggregate):
 
 
 
 
 
Corrugated Packaging
$
6,662.1

 
$
6,171.2

 
$
2,768.7

Consumer Packaging
2,554.1

 
2,557.5

 
2,359.8

Recycling
1,073.4

 
1,228.8

 
585.9

Total
$
10,289.6

 
$
9,957.5

 
$
5,714.4

Less net sales (intersegment):
 
 
 
 
 
Corrugated Packaging
$
113.4

 
$
121.6

 
$
81.7

Consumer Packaging
25.6

 
25.2

 
23.5

Recycling
605.2

 
603.1

 
209.6

Total
$
744.2

 
$
749.9

 
$
314.8

Net sales (unaffiliated customers):
 
 
 
 
 
Corrugated Packaging
$
6,548.7

 
$
6,049.6

 
$
2,687.0

Consumer Packaging
2,528.5

 
2,532.3

 
2,336.3

Recycling
468.2

 
625.7

 
376.3

Total
$
9,545.4

 
$
9,207.6

 
$
5,399.6

Segment income:
 
 
 
 
 
Corrugated Packaging
$
679.9

 
$
364.0

 
$
241.7

Consumer Packaging
294.6

 
347.2

 
275.2

Recycling
14.4

 
7.1

 
14.8

Segment income
988.9

 
718.3

 
531.7

Restructuring and other costs, net
(78.0
)
 
(75.2
)
 
(93.3
)
Non-allocated expenses
(92.1
)
 
(109.7
)
 
(79.5
)
Interest expense
(106.9
)
 
(119.7
)
 
(88.9
)
Loss on extinguishment of debt
(0.3
)
 
(25.9
)
 
(39.5
)
Interest income and other (expense) income, net
(0.9
)
 
1.3

 
(15.0
)
Income before income taxes
$
710.7

 
$
389.1

 
$
215.5


The following table shows selected operating data for our segments (in millions):
 
Years Ended September 30,
 
2013
 
2012
 
2011
Identifiable assets:
 
 
 
 
 
Corrugated Packaging
$
8,236.9

 
$
8,300.4

 
$
8,159.0

Consumer Packaging
1,811.2

 
1,755.4

 
1,731.9

Recycling
231.7

 
248.9

 
308.3

Assets held for sale
14.3

 
9.6

 
31.9

Corporate
439.3

 
372.8

 
334.9

Total
$
10,733.4

 
$
10,687.1

 
$
10,566.0

 
 
 
 
 
 
Goodwill:
 
 
 
 
 
Corrugated Packaging
$
1,447.9

 
$
1,449.1

 
$
1,428.3

Consumer Packaging
361.3

 
363.3

 
359.8

Recycling
52.9

 
52.9

 
51.3

Total
$
1,862.1

 
$
1,865.3

 
$
1,839.4

 
 
 
 
 
 
Depreciation, depletion and amortization:
 
 
 
 
 
Corrugated Packaging
$
427.1

 
$
411.0

 
$
164.1

Consumer Packaging
99.2

 
96.4

 
91.8

Recycling
12.7

 
13.4

 
5.0

Corporate
13.2

 
13.5

 
17.4

Total
$
552.2

 
$
534.3

 
$
278.3

 
 
 
 
 
 
Capital expenditures:
 
 
 
 
 
Corrugated Packaging
$
306.1

 
$
327.8

 
$
74.3

Consumer Packaging
100.6

 
83.7

 
106.3

Recycling
11.3

 
10.3

 
14.0

Corporate
22.4

 
30.6

 
4.8

Total
$
440.4

 
$
452.4

 
$
199.4



The changes in the carrying amount of goodwill for the fiscal years ended September 30, 2013, 2012 and 2011 are as follows (in millions):

 
Corrugated Packaging
 
Consumer
Packaging
 
Recycling
 
Total
Balance as of October 1, 2010
 
 
 
 
 
 
 
Goodwill
$
393.0

 
$
398.4

 
$
0.2

 
$
791.6

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
393.0

 
355.6

 
0.2

 
748.8

Goodwill acquired
1,035.4

 
5.1

 
51.1

 
1,091.6

Translation adjustment
(0.1
)
 
(0.9
)
 

 
(1.0
)
Balance as of September 30, 2011
 
 
 
 
 
 
 
Goodwill
1,428.3

 
402.6

 
51.3

 
1,882.2

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
1,428.3

 
359.8

 
51.3

 
1,839.4

Goodwill acquired
33.5

 

 

 
33.5

Purchase price allocation adjustments
(13.2
)
 
0.7

 
1.6

 
(10.9
)
Translation adjustment
0.5

 
2.8

 

 
3.3

Balance as of September 30, 2012
 
 
 
 
 
 
 
Goodwill
1,449.1

 
406.1

 
52.9

 
1,908.1

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
1,449.1

 
363.3

 
52.9

 
1,865.3

Goodwill acquired
1.2

 

 

 
1.2

Translation adjustment
(2.4
)
 
(2.0
)
 

 
(4.4
)
Balance as of September 30, 2013
 
 
 
 
 
 
 
Goodwill
1,447.9

 
404.1

 
52.9

 
1,904.9

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
$
1,447.9

 
$
361.3

 
$
52.9

 
$
1,862.1


The goodwill acquired in fiscal 2013 related to the acquisition of a corrugated sheet plant. In fiscal 2012, the goodwill acquired was associated with the GMI and Mid South acquisitions. The goodwill acquired in fiscal 2011 was associated with the Smurfit-Stone Acquisition. We finalized the Smurfit-Stone purchase price allocation in fiscal 2012.

In the first quarter of fiscal 2014, we announced a realignment of our operating responsibilities. Following the realignment our operating and reportable segments will consist of the following: Corrugated Packaging, consisting of our containerboard mills and our corrugated converting operations; Consumer Packaging, consisting of our coated and uncoated paperboard mills and consumer packaging converting operations; Merchandising Displays, consisting of our display and contract packaging services; and Recycling, which consists of our recycled fiber brokerage and collection operations. The change will primarily reflect the creation of a Merchandising Displays segment which will be removed from the Consumer Packaging segment. We will reclassify our results in the future for all periods presented.
Financial Results by Quarter (Unaudited)
Financial Results by Quarter
Financial Results by Quarter (Unaudited)

Fiscal 2013
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
(In millions, except per share data)
Net sales
$
2,287.1

 
$
2,324.9

 
$
2,448.3

 
$
2,485.1

Gross profit
409.5

 
385.2

 
496.7

 
555.1

Restructuring and other costs, net
16.1

 
12.4

 
23.5

 
26.0

Loss on extinguishment of debt
(0.2
)
 
(0.1
)
 

 

Income before income taxes
141.7

 
109.1

 
203.1

 
256.8

Consolidated net income
86.9

 
325.6

 
141.7

 
178.3

Net income attributable to Rock-Tenn Company shareholders
86.0

 
324.7

 
140.1

 
176.5

Basic earnings per share attributable to Rock-Tenn Company shareholders
1.20

 
4.51

 
1.94

 
2.45

Diluted earnings per share attributable to Rock-Tenn Company shareholders
1.18

 
4.45

 
1.91

 
2.40


 
Fiscal 2012
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
(In millions, except per share data)
Net sales
$
2,267.7

 
$
2,282.9

 
$
2,303.2

 
$
2,353.8

Gross profit
392.2

 
360.8

 
359.8

 
419.9

Restructuring and other costs, net
10.3

 
28.1

 
13.7

 
23.1

Loss on extinguishment of debt

 
(19.5
)
 
(0.1
)
 
(6.3
)
Income before income taxes
124.4

 
53.3

 
90.6

 
120.8

Consolidated net income
76.8

 
32.7

 
59.3

 
83.4

Net income attributable to Rock-Tenn Company shareholders
76.7

 
31.9

 
58.2

 
82.3

Basic earnings per share attributable to Rock-Tenn Company shareholders
1.08

 
0.45

 
0.82

 
1.15

Diluted earnings per share attributable to Rock-Tenn Company shareholders
1.06

 
0.44

 
0.81

 
1.14



We computed the interim earnings per common and common equivalent share amounts as if each quarter was a discrete period. As a result, the sum of the basic and diluted earnings per share by quarter will not necessarily total the annual basic and diluted earnings per share.

Consolidated net income in the second quarter of fiscal 2013 financial results by quarter (unaudited) table is impacted by the reversal of $254.1 million of tax reserves related to AFMC acquired in the Smurfit-Stone Acquisition that were partially offset by a resulting increase in a state tax valuation allowance of $1.2 million. Basic and diluted earnings per share attributable to Rock-Tenn Company shareholders were increased approximately $3.51 and $3.47 per share, respectively, in the second quarter of fiscal 2013 in connection with the benefit. Income before income taxes in the third quarter of fiscal 2013 financial results by quarter (unaudited) table is impacted by an $11.4 million reduction in amortization expense related to a restructuring and extension of a steam supply contract. Basic and diluted earnings per share attributable to Rock-Tenn Company shareholders were increased approximately $0.10 per share in the third quarter of fiscal 2013. Income before income taxes in the fourth quarter of fiscal 2013 financial results by quarter (unaudited) table is impacted by income of $12.2 million related to recording an additional value of spare parts at our containerboard mills acquired in the Smurfit-Stone Acquisition, a $9.2 million gain related to the termination of a steam supply contract at our Solvay, NY recycled containerboard mill, net of boiler start-up costs and $8.0 million gain related to a partial insurance settlement of property damage claims associated with the prior year Demopolis, AL bleached paperboard mill. Basic and diluted earnings per share attributable to Rock-Tenn Company shareholders were increased approximately $0.26 per share in the fourth quarter of fiscal 2013 for the before mentioned items.

Income before income taxes in the fourth quarter of fiscal 2012 financial results by quarter (unaudited) table is impacted by $18.2 million received in connection with the termination and settlement of a paperboard supply agreement, net of legal fees in the period. Basic and diluted earnings per share attributable to Rock-Tenn Company shareholders were increased approximately $0.16 per share in the fourth quarter of fiscal 2012 in connection with the settlement.
Selected Condensed Consolidating Financial Statements of Parent, Guarantors and Non-Guarantors
Schedule of Condensed Financial Statements for Parent, Guarantors and Non-Guarantors [Text Block]
Selected Condensed Consolidating Financial Statements of Parent, Guarantors and Non-Guarantors

The Company’s Exchanged Notes are fully and unconditionally guaranteed on a joint and several basis by certain of our 100% owned domestic subsidiaries (collectively referred to as the “Guarantor Subsidiaries”). The total assets, stockholders’ equity, revenues, earnings and cash flows from operating activities of the Guarantor Subsidiaries reflect the majority of the consolidated total of such items as of or for the periods reported. The consolidated subsidiaries of the Company that are not guarantors of the Guaranteed Notes (the “Non-Guarantor Subsidiaries”) include: foreign operations in Canada, Mexico, Chile, Argentina, Puerto Rico and China, certain non-operating U.S. subsidiaries and Joint Ventures not 100% owned.
In accordance with Rule 3-10 of Regulation S-X, the following tables present condensed consolidating financial statements including Rock-Tenn Company (the “Parent”), the Guarantor Subsidiaries, the Non-Guarantor Subsidiaries and eliminations. Such financial statements include Condensed Consolidating Balance Sheets as of September 30, 2013 and 2012 and the related Condensed Consolidating Statements of Income and Cash Flows for each of the three years in the period ended September 30, 2013.


CONDENSED CONSOLIDATING STATEMENTS OF INCOME
 
Year Ended September 30, 2013
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Net sales
$
(0.1
)
 
$
8,553.1

 
$
1,674.9

 
$
(682.5
)
 
$
9,545.4

Cost of goods sold

 
6,855.7

 
1,383.0

 
(539.8
)
 
7,698.9

Gross profit
(0.1
)
 
1,697.4

 
291.9

 
(142.7
)
 
1,846.5

Selling, general and administrative expenses

 
839.7

 
114.6

 

 
954.3

Restructuring and other costs, net
(3.6
)
 
67.3

 
14.3

 

 
78.0

Operating profit
3.5

 
790.4

 
163.0

 
(142.7
)
 
814.2

Interest expense
(103.1
)
 
(48.1
)
 
(26.0
)
 
70.3

 
(106.9
)
Loss on extinguishment of debt
(0.1
)
 

 
(0.2
)
 

 
(0.3
)
Interest income and other income (expense), net
52.1

 
(126.7
)
 
1.3

 
72.4

 
(0.9
)
Equity in income of unconsolidated entities

 
4.6

 

 

 
4.6

Equity in income of consolidated entities
753.8

 
77.4

 

 
(831.2
)
 

Income before income taxes
706.2

 
697.6

 
138.1

 
(831.2
)
 
710.7

Income tax benefit (expense)
21.1

 
26.0

 
(25.3
)
 

 
21.8

Consolidated net income
727.3

 
723.6

 
112.8

 
(831.2
)
 
732.5

Less: Net income attributable to noncontrolling interests

 
(4.0
)
 
(1.2
)
 

 
(5.2
)
Net income attributable to Rock-Tenn Company shareholders
$
727.3

 
$
719.6

 
$
111.6

 
$
(831.2
)
 
$
727.3

Comprehensive income attributable to Rock-Tenn Company shareholders
$
927.3

 
$
920.3

 
$
84.2

 
$
(1,004.5
)
 
$
927.3


CONDENSED CONSOLIDATING STATEMENTS OF INCOME

 
Year Ended September 30, 2012
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Net sales
$
0.1

 
$
8,225.3

 
$
1,648.3

 
$
(666.1
)
 
$
9,207.6

Cost of goods sold

 
6,816.5

 
1,366.1

 
(507.7
)
 
7,674.9

Gross profit
0.1

 
1,408.8

 
282.2

 
(158.4
)
 
1,532.7

Selling, general and administrative expenses
2.3

 
797.7

 
127.5

 

 
927.5

Restructuring and other costs, net
2.6

 
47.6

 
25.0

 

 
75.2

Operating profit
(4.8
)
 
563.5

 
129.7

 
(158.4
)
 
530.0

Interest expense
(106.4
)
 
(46.3
)
 
(29.4
)
 
62.4

 
(119.7
)
Loss on extinguishment of debt
(25.9
)
 

 

 

 
(25.9
)
Interest income and other income (expense), net
51.7

 
(147.0
)
 
0.6

 
96.0

 
1.3

Equity in income of unconsolidated entities

 
3.4

 

 

 
3.4

Equity in income of consolidated entities
302.4

 
15.7

 

 
(318.1
)
 

Income before income taxes
217.0

 
389.3

 
100.9

 
(318.1
)
 
389.1

Income tax benefit (expense)
32.1

 
(134.9
)
 
(34.1
)
 

 
(136.9
)
Consolidated net income
249.1

 
254.4

 
66.8

 
(318.1
)
 
252.2

Less: Net income attributable to noncontrolling interests

 
(2.7
)
 
(0.4
)
 

 
(3.1
)
Net income attributable to Rock-Tenn Company shareholders
$
249.1

 
$
251.7

 
$
66.4

 
$
(318.1
)
 
$
249.1

Comprehensive income attributable to Rock-Tenn Company shareholders
$
47.8

 
$
46.7

 
$
63.6

 
$
(110.3
)
 
$
47.8




CONDENSED CONSOLIDATING STATEMENTS OF INCOME

 
Year Ended September 30, 2011
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Net sales
$
0.5

 
$
4,815.6

 
$
956.1

 
$
(372.6
)
 
$
5,399.6

Cost of goods sold
0.6

 
3,932.6

 
738.8

 
(264.3
)
 
4,407.7

Gross profit
(0.1
)
 
883.0

 
217.3

 
(108.3
)
 
991.9

Selling, general and administrative expenses
1.7

 
447.6

 
91.9

 

 
541.2

Restructuring and other costs, net
19.4

 
72.7

 
1.2

 

 
93.3

Operating profit
(21.2
)
 
362.7

 
124.2

 
(108.3
)
 
357.4

Interest expense
(84.2
)
 
(125.1
)
 
(21.7
)
 
142.1

 
(88.9
)
Loss on extinguishment of debt
(38.6
)
 
(0.9
)
 

 

 
(39.5
)
Interest income and other income (expense), net
61.5

 
(40.4
)
 
(2.3
)
 
(33.8
)
 
(15.0
)
Equity in income (loss) of unconsolidated entities

 
1.9

 
(0.4
)
 

 
1.5

Equity in income of consolidated entities
191.2

 
44.6

 
0.1

 
(235.9
)
 

Income before income taxes
108.7

 
242.8

 
99.9

 
(235.9
)
 
215.5

Income tax benefit (expense)
32.4

 
(73.0
)
 
(28.9
)
 

 
(69.5
)
Consolidated net income
141.1

 
169.8

 
71.0

 
(235.9
)
 
146.0

Less: Net income attributable to noncontrolling interests

 
(4.9
)
 

 

 
(4.9
)
Net income attributable to Rock-Tenn Company shareholders
$
141.1

 
$
164.9

 
$
71.0

 
$
(235.9
)
 
$
141.1

Comprehensive (loss) income attributable to Rock-Tenn Company shareholders
$
(65.9
)
 
$
(45.6
)
 
$
21.7

 
$
23.9

 
$
(65.9
)



CONDENSED CONSOLIDATING BALANCE SHEETS

 
September 30, 2013
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
14.8

 
$
1.2

 
$
20.4

 
$

 
$
36.4

Restricted cash
9.3

 

 

 

 
9.3

Accounts receivable, net

 
84.7

 
1,098.0

 
(47.8
)
 
1,134.9

Inventories

 
779.6

 
158.3

 

 
937.9

Other current assets
20.3

 
265.7

 
32.1

 
(20.2
)
 
297.9

Intercompany receivables
56.3

 
26.8

 
44.5

 
(127.6
)
 

Total current assets
100.7

 
1,158.0

 
1,353.3

 
(195.6
)
 
2,416.4

Net property, plant and equipment

 
5,098.5

 
456.2

 

 
5,554.7

Goodwill

 
1,762.6

 
99.5

 

 
1,862.1

Intangibles, net

 
688.2

 
11.2

 

 
699.4

Intercompany notes receivable
503.5

 
645.9

 
1.3

 
(1,150.7
)
 

Investments in consolidated subsidiaries
6,230.4

 
364.0

 

 
(6,594.4
)
 

Other assets
42.2

 
124.9

 
41.7

 
(8.0
)
 
200.8

 
$
6,876.8

 
$
9,842.1

 
$
1,963.2

 
$
(7,948.7
)
 
$
10,733.4

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Current portion of debt
$

 
$

 
$
2.9

 
$

 
$
2.9

Accounts payable

 
733.2

 
116.7

 
(47.8
)
 
802.1

Accrued compensation and benefits

 
220.9

 
28.1

 

 
249.0

Other current liabilities
15.3

 
148.8

 
45.5

 
(20.2
)
 
189.4

Intercompany payables
0.5

 
76.6

 
50.5

 
(127.6
)
 

Total current liabilities
15.8

 
1,179.5

 
243.7

 
(195.6
)
 
1,243.4

Long-term debt due after one year
2,391.1

 

 
450.8

 

 
2,841.9

Intercompany notes payable
152.9

 
469.1

 
528.7

 
(1,150.7
)
 

Pension liabilities, net of current portion

 
811.8

 
163.4

 

 
975.2

Postretirement benefit liabilities, net of current portion

 
74.3

 
44.0

 

 
118.3

Deferred income taxes

 
1,061.0

 
10.1

 
(8.0
)
 
1,063.1

Other long-term liabilities
4.7

 
157.4

 
3.3

 

 
165.4

Redeemable noncontrolling interests

 
8.1

 
5.2

 

 
13.3

Total Rock-Tenn Company shareholders' equity
4,312.3

 
6,080.4

 
514.0

 
(6,594.4
)
 
4,312.3

Noncontrolling interests

 
0.5

 

 

 
0.5

Total equity
4,312.3

 
6,080.9

 
514.0

 
(6,594.4
)
 
4,312.8

 
$
6,876.8

 
$
9,842.1

 
$
1,963.2

 
$
(7,948.7
)
 
$
10,733.4




CONDENSED CONSOLIDATING BALANCE SHEETS

 
September 30, 2012
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$

 
$

 
$
37.2

 
$

 
$
37.2

Restricted cash
40.6

 

 

 

 
40.6

Accounts receivable, net

 
110.5

 
1,026.6

 
(61.5
)
 
1,075.6

Inventories

 
700.1

 
161.8

 

 
861.9

Other current assets
33.2

 
142.8

 
25.7

 
(27.2
)
 
174.5

Intercompany receivables
396.8

 
793.1

 
148.2

 
(1,338.1
)
 

Total current assets
470.6

 
1,746.5

 
1,399.5

 
(1,426.8
)
 
2,189.8

Net property, plant and equipment

 
5,102.9

 
508.5

 

 
5,611.4

Goodwill

 
1,761.4

 
103.9

 

 
1,865.3

Intangibles, net

 
782.9

 
12.2

 

 
795.1

Intercompany notes receivable
768.0

 
403.3

 
0.7

 
(1,172.0
)
 

Investments in consolidated subsidiaries
5,642.3

 
365.8

 

 
(6,008.1
)
 

Other assets
42.9

 
123.6

 
59.0

 

 
225.5

 
$
6,923.8

 
$
10,286.4

 
$
2,083.8

 
$
(8,606.9
)
 
$
10,687.1

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Current portion of debt
$
202.9

 
$

 
$
58.4

 
$

 
$
261.3

Accounts payable

 
642.4

 
128.0

 
(61.5
)
 
708.9

Accrued compensation and benefits

 
178.2

 
33.2

 

 
211.4

Other current liabilities
43.7

 
160.7

 
49.5

 
(27.2
)
 
226.7

Intercompany payables
602.4

 
658.0

 
77.7

 
(1,338.1
)
 

Total current liabilities
849.0

 
1,639.3

 
346.8

 
(1,426.8
)
 
1,408.3

Long-term debt due after one year
2,555.7

 

 
595.5

 

 
3,151.2

Intercompany notes payable
109.3

 
733.9

 
328.8

 
(1,172.0
)
 

Pension liabilities, net of current portion

 
1,283.0

 
210.1

 

 
1,493.1

Postretirement benefit liabilities, net of current portion

 
102.1

 
52.1

 

 
154.2

Deferred income taxes

 
861.3

 
27.5

 

 
888.8

Other long-term liabilities
4.1

 
166.5

 
3.3

 

 
173.9

Redeemable noncontrolling interests

 
7.5

 
3.9

 

 
11.4

Total Rock-Tenn Company shareholders' equity
3,405.7

 
5,492.3

 
515.8

 
(6,008.1
)
 
3,405.7

Noncontrolling interests

 
0.5

 

 

 
0.5

Total equity
3,405.7

 
5,492.8

 
515.8

 
(6,008.1
)
 
3,406.2

 
$
6,923.8

 
$
10,286.4

 
$
2,083.8

 
$
(8,606.9
)
 
$
10,687.1




CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
 
Year Ended September 30, 2013
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Operating activities:
 
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
$
409.0

 
$
1,053.2

 
$
(43.4
)
 
$
(386.3
)
 
$
1,032.5

Investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 
(419.4
)
 
(21.0
)
 

 
(440.4
)
Cash paid for purchase of business, net of cash acquired

 
(6.3
)
 

 

 
(6.3
)
Investment in unconsolidated entities

 
(0.1
)
 

 

 
(0.1
)
Return of capital from unconsolidated entities

 
1.0

 

 

 
1.0

Proceeds from sale of property, plant and equipment

 
16.0

 
10.8

 

 
26.8

Proceeds from property, plant and equipment insurance settlement

 
15.4

 

 

 
15.4

Intercompany notes issued
(468.8
)
 
(562.6
)
 

 
1,031.4

 

Intercompany notes proceeds
732.8

 
319.9

 

 
(1,052.7
)
 

Intercompany return of capital
0.8

 
0.4

 

 
(1.2
)
 

Net cash provided by (used for) investing activities
264.8

 
(635.7
)
 
(10.2
)
 
(22.5
)
 
(403.6
)
Financing activities:
 
 
 
 
 
 
 
 
 
Additions to revolving credit facilities
74.3

 

 
24.7

 

 
99.0

Repayments of revolving credit facilities
(86.9
)
 

 
(59.3
)
 

 
(146.2
)
Additions to debt

 

 
277.0

 

 
277.0

Repayments of debt
(355.6
)
 

 
(431.8
)
 

 
(787.4
)
Debt issuance costs
(1.0
)
 

 
(1.0
)
 

 
(2.0
)
Cash paid for debt extinguishment costs
(0.1
)
 

 

 

 
(0.1
)
Issuances of common stock, net of related minimum tax withholdings
3.5

 

 

 

 
3.5

Excess tax benefits from share-based compensation

 
6.0

 

 

 
6.0

(Repayments to) advances from consolidated entities
(261.5
)
 
185.4

 
76.1

 

 

Advances from unconsolidated entity

 
1.2

 

 

 
1.2

Cash dividends paid to shareholders
(75.3
)
 

 

 

 
(75.3
)
Cash distributions paid to noncontrolling interests

 

 
(4.9
)
 

 
(4.9
)
Intercompany notes borrowing
43.6

 
467.8

 
520.0

 
(1,031.4
)
 

Intercompany notes payments

 
(732.6
)
 
(320.1
)
 
1,052.7

 

Intercompany capital return

 
(0.8
)
 
(0.4
)
 
1.2

 

Intercompany dividends

 
(343.3
)
 
(43.0
)
 
386.3

 

Net cash (used for) provided by financing activities
(659.0
)
 
(416.3
)
 
37.3

 
408.8

 
(629.2
)
Effect of exchange rate changes on cash and cash equivalents

 

 
(0.5
)
 

 
(0.5
)
Increase (decrease) in cash and cash equivalents
14.8

 
1.2

 
(16.8
)
 

 
(0.8
)
Cash and cash equivalents at beginning of period

 

 
37.2

 

 
37.2

Cash and cash equivalents at end of period
$
14.8

 
$
1.2

 
$
20.4

 
$

 
$
36.4




CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

 
Year Ended September 30, 2012
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Operating activities:
 
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
$
132.9

 
$
540.0

 
$
151.4

 
$
(167.6
)
 
$
656.7

Investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 
(426.5
)
 
(25.9
)
 

 
(452.4
)
Cash paid for the purchase of a leased facility

 
(17.0
)
 

 

 
(17.0
)
Cash paid for purchase of business, net of cash acquired
(93.5
)
 
(32.1
)
 

 

 
(125.6
)
Investment in unconsolidated entities

 
(1.7
)
 

 

 
(1.7
)
Return of capital from unconsolidated entities

 
1.8

 

 

 
1.8

Proceeds from sale of property, plant and equipment

 
17.9

 
22.6

 

 
40.5

Proceeds from property, plant and equipment insurance settlement

 
10.2

 

 

 
10.2

Intercompany notes issued
(36.1
)
 
(156.2
)
 

 
192.3

 

Intercompany notes proceeds
27.6

 
1.8

 

 
(29.4
)
 

Intercompany capital investment
(89.3
)
 

 

 
89.3

 

Intercompany return of capital
378.9

 

 

 
(378.9
)
 

Net cash provided by (used for) investing activities
187.6

 
(601.8
)
 
(3.3
)
 
(126.7
)
 
(544.2
)
Financing activities:
 
 
 
 
 
 
 
 
 
Proceeds from issuance of notes
1,442.2

 

 

 

 
1,442.2

Additions to revolving credit facilities
687.4

 

 
60.7

 

 
748.1

Repayments of revolving credit facilities
(674.4
)
 

 
(85.4
)
 

 
(759.8
)
Additions to debt
227.1

 

 
99.5

 

 
326.6

Repayments of debt
(1,527.6
)
 
(28.8
)
 
(247.2
)
 

 
(1,803.6
)
Debt issuance costs
(16.2
)
 

 

 

 
(16.2
)
Cash paid for debt extinguishment costs
(14.0
)
 

 

 

 
(14.0
)
Issuances of common stock, net of related minimum tax withholdings
5.2

 

 

 

 
5.2

Excess tax benefits from share-based compensation

 
10.0

 

 

 
10.0

(Repayments to) advances from consolidated entities
(470.6
)
 
505.9

 
(35.3
)
 

 

Advances from unconsolidated entity

 
0.2

 

 

 
0.2

Cash dividends paid to shareholders
(56.5
)
 

 

 

 
(56.5
)
Cash distributions paid to noncontrolling interests

 

 
(0.8
)
 

 
(0.8
)
Intercompany notes borrowing
76.9

 
35.6

 
79.8

 
(192.3
)
 

Intercompany notes payments

 
(10.0
)
 
(19.4
)
 
29.4

 

Intercompany capital receipt

 
39.3

 
50.0

 
(89.3
)
 

Intercompany capital return

 
(378.9
)
 

 
378.9

 

Intercompany dividends

 
(115.1
)
 
(52.5
)
 
167.6

 

Net cash (used for) provided by financing activities
(320.5
)
 
58.2

 
(150.6
)
 
294.3

 
(118.6
)
Effect of exchange rate changes on cash and cash equivalents

 

 
1.6

 

 
1.6

(Decrease) in cash and cash equivalents

 
(3.6
)
 
(0.9
)
 

 
(4.5
)
Cash and cash equivalents at beginning of period

 
3.6

 
38.1

 

 
41.7

Cash and cash equivalents at end of period
$

 
$

 
$
37.2

 
$

 
$
37.2




CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

 
Year Ended September 30, 2011
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Operating activities:
 
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
$
50.3

 
$
1,051.6

 
$
(601.1
)
 
$
(39.1
)
 
$
461.7

Investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 
(172.2
)
 
(27.2
)
 

 
(199.4
)
Cash paid for purchase of business, net of cash acquired
(1,300.1
)
 

 

 

 
(1,300.1
)
Investment in unconsolidated entities

 
(2.0
)
 

 

 
(2.0
)
Return of capital from unconsolidated entities

 
0.8

 
0.2

 

 
1.0

Proceeds from sale of property, plant and equipment

 
7.4

 
1.2

 

 
8.6

Proceeds from property, plant and equipment insurance settlement

 
0.5

 

 

 
0.5

Intercompany notes issued
(16.7
)
 
(39.5
)
 

 
56.2

 

Intercompany notes proceeds
174.4

 
270.0

 
8.9

 
(453.3
)
 

Intercompany capital investment
(1,171.7
)
 
(207.1
)
 

 
1,378.8

 

Intercompany return of capital
102.3

 
2.1

 

 
(104.4
)
 

Net cash (used for) provided by investing activities
(2,211.8
)
 
(140.0
)
 
(16.9
)
 
877.3

 
(1,491.4
)
Financing activities:
 
 
 
 
 
 
 
 
 
Additions to revolving credit facilities
553.2

 

 
249.4

 

 
802.6

Repayments of revolving credit facilities
(562.5
)
 

 
(2.0
)
 

 
(564.5
)
Additions to debt
2,225.0

 

 
652.4

 

 
2,877.4

Repayments of debt
(626.6
)
 
(1,169.1
)
 
(170.6
)
 

 
(1,966.3
)
Debt issuance costs
(43.8
)
 

 

 

 
(43.8
)
Cash paid for debt extinguishment costs
(37.9
)
 

 

 

 
(37.9
)
Issuances of common stock, net of related minimum tax withholdings
25.2

 

 

 

 
25.2

Advances from (repayments to) consolidated entities
657.9

 
(598.5
)
 
(59.4
)
 

 

Advances from unconsolidated entity

 
1.7

 

 

 
1.7

Cash dividends paid to shareholders
(37.6
)
 

 

 

 
(37.6
)
Cash distributions paid to noncontrolling interests

 

 
(5.2
)
 

 
(5.2
)
Intercompany notes borrowing
17.5

 

 
38.7

 
(56.2
)
 

Intercompany notes payments
(8.9
)
 
(174.4
)
 
(270.0
)
 
453.3

 

Intercompany capital receipt

 
1,136.7

 
242.1

 
(1,378.8
)
 

Intercompany capital return

 
(102.3
)
 
(2.1
)
 
104.4

 

Intercompany dividends

 
(2.7
)
 
(36.4
)
 
39.1

 

Net cash provided by (used for) financing activities
2,161.5

 
(908.6
)
 
636.9

 
(838.2
)
 
1,051.6

Effect of exchange rate changes on cash and cash equivalents

 

 
3.9

 

 
3.9

Increase in cash and cash equivalents

 
3.0

 
22.8

 

 
25.8

Cash and cash equivalents at beginning of period

 
0.6

 
15.3

 

 
15.9

Cash and cash equivalents at end of period
$

 
$
3.6

 
$
38.1

 
$

 
$
41.7

Description of Business and Summary of Significant Accounting Policies (Policies)
Consolidation

The consolidated financial statements include our accounts and the accounts of our partially-owned consolidated subsidiaries. Equity investments in which we exercise significant influence but do not control and are not the primary beneficiary are accounted for using the equity method. Investments in which we are not able to exercise significant influence over the investee are accounted for under the cost method. Our equity and cost method investments are not significant either individually or in the aggregate. We have eliminated all significant intercompany accounts and transactions.

Use of Estimates

Preparing consolidated financial statements in conformity with generally accepted accounting principles in the United States requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates, and the differences could be material.

The most significant accounting estimates inherent in the preparation of our consolidated financial statements include estimates to evaluate the recoverability of goodwill, intangibles and property, plant and equipment, to determine the useful lives of assets that are amortized or depreciated, and to measure income taxes, self-insured obligations, restructuring activities and allocate the purchase price of an acquired business to the fair value of acquired assets and liabilities. In addition, significant estimates form the basis for our reserves with respect to collectibility of accounts receivable, inventory valuations, pension benefits, deferred tax asset valuation allowances and certain benefits provided to current employees. Various assumptions and other factors underlie the determination of these significant estimates. The process of determining significant estimates is fact specific and takes into account factors such as historical experience, current and expected economic conditions, product mix, and in some cases, actuarial techniques. We regularly evaluate these significant factors and make adjustments where facts and circumstances dictate.
Revenue Recognition

We recognize revenue when there is persuasive evidence that an arrangement exists, delivery has occurred or services have been rendered, our price to the buyer is fixed or determinable and collectibility is reasonably assured. Delivery is not considered to have occurred until the customer takes title and assumes the risks and rewards of ownership. The timing of revenue recognition is dependent on the location of title transfer which is normally either on the exit from our plants (i.e., shipping point) or on arrival at customers’ plants (i.e., destination point). We do not recognize revenue from transactions where we bill customers but retain custody and title to these products until the date custody and title transfer. We do not have any significant multiple deliverable revenue arrangements.

We net, against our gross sales, provisions for discounts, returns, allowances, customer rebates and other adjustments. We account for such provisions during the same period in which we record the related revenues. We include in net sales any amounts related to shipping and handling that are billed to a customer.
Shipping and Handling Costs

We classify shipping and handling costs as a component of cost of goods sold.
Cash Equivalents

We consider all highly liquid investments that mature three months or less from the date of purchase to be cash equivalents. The carrying amounts we report in the consolidated balance sheets for cash and cash equivalents approximate fair market values. We place our cash and cash equivalents with large credit worthy banks, which limits the amount of our credit exposure.
Accounts Receivable and Allowances

We perform periodic evaluations of our customers’ financial condition and generally do not require collateral. Receivables generally are due within 30 to 60 days, although recent trends are for customers to seek longer terms. We serve a diverse customer base primarily in North America and, therefore, have limited exposure from credit loss to any particular customer or industry segment.

We state accounts receivable at the amount owed by the customer, net of an allowance for estimated uncollectible accounts, returns and allowances, cash discounts and other adjustments. We do not discount accounts receivable because we generally collect accounts receivable over a relatively short time. We account for sales and other taxes that are imposed on and concurrent with individual revenue-producing transactions between a customer and us on a net basis which excludes the taxes from our net sales. We estimate our allowance for doubtful accounts based on our historical experience, current economic conditions and the credit worthiness of our customers. We charge off receivables when they are determined to be no longer collectible. In fiscal 2013, 2012 and 2011, we recorded bad debt expense of $5.6 million, $6.6 million and $1.1 million, respectively.

The following table represents a summary of the changes in the reserve for allowance for doubtful accounts, returns and allowances and cash discounts for fiscal 2013, 2012 and 2011 (in millions):
 
2013
 
2012
 
2011
Balance at the beginning of period
$
26.9

 
$
30.1

 
$
7.8

Reduction in sales and charges to costs and expenses (1)
126.4

 
107.9

 
78.2

Deductions
(126.5
)
 
(111.1
)
 
(55.9
)
Balance at the end of period
$
26.8

 
$
26.9

 
$
30.1

(1) Includes the impact of acquisitions.
Inventories

We value substantially all U.S. inventories at the lower of cost or market, with cost determined on the last-in first-out basis. We value all other inventories at the lower of cost or market, with cost determined using methods that approximate cost computed on a first-in first-out basis. These other inventories represent primarily foreign inventories, spare parts inventories and certain inventoried supplies and aggregate to approximately 24% and 29% of FIFO cost of all inventory at September 30, 2013 and 2012, respectively.

Prior to the application of the LIFO method, our U.S. operating divisions use a variety of methods to estimate the FIFO cost of their finished goods inventories. Such methods include standard costs, or average costs computed by dividing the actual cost of goods manufactured by the tons produced and multiplying this amount by the tons of inventory on hand. Lastly, certain operations calculate a ratio, on a plant by plant basis, the numerator of which is the cost of goods sold and the denominator is net sales. This ratio is applied to the estimated sales value of the finished goods inventory. Variances and other unusual items are analyzed to determine whether it is appropriate to include those items in the value of inventory. Examples of variances and unusual items that are considered to be current period charges include, but are not limited to, abnormal production levels, freight, handling costs, and wasted materials (spoilage). Cost includes raw materials and supplies, direct labor, indirect labor related to the manufacturing process and depreciation and other factory overheads.

Property, Plant and Equipment

We state property, plant and equipment at cost. Cost includes major expenditures for improvements and replacements that extend useful lives, increase capacity, increase revenues or reduce costs. During fiscal 2013, 2012 and 2011, we capitalized interest of approximately $2.9 million, $3.4 million and $2.8 million, respectively. For financial reporting purposes, we provide depreciation and amortization primarily on a straight-line method over the estimated useful lives of the assets as follows:
 
Buildings and building improvements
 
15-40 years
Machinery and equipment
 
3-44 years
Transportation equipment
 
3-8 years


Generally our machinery and equipment have estimated useful lives between 3 and 20 years; however, select portions of machinery and equipment at our mills have estimated useful lives up to 44 years. Leasehold improvements are depreciated over the shorter of the asset life or the lease term, generally between 3 and 10 years. Depreciation expense for fiscal 2013, 2012 and 2011 was approximately $461.3 million, $434.6 million and $228.2 million, respectively.
Goodwill and Long-Lived Assets

We review the carrying value of our goodwill annually at the beginning of the fourth quarter of each fiscal year, or more often if events or changes in circumstances indicate that the carrying amount may exceed fair value as set forth in ASC 350, “Intangibles — Goodwill and Other”. We test goodwill for impairment at the reporting unit level, which is an operating segment or one level below an operating segment, which is referred to as a component. A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. However, two or more components of an operating segment are aggregated and deemed a single reporting unit if the components have similar economic characteristics. The amount of goodwill acquired in a business combination that is assigned to one or more reporting units as of the acquisition date is the excess of the purchase price of the acquired businesses (or portion thereof) included in the reporting unit, over the fair value assigned to the individual assets acquired or liabilities assumed. Goodwill is assigned to the reporting unit(s) expected to benefit from the synergies of the combination even though other assets or liabilities of the acquired entity may not be assigned to that reporting unit. We determine recoverability by comparing the estimated fair value of the reporting unit to which the goodwill applies to the carrying value, including goodwill, of that reporting unit using a discounted cash flow model.

The goodwill impairment model is a two-step process. An amendment to ASC 350 became effective December 2011 that allows a qualitative assessment, prior to step one, to determine whether it is more likely than not that the fair value of a reporting unit exceeds its carrying amount. We did not attempt a qualitative assessment and moved directly to step one. In step one, we utilize the present value of expected net cash flows to determine the estimated fair value of our reporting units. This present value model requires management to estimate future net cash flows, the timing of these cash flows, and a discount rate (based on a weighted average cost of capital), which represents the time value of money and the inherent risk and uncertainty of the future cash flows. Factors that management must estimate when performing this step in the process include, among other items, sales volume, prices, inflation, discount rates, exchange rates, tax rates, anticipated synergies resulting from the Smurfit-Stone Acquisition and capital spending. The assumptions we use to estimate future cash flows are consistent with the assumptions that the reporting units use for internal planning purposes, updated to reflect current expectations. If we determine that the estimated fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is not impaired. If we determine that the carrying amount of the reporting unit exceeds its estimated fair value, we complete step two of the impairment analysis. Step two involves determining the implied fair value of the reporting unit’s goodwill and comparing it to the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, we recognize an impairment loss in an amount equal to that excess. We completed the annual test of the goodwill associated with each of our reporting units during fiscal 2013 and concluded the fair values were in excess of the carrying values of each of the reporting units. No events have occurred since the latest annual goodwill impairment assessment that would necessitate an interim goodwill impairment assessment.

We follow provisions included in ASC 360, “Property, Plant and Equipment” in determining whether the carrying value of any of our long-lived assets, including amortizing intangibles other than goodwill, is impaired. The ASC 360 test is a three-step test for assets that are “held and used” as that term is defined by ASC 360. We determine whether indicators of impairment are present. We review long-lived assets for impairment when events or changes in circumstances indicate that the carrying amount of the long-lived asset might not be recoverable. If we determine that indicators of impairment are present, we determine whether the estimated undiscounted cash flows for the potentially impaired assets are less than the carrying value. This requires management to estimate future net cash flows through operations over the remaining useful life of the asset and its ultimate disposition. The assumptions we use to estimate future cash flows are consistent with the assumptions we use for internal planning purposes, updated to reflect current expectations. If our estimated undiscounted cash flows do not exceed the carrying value, we estimate the fair value of the asset and record an impairment charge if the carrying value is greater than the fair value of the asset. We estimate fair value using discounted cash flows, observable prices for similar assets, or other valuation techniques. We record assets classified as “held for sale” at the lower of their carrying value or estimated fair value less anticipated costs to sell.
 
Included in our long-lived assets are certain identifiable intangible assets. These intangible assets are amortized based on the approximate pattern in which the economic benefits are consumed or straight-line if the pattern was not reliably determinable. Estimated useful lives range from 2 to 40 years and have a weighted average life of approximately 12.4 years.

Our judgments regarding the existence of impairment indicators are based on legal factors, market conditions and operational performance. Future events could cause us to conclude that impairment indicators exist and that assets associated with a particular operation are impaired. Evaluating impairment also requires us to estimate future operating results and cash flows, which also require judgment by management. Any resulting impairment loss could have a material adverse impact on our financial condition and results of operations.

Restructuring

We have restructured portions of our operations from time to time, have current restructuring initiatives taking place, and it is possible that we may engage in future restructuring activities. Identifying and calculating the cost to exit these operations requires certain assumptions to be made, the most significant of which are anticipated future liabilities, including leases and other contractual obligations, and the adjustment of property, plant and equipment to net realizable value. We believe our estimates are reasonable, considering our knowledge of the industries we operate in, previous experience in exiting activities and valuations we may obtain from independent third parties. Although our estimates have been reasonably accurate in the past, significant judgment is required, and these estimates and assumptions may change as additional information becomes available and facts or circumstances change.

Business Combinations

From time to time, we enter into material business combinations. In accordance with ASC 805, “Business Combinations”, we generally recognize the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree at their fair values as of the date of acquisition. We measure goodwill as the excess of consideration transferred, which we also measure at fair value, over the net of the acquisition date fair values of the identifiable assets acquired and liabilities assumed. The acquisition method of accounting requires us to make significant estimates and assumptions regarding the fair values of the elements of a business combination as of the date of acquisition, including the fair values of identifiable intangible assets, deferred tax asset valuation allowances, liabilities related to uncertain tax positions, contingent consideration and contingencies. This method also requires us to refine these estimates over a measurement period not to exceed one year to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. If we are required to retroactively adjust provisional amounts that we have recorded for the fair values of assets and liabilities in connection with acquisitions, these adjustments could have a material impact on our financial condition and results of operations.

Significant estimates and assumptions in estimating the fair value of acquired technology, customer relationships, and other identifiable intangible assets include future cash flows that we expect to generate from the acquired assets. If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, we could record impairment charges. In addition, we have estimated the economic lives of certain acquired assets and these lives are used to calculate depreciation and amortization expense. If our estimates of the economic lives change, depreciation or amortization expenses could be increased or decreased, or the acquired asset could be impaired.


Fair Value of Financial Instruments and Nonfinancial Assets and Liabilities

We estimate fair values in accordance with ASC 820 “Fair Value Measurement”. We define fair value as the price that would be received from the sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

Financial instruments not recognized at fair value on a recurring or nonrecurring basis include cash and cash equivalents, accounts receivables, certain other current assets, short-term debt, accounts payable, certain other current liabilities and long-term debt. With the exception of long-term debt, the carrying amounts of these financial instruments approximate their fair values due to their short maturities. The fair values of our long-term debt are estimated using quoted market prices or are based on the discounted value of future cash flows. We disclose the fair value of long-term debt and our pension and postretirement assets and liabilities in “Note 9. Fair Value” and “Note 12. Retirement Plans” of the Notes to Consolidated Financial Statements. We have, or from time to time may have, financial instruments recognized at fair value including supplemental retirement savings plans that are nonqualified deferred compensation plans pursuant to which assets are invested primarily in mutual funds, interest rate derivatives, commodity derivatives or other similar class of assets or liabilities, the fair value of which are not significant. We measure the fair value of our mutual fund investments based on quoted prices in active markets, and our derivative contracts and our residual interest in Timber Note Holdings LLC notes based on discounted cash flows. 

We measure certain nonfinancial assets and nonfinancial liabilities at fair value on a nonrecurring basis. These assets and liabilities include cost and equity method investments when they are deemed to be other-than-temporarily impaired, assets acquired and liabilities assumed in an acquisition or in a nonmonetary exchange, and property, plant and equipment and goodwill and other intangible assets that are written down to fair value when they are held for sale or determined to be impaired. Given the nature of nonfinancial assets and liabilities, evaluating their fair value from the perspective of a market participant is inherently complex. Assumptions and estimates about future values can be affected by a variety of internal and external factors. Changes in these factors may require us to revise our estimates and could result in future impairment charges for goodwill and acquired intangible assets, or retroactively adjust provisional amounts that we have recorded for the fair values of assets and liabilities in connection with business combinations. These adjustments could have a material impact on our financial condition and results of operations. We discuss fair values in more detail in “Note 9. Fair Value.”

Derivatives

We are exposed to interest rate risk, commodity price risk and foreign currency exchange risk. To manage these risks, from time to time and to varying degrees, we may enter into a variety of financial derivative transactions and certain physical commodity transactions that are determined to be derivatives. Interest rate swaps may be entered into to manage the interest rate risk associated with a portion of our outstanding debt. Interest rate swaps are either designated for accounting purposes as cash flow hedges of forecasted floating interest payments on variable rate debt or fair value hedges of fixed rate debt, or we may elect not to treat them as accounting hedges. Forward contracts on certain commodities may be entered into to manage the price risk associated with forecasted purchases or sales of those commodities. In addition, certain commodity financial derivative contracts and physical commodity contracts that are determined to be derivatives may not be designated as accounting hedges because either they do not meet the criteria for treatment as accounting hedges under ASC 815, “Derivatives and Hedging”, or we elect not to treat them as accounting hedges under ASC 815. We may also enter into forward contracts to manage our exposure to fluctuations in Canadian foreign currency rates with respect to transactions denominated in Canadian dollars.

Outstanding financial derivative instruments expose us to credit loss in the event of nonperformance by the counterparties to the agreements. Our credit exposure related to these financial instruments is represented by the fair value of contracts reported as assets. We manage our exposure to counterparty credit risk through minimum credit standards, diversification of counterparties and procedures to monitor concentrations of credit risk. We may enter into financial derivative contracts that may contain credit-risk-related contingent features which could result in a counterparty requesting immediate payment or demanding immediate and ongoing full overnight collateralization on derivative instruments in net liability positions.

For financial derivative instruments that are designated as a cash flow hedge for accounting purposes, the effective portion of the gain or loss on the financial derivative instrument is reported as a component of other comprehensive income and reclassified into earnings in the same line item associated with the forecasted transaction, and in the same period or periods during which the forecasted transaction affects earnings. Gains and losses on the financial derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings.

We have at times entered into interest rate swap agreements that effectively modified our exposure to interest rate risk by converting a portion of our interest payments on floating rate debt to a fixed rate basis, thus reducing the impact of interest rate changes on future interest expense. These agreements typically involved the receipt of floating rate amounts in exchange for fixed interest rate payments over the life of the agreements without an exchange of the underlying principal amount.

The impact of derivative instruments have not been material in any of the years presented.

Health Insurance

We are self-insured for the majority of our group health insurance costs. We calculate our group health insurance reserve on an undiscounted basis based on estimated reserve rates. We utilize claims lag data provided by our claims administrators to compute the required estimated reserve rate. We calculate our average monthly claims paid using the actual monthly payments during the trailing 12-month period. At that time, we also calculate our required reserve using the reserve rates discussed above. While we believe that our assumptions are appropriate, significant differences in our actual experience or significant changes in our assumptions may materially affect our group health insurance costs.

Workers’ Compensation

We purchase large risk deductible workers’ compensation policies for the majority of our workers’ compensation liabilities that are subject to various deductibles to limit our exposure. We calculate our workers’ compensation reserves on an undiscounted basis based on estimated actuarially calculated development factors. While we believe that our assumptions are appropriate, significant differences in our actual experience or significant changes in our assumptions may materially affect our workers' compensation costs.

Income Taxes

We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amount and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making such determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies, recent financial operations and their associated valuation allowances, if any. In the event we were to determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

Certain provisions of ASC 740, “Income Taxes” provide that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more likely than not recognition threshold at the effective date to be recognized upon the adoption of these provisions and in subsequent periods. See Note 11. Income Taxes.

Pension and Other Postretirement Benefits

We account for pension and other postretirement benefits in accordance with ASC 715, “Compensation — Retirement Benefits”. Accordingly, we recognize the funded status of our pension plans as assets or liabilities in our consolidated balance sheets. The funded status is the difference between our projected benefit obligations and fair value of plan assets. The determination of our obligation and expense for pension and other postretirement benefits is dependent on our selection of certain assumptions used by actuaries in calculating such amounts. We describe these assumptions in “Note 12. Retirement Plans,” which include, among others, the discount rate, expected long-term rate of return on plan assets and rates of increase in compensation levels. As provided under ASC 715, we defer actual results that differ from our assumptions and amortize the difference over future periods. Therefore, these differences generally affect our recognized expense and funding requirements in future periods. While we believe that our assumptions are appropriate, significant differences in our actual experience or significant changes in our assumptions may materially affect our pension and other postretirement benefit obligations and our future expense.

Stock Based Compensation

We recognize expense for stock based compensation plans based on the estimated fair value of the related awards in accordance with ASC 718, “Compensation — Stock Compensation”. Pursuant to our Amended and Restated 2004 Incentive Stock Plan (“2004 Incentive Stock Plan”), we can award shares of restricted Common Stock to employees and our board of directors. The grants generally vest over a period of 3 years depending on the nature of the award, except for non-employee director grants, which vest over one year. Our restricted stock grants to employees generally contain market or performance conditions that must be met in conjunction with a service requirement for the shares to vest. We charge compensation under the plan to earnings over each increment’s individual restriction period. See “Note 14. Share-Based Compensation” for additional information.
Asset Retirement Obligations

The Company accounts for asset retirement obligations in accordance with ASC 410, “Asset Retirement and Environmental Obligations”. A liability and an asset are recorded equal to the present value of the estimated costs associated with the retirement of long-lived assets where a legal or contractual obligation exists and the liability can be reasonably estimated. The liability is accreted over time and the asset is depreciated over the remaining life of the related asset. Upon settlement of the liability, we will recognize a gain or loss for any difference between the settlement amount and the liability recorded. Asset retirement obligations with indeterminate settlement dates are not recorded until such time that a reasonable estimate may be made. Our asset retirement obligations consist primarily of landfill closure and post-closure costs at certain of our paperboard mills. At September 30, 2013 and September 30, 2012, liabilities of $14.9 million and $16.3 million, respectively, were accrued.
Repair and Maintenance Costs

We expense routine repair and maintenance costs as we incur them. We defer expenses we incur during planned major maintenance activities and recognize the expenses ratably over the shorter of the estimated interval until the next major maintenance activity, the life of the deferred item, or until the next major maintenance activity occurs. This maintenance is generally performed every twelve to twenty-four months and has a significant impact on our results of operations in the period performed primarily due to lost production during the maintenance period.

Foreign Currency

We translate the assets and liabilities of our foreign operations from their functional currency into U.S. dollars at the rate of exchange in effect as of the balance sheet date. We reflect the resulting translation adjustments in equity. We translate the revenues and expenses of our foreign operations at a daily average rate prevailing for each month during the fiscal year. We include gains or losses from foreign currency transactions, such as those resulting from the settlement of foreign receivables or payables, in the consolidated statements of income. We recorded a gain of $2.5 million in fiscal 2013, a loss of $5.5 million in fiscal 2012 and a gain of $3.9 million in 2011 from foreign currency transactions. We also recorded a foreign currency loss of approximately $13.5 million in fiscal 2011 related to a Canadian intercompany loan.

Environmental Remediation Costs

We accrue for losses associated with our environmental remediation obligations when it is probable that we have incurred a liability and the amount of the loss can be reasonably estimated. We generally recognize accruals for estimated losses from our environmental remediation obligations no later than completion of the remedial feasibility study and adjust such accruals as further information develops or circumstances change. We recognize recoveries of our environmental remediation costs from other parties as assets when we deem their receipt probable. See Note 16. Commitments and Contingencies.
Description of Business and Summary of Significant Accounting Policies (Tables)
The following table represents a summary of the changes in the reserve for allowance for doubtful accounts, returns and allowances and cash discounts for fiscal 2013, 2012 and 2011 (in millions):
 
2013
 
2012
 
2011
Balance at the beginning of period
$
26.9

 
$
30.1

 
$
7.8

Reduction in sales and charges to costs and expenses (1)
126.4

 
107.9

 
78.2

Deductions
(126.5
)
 
(111.1
)
 
(55.9
)
Balance at the end of period
$
26.8

 
$
26.9

 
$
30.1

(1) Includes the impact of acquisitions.
For financial reporting purposes, we provide depreciation and amortization primarily on a straight-line method over the estimated useful lives of the assets as follows:
 
Buildings and building improvements
 
15-40 years
Machinery and equipment
 
3-44 years
Transportation equipment
 
3-8 years
Earnings per Share (Tables)
Schedule of earnings per share, basic and diluted
The following table sets forth the computation of basic and diluted earnings per share under the two-class method (in millions, except per share data):
 
 
September 30,
 
2013
 
2012
 
2011
Basic earnings per share:
 
 
 
 
 
Numerator:
 
 
 
 
 
Net income attributable to Rock-Tenn Company shareholders
$
727.3

 
$
249.1

 
$
141.1

Less: Distributed and undistributed income available to participating securities
(0.2
)
 
(0.8
)
 
(1.4
)
Distributed and undistributed income attributable to Rock-Tenn Company shareholders
$
727.1

 
$
248.3

 
$
139.7

Denominator:
 
 
 
 
 
Basic weighted average shares outstanding
72.0

 
71.2

 
49.7

Basic earnings per share attributable to Rock-Tenn Company shareholders
$
10.10

 
$
3.49

 
$
2.81

 
 
 
 
 
 
Diluted earnings per share:
 
 
 
 
 
Numerator:
 
 
 
 
 
Net income attributable to Rock-Tenn Company shareholders
$
727.3

 
$
249.1

 
$
141.1

Less: Distributed and undistributed income available to participating securities
(0.2
)
 
(0.7
)
 
(1.4
)
Distributed and undistributed income attributable to Rock-Tenn Company shareholders
$
727.1

 
$
248.4

 
$
139.7

Denominator:
 
 
 
 
 
Basic weighted average shares outstanding
72.0

 
71.2

 
49.7

Effect of dilutive stock options and non-participating securities
1.1

 
0.9

 
0.8

Diluted weighted average shares outstanding
73.1

 
72.1

 
50.5

Diluted earnings per share attributable to Rock-Tenn Company shareholders
$
9.95

 
$
3.45

 
$
2.77

Other Comprehensive Income (Loss) (Tables)
The following table summarizes the changes in accumulated other comprehensive income (loss) by component for the fiscal year ended September 30, 2013 (in millions): 
 
Deferred Loss on Cash Flow Hedges
 
Defined Benefit Pension and Postretirement Plans
 
Foreign Currency Items
 
Total (1)
Balance at September 30, 2012
$
(0.2
)
 
$
(547.8
)
 
$
47.5

 
$
(500.5
)
Other comprehensive income (loss) before reclassifications

 
190.4

 
(15.0
)
 
175.4

Amounts reclassified from accumulated other comprehensive income

 
24.5

 

 
24.5

Net current period other comprehensive income (loss)

 
214.9

 
(15.0
)
 
199.9

Balance at September 30, 2013
$
(0.2
)
 
$
(332.9
)
 
$
32.5

 
$
(300.6
)

(1)     All amounts are net of tax and noncontrolling interest.

A summary of the components of other comprehensive income (loss) for the years ended September 30, 2013, 2012 and 2011, is as follows (in millions):
 
Fiscal 2013
Pre-Tax
Amount
 
Tax
 
Net of Tax
Amount
Foreign currency translation loss
$
(15.1
)
 
$

 
$
(15.1
)
Net actuarial gain arising during period
303.9

 
(119.8
)
 
184.1

Amortization of net actuarial loss
39.3

 
(15.1
)
 
24.2

Prior service credit arising during the period
5.2

 
(2.0
)
 
3.2

Amortization of prior service cost
1.5

 
(0.6
)
 
0.9

Other adjustments

 
4.2

 
4.2

Consolidated other comprehensive income
334.8

 
(133.3
)
 
201.5

Less: Other comprehensive income attributable to noncontrolling interests
(1.6
)
 

 
(1.6
)
Other comprehensive income attributable to Rock-Tenn Company shareholders
$
333.2

 
$
(133.3
)
 
$
199.9

 
 
 
 
 
 
Fiscal 2012
Pre-Tax
Amount
 
Tax
 
Net of Tax
Amount
Foreign currency translation gain
$
18.3

 
$

 
$
18.3

Net deferred loss on cash flow hedges
(0.1
)
 
0.1

 

Reclassification adjustment of net loss on cash flow hedges included in earnings
2.3

 
(0.9
)
 
1.4

Net actuarial loss arising during period
(375.0
)
 
140.8

 
(234.2
)
Amortization of net actuarial loss
21.4

 
(8.1
)
 
13.3

Prior service cost arising during period
(2.2
)
 
0.8

 
(1.4
)
Amortization of prior service cost
0.7

 
(0.3
)
 
0.4

Consolidated other comprehensive loss
(334.6
)
 
132.4

 
(202.2
)
Less: Other comprehensive loss attributable to noncontrolling interests
0.9

 

 
0.9

Other comprehensive loss attributable to Rock-Tenn Company shareholders
$
(333.7
)
 
$
132.4

 
$
(201.3
)
 
 
 
 
 
 
Fiscal 2011
Pre-Tax
Amount
 
Tax
 
Net of Tax
Amount
Foreign currency translation loss
$
(13.0
)
 
$
0.1

 
$
(12.9
)
Net deferred loss on cash flow hedges
(0.4
)
 
0.1

 
(0.3
)
Reclassification adjustment of net loss on cash flow hedges included in earnings
6.9

 
(2.9
)
 
4.0

Net actuarial loss arising during period
(336.0
)
 
124.8

 
(211.2
)
Amortization of net actuarial loss
18.9

 
(6.7
)
 
12.2

Prior service credit arising during period
0.3

 

 
0.3

Amortization of prior service cost
0.7

 
(0.3
)
 
0.4

Consolidated other comprehensive loss
(322.6
)
 
115.1

 
(207.5
)
Less: Other comprehensive loss attributable to noncontrolling interests
0.5

 

 
0.5

Other comprehensive loss attributable to Rock-Tenn Company shareholders
$
(322.1
)
 
$
115.1

 
$
(207.0
)
The following table summarizes the reclassifications out of accumulated other comprehensive income by component for the year ended September 30, 2013 (in millions):
 
Year Ended September 30,
 
2013
 
Pretax
 
Tax
 
Net of Tax
Amortization of defined benefit pension and postretirement items (1)
      Actuarial losses(2)
(38.6
)
 
15.0

 
(23.6
)
      Prior service costs (2)
(1.5
)
 
0.6

 
(0.9
)
Total reclassifications for the period
$
(40.1
)
 
$
15.6

 
$
(24.5
)

(1)  
Amounts in parentheses indicate charges to earnings. Amounts pertaining to noncontrolling interests are excluded.
(2) 
These accumulated other comprehensive income components are included in the computation of net periodic pension cost. See “Note 12. Retirement Plans” for additional details.

Inventories (Tables)
Schedule of inventories
Inventories are as follows (in millions):
 
September 30,
 
2013
 
2012
Finished goods and work in process
$
370.9

 
$
325.4

Raw materials
453.6

 
372.7

Supplies and spare parts
194.0

 
197.1

Inventories at FIFO cost
1,018.5

 
895.2

LIFO reserve
(80.6
)
 
(33.3
)
Net inventories
$
937.9

 
$
861.9

Acquisitions (Tables)
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed by major class of assets and liabilities as of the acquisition date, as well as adjustments made during fiscal 2012 (referred to as “measurement period adjustments”) (in millions):
 
Amounts Recognized as of Acquisition Date(1)
 
Measurement Period Adjustments(2)
 
Amounts Recognized as of Acquisition Date (as adjusted)(3)
Current assets, net of cash acquired
$
1,459.5

 
$
(6.8
)
 
$
1,452.7

Property, plant and equipment
4,391.4

 
(12.1
)
 
4,379.3

Goodwill 
1,091.6

 
(10.9
)
 
1,080.7

Intangible assets
691.4

 
21.7

 
713.1

Other long-term assets
95.5

 
19.0

 
114.5

Total assets acquired
7,729.4

 
10.9

 
7,740.3

 
 
 
 
 
 
Current portion of debt
9.4

 

 
9.4

Current liabilities
816.7

 
6.6

 
823.3

Long-term debt due after one year
1,171.1

 

 
1,171.1

Accrued pension and other long-term benefits
1,205.8

 
(4.1
)
 
1,201.7

Noncontrolling interest and other long-term liabilities
787.8

 
8.4

 
796.2

Total liabilities and noncontrolling interest assumed
3,990.8

 
10.9

 
4,001.7

 
 
 
 
 
 
Net assets acquired
$
3,738.6

 
$

 
$
3,738.6


(1) 
As previously reported in the Notes to Consolidated Financial Statements included in our Fiscal 2011 Form 10-K.

(2) 
The measurement period adjustments recorded in fiscal 2012 did not have a significant impact on our condensed consolidated statements of income for any period of fiscal 2012 or 2011. In addition, these adjustments did not have a significant impact on our condensed consolidated balance sheet as of September 30, 2011. Therefore, we recorded the cumulative impact in fiscal 2012 and did not retrospectively adjust the comparative 2011 financial information presented herein.

(3) 
The measurement period adjustments were due primarily to refinements of third party appraisals related to certain property, plant and equipment and intangible assets and related estimated useful lives as well as adjustments to certain tax accounts based on among other things, adjustments to deferred tax liabilities including the recent appraisal adjustments, analysis of the tax basis of acquired assets and liabilities and other tax adjustments. The net impact of the measurement period adjustments resulted in a net decrease to goodwill.

The following table summarizes the weighted average life and gross carrying amount relating to intangible assets recognized in the Smurfit-Stone Acquisition, excluding goodwill (in millions, except weighted avg. life):
 
Weighted Avg. Life
 
Gross Carrying Amount
Customer relationships
10.5
 
$
663.0

Favorable contracts
6.9
 
23.5

Technology and patents
8.0
 
13.3

Trademarks and tradenames
3.5
 
10.3

Non-compete agreements
2.0
 
3.0

Total
10.2
 
$
713.1


The following unaudited pro forma information reflects our consolidated results of operations as if the acquisition had taken place on October 1, 2009. The unaudited pro forma information is not necessarily indicative of the results of operations that we would have reported had the transaction actually occurred at the beginning of these periods nor is it necessarily indicative of future results. The unaudited pro forma financial information does not reflect the impact of future events that may occur after the acquisition, including, but not limited to, anticipated costs savings from synergies or other operational improvements (in millions).
 
Year Ended September 30,
 
2011
 
(Unaudited)
Net sales
$
9,574.5

Net income attributable to Rock-Tenn Company shareholders
$
341.1

Restructuring and Other Costs, Net (Tables)
The following table presents a summary of restructuring and other charges, net, related to active restructuring and other initiatives that we incurred during the fiscal year, the cumulative recorded amount since we announced the initiative, and the total we expect to incur (in millions):
Segment
 
Period
 
Net Property,
Plant and
Equipment (a)
 
Severance
and Other
Employee
Related
Costs
 
Equipment
and Inventory
Relocation
Costs
 
Facility
Carrying
Costs
 
Other
Costs
 
Total
Corrugated
Packaging(b)
 
Fiscal 2013
 
$
10.4

 
$
23.5

 
$
5.0

 
$
4.7

 
$
(0.1
)
 
$
43.5

 
Fiscal 2012
 
16.6

 
10.5

 
3.5

 
5.6

 
4.7

 
40.9

 
Fiscal 2011
 
16.7

 
7.8

 
1.2

 
1.1

 
0.7

 
27.5

 
Cumulative
 
44.1

 
42.3

 
9.7

 
11.4

 
5.4

 
112.9

 
Expected Total
 
44.1

 
42.3

 
10.9

 
14.6

 
5.4

 
117.3

Consumer Packaging(c)
 
Fiscal 2013
 
2.7

 
0.8

 
0.2

 
0.2

 

 
3.9

 
Fiscal 2012
 
(3.4
)
 
0.2

 
0.6

 
0.2

 

 
(2.4
)
 
Fiscal 2011
 
1.0

 
2.3

 
0.9

 
0.7

 
0.2

 
5.1

 
Cumulative
 
3.5

 
4.1

 
1.8

 
1.1

 
0.9

 
11.4

 
Expected Total
 
3.5

 
4.1

 
1.8

 
1.1

 
0.9

 
11.4

Recycling(d)
 
Fiscal 2013
 
5.5

 
1.2

 
0.2

 
0.8

 
2.6

 
10.3

 
Fiscal 2012
 
1.6

 
0.3

 

 
0.1

 
0.3

 
2.3

 
Fiscal 2011
 

 

 

 
0.1

 

 
0.1

 
Cumulative
 
7.2

 
1.5

 
0.2

 
1.2

 
2.9

 
13.0

 
Expected Total
 
7.2

 
1.5

 
0.5

 
2.0

 
3.0

 
14.2

Other(e)
 
Fiscal 2013
 

 

 

 

 
20.3

 
20.3

 
Fiscal 2012
 

 

 

 

 
34.4

 
34.4

 
Fiscal 2011
 

 

 

 

 
60.6

 
60.6

 
Cumulative
 

 

 

 

 
115.3

 
115.3

 
Expected Total
 

 

 

 

 
115.3

 
115.3

Total
 
Fiscal 2013
 
$
18.6

 
$
25.5

 
$
5.4

 
$
5.7

 
$
22.8

 
$
78.0

 
Fiscal 2012
 
$
14.8

 
$
11.0

 
$
4.1

 
$
5.9

 
$
39.4

 
$
75.2

 
Fiscal 2011
 
$
17.7

 
$
10.1

 
$
2.1

 
$
1.9

 
$
61.5

 
$
93.3

 
Cumulative
 
$
54.8

 
$
47.9

 
$
11.7

 
$
13.7

 
$
124.5

 
$
252.6

 
Expected Total
 
$
54.8

 
$
47.9

 
$
13.2

 
$
17.7

 
$
124.6

 
$
258.2


(a)
Net property, plant and equipment as used in this Note 6 is the sum of property, plant and equipment impairment losses, subsequent adjustments to fair value for assets classified as held for sale, subsequent (gains) or losses on sales of property, plant and equipment, related parts and supplies, and accelerated depreciation on such assets.

(b)
The Corrugated Packaging segment current year charges are primarily associated with the closure of seven corrugated container plants acquired in the Smurfit-Stone Acquisition, on-going closure costs at previously closed facilities including the Matane, Quebec containerboard mill also acquired in the Smurfit-Stone Acquisition which were partially offset by gains on sale of previously closed facilities. The Corrugated Packaging segment charges in fiscal 2012 primarily reflect the closure of our Matane, Quebec containerboard mill, a machine taken out of operation at our Hodge, LA containerboard mill and seven corrugated container plants, all acquired in the Smurfit-Stone Acquisition and charges associated primarily with on-going closure costs at previously closed corrugated container plants acquired in the Smurfit-Stone Acquisition and our legacy Hauppauge, NY sheet plant, net of a gain on sale in fiscal 2012 primarily for our Santa Fe Springs, CA corrugated converting facility. The Corrugated Packaging Segment charges in fiscal 2011 primarily reflect the closure of six corrugated container plants also acquired in the Smurfit-Stone Acquisition. The fiscal 2012 expenses in the Other Costs” column primarily represent repayment of energy credits and site environmental closure activities at the Matane mill. The cumulative charges primarily reflect charges associated with the closure of twenty corrugated container plants acquired in the Smurfit-Stone Acquisition, the closure of the Matane, Quebec containerboard mill, charges related to kraft paper assets at our Hodge containerboard mill we acquired in the Smurfit-Stone Acquisition, and gains and losses associated with the sale of closed facilities. We have transferred a substantial portion of each closed facility's production to our other facilities.

(c)
The Consumer Packaging segment current year charges are primarily associated with the closure of a converting facility and on-going closure costs for previously closed facilities. The Consumer Packaging segment charges in fiscal 2012 primarily reflect the gain on sale of our Columbus, IN laminated paperboard converting operation and Milwaukee, WI folding carton facility and on-going closure costs associated with previously closed facilities. The Consumer Packaging segment charges in fiscal 2011 primarily reflect the closure of two facilities and on-going closure costs for previously closed facilities. The cumulative charges primarily reflect the actions mentioned above as well as closure costs at certain of five interior packaging plants. We have transferred a substantial portion of each closed facility's production to our other facilities.

(d)
The Recycling segment current year charges are primarily associated with the closure of nine collection facilities acquired in the Smurfit-Stone Acquisition partially offset by the gain on sale of our Dallas, TX collection facility. The Recycling segment charges in fiscal 2012 primarily reflect the closure of six collection facilities also acquired in the Smurfit-Stone Acquisition and the cumulative charges reflect the preceding actions as well as carrying costs for two collections facilities shutdown in a prior year.

(e)
The expenses in the “Other Costs” column primarily reflect costs incurred as a result of our Smurfit-Stone Acquisition, including merger integration expenses. The pre-tax charges are summarized below (in millions):
 
Acquisition
Expense / (Income)
 
Integration
Expenses
 
Other
 Income
 
Total
Fiscal 2013
$
(3.6
)
 
$
23.9

 
$

 
$
20.3

Fiscal 2012
2.9

 
32.1

 
(0.6
)
 
34.4

Fiscal 2011
20.2

 
40.4

 

 
60.6



Acquisition expenses include expenses associated with acquisitions, whether consummated or not, as well as litigation expenses associated with the Smurfit-Stone Acquisition, net of recoveries. Acquisition expenses primarily consist of advisory, legal, accounting, valuation and other professional or consulting fees. Integration expenses reflect primarily severance and other employee costs, professional services including work being performed to facilitate the Smurfit-Stone integration including information systems integration costs, lease expense and other costs. Due to the complexity and duration of the integration activities the precise amount expected to be incurred has not been quantified above. We expect integration activities to continue into fiscal 2014.

The following tables represent a summary of and the changes in the restructuring accrual, which is primarily composed of lease commitments, accrued severance and other employee costs, as well as a reconciliation of the restructuring accrual to the line item “Restructuring and other costs, net” on our consolidated statements of income for fiscal 2013, 2012 and 2011 (in millions):

 
2013
 
2012
 
2011
Accrual at beginning of fiscal year
$
22.7

 
$
26.7

 
$
1.4

Accruals acquired in Smurfit-Stone Acquisition

 

 
9.2

Additional accruals
18.7

 
26.9

 
30.8

Payments
(20.6
)
 
(28.0
)
 
(14.4
)
Adjustment to accruals
1.0

 
(2.9
)
 
(0.3
)
Accrual at September 30,
$
21.8

 
$
22.7

 
$
26.7

Reconciliation of accruals and charges to restructuring and other costs, net:
 
 
 
 
 
2013
 
2012
 
2011
Additional accruals and adjustments to accruals (see table above)
$
19.7

 
$
24.0

 
$
30.5

Acquisition (income) expense
(3.6
)
 
2.9

 
20.2

Integration expenses
22.8

 
23.0

 
20.2

Net property, plant and equipment
18.6

 
14.8

 
17.7

Severance and other employee costs
10.1

 
0.6

 
0.3

Equipment relocation
5.4

 
4.1

 
2.1

Facility carrying costs
5.7

 
5.9

 
1.9

Other
(0.7
)
 
(0.1
)
 
0.4

Total restructuring and other costs, net
$
78.0

 
$
75.2

 
$
93.3

The expenses in the “Other Costs” column primarily reflect costs incurred as a result of our Smurfit-Stone Acquisition, including merger integration expenses. The pre-tax charges are summarized below (in millions):
 
Acquisition
Expense / (Income)
 
Integration
Expenses
 
Other
 Income
 
Total
Fiscal 2013
$
(3.6
)
 
$
23.9

 
$

 
$
20.3

Fiscal 2012
2.9

 
32.1

 
(0.6
)
 
34.4

Fiscal 2011
20.2

 
40.4

 

 
60.6

Other Intangible Assets (Tables)
The gross carrying amount and accumulated amortization relating to intangible assets, excluding goodwill, is as follows (in millions, except weighted avg. life): 
  
 
 
September 30,
 
 
 
2013
 
2012
 
Weighted
Avg. Life
 
Gross  Carrying
Amount
 
Accumulated
Amortization
 
Gross  Carrying
Amount
 
Accumulated
Amortization
Customer relationships
11.8
 
$
876.5

 
$
(230.4
)
 
$
873.9

 
$
(153.6
)
Favorable contracts
11.8
 
23.9

 
(14.3
)
 
42.2

 
(18.8
)
Technology and patents
8.0
 
14.3

 
(4.8
)
 
14.3

 
(3.2
)
Trademarks and tradenames
33.9
 
30.2

 
(9.8
)
 
30.3

 
(6.4
)
Non-compete agreements
N/A
 

 

 
5.1

 
(4.1
)
License costs
10.0
 
15.9

 
(2.1
)
 
15.9

 
(0.5
)
Total
12.4
 
$
960.8

 
$
(261.4
)
 
$
981.7

 
$
(186.6
)
Estimated intangible asset amortization expense for the succeeding five fiscal years is as follows (in millions):

Fiscal 2014
$
85.4

Fiscal 2015
81.5

Fiscal 2016
80.9

Fiscal 2017
80.7

Fiscal 2018
80.6

Debt (Tables)
The following were individual components of debt (in millions): 
 
September 30,
 
2013
 
2012
5.625% notes due March 2013(a)
$

 
$
80.6

4.45% notes due March 2019(b)
349.7

 
349.7

3.50% notes due March 2020(c)
347.5

 
347.1

4.90% notes due March 2022(b)
399.4

 
399.3

4.00% notes due March 2023(c)
346.6

 
346.3

Term loan facility (d)
947.5

 
1,222.6

Revolving credit and swing facilities(d)
184.3

 
242.3

Receivables-backed financing facility(e)
260.0

 
410.0

Other debt
9.8

 
14.6

Total debt
2,844.8

 
3,412.5

Less current portion of debt
2.9

 
261.3

Long-term debt due after one year
$
2,841.9

 
$
3,151.2


A portion of the debt classified as long-term, which includes the term loan, receivables-backed, revolving credit and swing facilities, may be paid down earlier than scheduled at our discretion without penalty. During fiscal 2013, 2012 and 2011, amortization of debt issuance costs charged to interest expense was $10.2 million, $10.8 million and $7.7 million, respectively.

(a)
In March 2003, we sold $100.0 million in aggregate principal amount of our 5.625% notes due March 2013 (“March 2013 Notes”). We incurred debt issuance costs of approximately $0.8 million which were amortized over the term of the notes. In the first quarter of fiscal 2010, we repurchased $19.5 million of our March 2013 Notes at an average price of approximately 98% of par and recorded an aggregate gain on extinguishment of debt of approximately $0.5 million. On March 15, 2013, we repaid our remaining March 2013 Notes upon maturity.

(b)
On February 22, 2012, we issued $350.0 million aggregate principal amount of 4.45% senior notes due March 2019 (“March 2019 Notes”) and issued $400.0 million aggregate principal amount of 4.90% senior notes due March 2022 (“March 2022 Notes”) in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act. We issued the March 2019 Notes and March 2022 Notes at a discount of approximately $0.3 million and $0.8 million, respectively, and recorded debt issuance costs, including the exchange offer, of approximately $3.0 million and $3.5 million respectively, which are being amortized over the respective term of the notes. Giving effect to the amortization of the original issue discount and the debt issuance costs, the effective interest rates of the March 2019 Notes and March 2022 Notes are approximately 4.59% and 5.01%, respectively.

(c)
On September 11, 2012, we issued $350.0 million aggregate principal amount of 3.50% senior notes due March 2020 (“March 2020 Notes”) and issued $350.0 million aggregate principal amount of 4.00% senior notes due March 2023 (“March 2023 Notes”) in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act. We issued the March 2020 and March 2023 notes at a discount of approximately $3.0 million and $3.7 million, respectively, and recorded debt issuance costs, including the exchange offer, of approximately $2.9 million and $3.0 million, respectively, which are being amortized over the respective term of the notes. Giving effect to the amortization of the original issue discount and the debt issuance costs, the effective interest rates of the March 2020 and March 2023 Notes are approximately 3.72% and 4.18%, respectively.

(d)
On September 27, 2012, we entered into an unsecured Amended and Restated Credit Agreement with an original maximum principal amount of approximately $2.7 billion before scheduled payments. The Credit Facility includes a $1.475 billion, 5-year revolving credit facility and a $1.223 billion, 5-year term loan facility. All obligations under the Credit Facility are fully and unconditionally guaranteed by our existing and future wholly-owned U.S. subsidiaries, except for certain present and future unrestricted subsidiaries and certain other limited exceptions. In addition, the obligations of Rock-Tenn Company of Canada, Inc. are guaranteed by Rock-Tenn Company and all such wholly-owned U.S. subsidiaries, as well as by wholly-owned Canadian subsidiaries of RockTenn, other than certain present and future unrestricted subsidiaries and certain other limited exceptions.

In December 2012, in connection with the amendment of our receivables-backed financing facility, we prepaid our term loan facility through December 2014 with borrowings under our Receivables Facility, our revolving credit facility and available cash. Effective May 3, 2013, we exercised the Leverage Reduction Option which reduced our maximum permitted Leverage Ratio to 3.5 times and decreased our Applicable Percentage 25 basis points (each as defined in the Credit Facility). On June 7, 2013, we amended the Credit Facility to, among other things, modified the EBITDA definition, including but not limited to, allowing for add backs associated with proactive pension actions, synergies associated with future acquisitions and certain business interruptions covered by third parties and permitted a future $200 million Mexican peso sub-facility with dollar for dollar reduction to existing commitments if activated.

Up to $250.0 million under the revolving credit facility may be used for the issuance of letters of credit. In addition, up to $350.0 million of the revolving credit facility may be used to fund borrowings in Canadian dollars. At September 30, 2013 and September 30, 2012, the amount committed under the credit facilities for loans to a Canadian subsidiary was $300.0 million and $300.0 million, respectively. At September 30, 2013, available borrowings under the revolving credit portion of the Credit Facility, reduced by certain outstanding letters of credit not drawn upon of approximately $48.6 million and the application of our maximum leverage ratio subject to the facility limit, exceeded $1.2 billion.

At our option, borrowings under the Credit Facility bear interest at either a base rate or at the London Interbank Offered Rate (“LIBOR”), plus, in each case, an applicable margin. In addition, advances in Canadian dollars may be made by way of purchases of bankers' acceptances. We are required to pay fees in respect of outstanding letters of credit at a rate equal to the applicable margin for LIBOR-based borrowings based upon a Credit Agreement Leverage Ratio. The following table summarizes the applicable margins and percentages related to the revolving credit facility and term loan of the Credit Facility:
 
Range
 
September 30,
2013

Applicable margin/percentage for determining:
 
 
 
LIBOR-based loans and banker's acceptance advances interest rate (1)
1.125%-1.750%
 
1.25
%
Base rate-based borrowings (1)
0.125%-0.750%
 
0.25
%
Facility commitment (2)
0.175%-0.300%
 
0.20
%

(1) 
The rates vary based on our Leverage Ratio, as defined in the Amended and Restated Credit Agreement.
(2) 
Applied to the aggregate borrowing availability based on the Leverage Ratio, as defined below.

Following the submission of our September 30, 2013 quarterly officer's compliance certificate when our Form 10-K is filed, our applicable margins in the table above will fall for each measure to the low end of the range. The variable interest rate, including the applicable margin, on our term loan facility was 1.43% at September 30, 2013. Interest rates on our revolving credit facility for borrowings both in the U.S. and Canada ranged from 2.55% to 3.50% at September 30, 2013.

The Credit Facility contains certain prepayment requirements and customary affirmative and negative covenants. The negative covenants include covenants that, subject to certain exceptions, contain: limitations on liens and further negative pledges; limitations on sale-leaseback transactions; limitations on debt and prepayments, redemptions or repurchases of certain debt and equity; limitations on mergers and asset sales; limitations on sales, transfers and other dispositions of assets; limitations on loans and certain other investments; limitations on restrictions affecting subsidiaries; limitations on transactions with affiliates; limitations on changes to accounting policies or fiscal periods; limitations on speculative hedge transactions; and restrictions on modification or waiver of material documents in a manner materially adverse to the lenders.

In addition, the Credit Facility includes financial covenants requiring that we maintain a maximum total leverage ratio and minimum interest coverage ratio. The terms of the Credit Facility, prior to us exercising the Leverage Reduction Option on May 3, 2013 which reduced our maximum permitted Leverage Ratio to 3.5 times, required us to maintain a leverage ratio (which is the ratio of our total funded debt less certain amounts of unrestricted cash, to Credit Agreement EBITDA, as defined, for the preceding four fiscal quarters “Leverage Ratio”) of not greater than 3.75 to 1.00 for fiscal quarters ending from September 30, 2012 through September 30, 2013, and not greater than 3.50 to 1.00 for fiscal quarters ending thereafter. In addition, we must maintain an interest coverage ratio (which is the ratio of Credit Agreement EBITDA for the preceding four fiscal quarters to cash interest expense for such period) of not less than 3.50 to 1.00 for any fiscal quarters ending on or after September 30, 2012. Credit Agreement EBITDA is calculated in accordance with the definition contained in our Amended and Restated Credit Agreement. Credit Agreement EBITDA is generally defined as consolidated net income of RockTenn for any fiscal period plus the following to the extent such amounts are deducted in determining such consolidated net income: (i) consolidated interest expense, (ii) consolidated tax expenses, (iii) depreciation and amortization expenses, (iv) financing expenses and write-offs, including remaining portions of original issue discount on prepayment of indebtedness, prepayment premiums and commitment fees, (v) inventory expenses associated with the write up of Smurfit-Stone inventory acquired in the merger and other permitted acquisitions, (vi) all other non-cash charges, (vii) all legal, accounting and professional advisory expenses incurred in respect of the Smurfit-Stone Acquisition and other permitted acquisitions and related financing transactions, (vii) certain expenses and costs incurred in connection with the Smurfit-Stone Acquisition and associated synergies, restructuring charges, and certain other charges and expenses, subject to certain limitations specified in the Credit Facility, (viii) certain other charges and expenses unrelated to the Smurfit-Stone Acquisition subject to certain specified limitations in the Credit Facility, and (ix) for certain periods, run-rate synergies expected to be achieved due to the Smurfit-Stone Acquisition not already included in EBITDA and adjustments to include Smurfit-Stone EBITDA as outlined in the Amended and Restated Credit Agreement related to periods prior to the acquisition (“Credit Agreement EBITDA”). We test and report our compliance with these covenants each quarter. We are in compliance with all of our covenants.

The credit facilities also contain certain customary events of default, including relating to non-payment, breach of representations, warranties or covenants, default on other material debt, bankruptcy and insolvency events, invalidity or impairment of loan documentation, collateral or subordination provisions, change of control and customary ERISA defaults. The term “ERISA” means the Employee Retirement Income Security Act of 1974, as amended, and the rules and regulations thereunder.

(e)
On December 21, 2012, we amended and increased the Receivables Facility from $625.0 million to $700.0 million, extended the maturity date from the third anniversary of the May 27, 2011 Smurfit-Stone Acquisition to December 18, 2015, and amended, among other things, certain restrictions on what constitutes eligible receivables under the facility and lowered borrowing costs. Except for $51.0 million classified as short-term at September 30, 2012 that was expected to require the use of current assets for repayment, the borrowings are classified as long-term at September 30, 2013 and September 30, 2012. On August 30, 2013, we amended our Receivables Facility to allow for the exclusion of eligible receivables of specific obligors each calendar year subject to the following restrictions: (i) the aggregate of excluded receivables may not exceed 7.5% of eligible receivables under the Receivables Facility, and (ii) the excluded receivables of each obligor may not exceed 2.5% of the aggregate outstanding balance. The borrowing rate, which consists of a blend of the market rate for asset-backed commercial paper and the one month LIBOR rate plus a utilization fee, was 0.95% and 1.34% as of September 30, 2013 and September 30, 2012, respectively. The commitment fee for this facility was 0.25% and 0.30% as of September 30, 2013 and September 30, 2012, respectively. Borrowing availability under this facility is based on the eligible underlying accounts receivable and certain covenants. The agreement governing the Receivables Facility contains restrictions, including, among others, on the creation of certain liens on the underlying collateral. We test and report our compliance with these covenants monthly. We are in compliance with all of our covenants. At September 30, 2013 and September 30, 2012, maximum available borrowings, excluding amounts outstanding, under this facility were approximately $700.0 million and $464.0 million, respectively. The carrying amount of accounts receivable collateralizing the maximum available borrowings at September 30, 2013 was approximately $942.5 million. We have continuing involvement with the underlying receivables as we provide credit and collections services pursuant to the securitization agreement.

As of September 30, 2013, the aggregate maturities of debt for the succeeding five fiscal years and thereafter are as follows (in millions):
 
Fiscal 2014
$
2.9

Fiscal 2015
91.8

Fiscal 2016
382.3

Fiscal 2017
917.9

Fiscal 2018

Thereafter
1,456.7

Unamortized bond discount
(6.8
)
Total debt
$
2,844.8

Fair Value (Tables)
Summary of carrying amount and estimated fair value of long-term debt
The following table summarizes the carrying amount and estimated fair value of our long-term debt (in millions):
 
September 30, 2013
 
September 30, 2012
 
Carrying Amount     
 
Fair
Value     
 
Carrying Amount     
 
Fair
Value     
March 2013 Notes(1)
$

 
$

 
$
80.6

 
$
81.7

March 2019 Notes(1)
349.7

 
371.9

 
349.7

 
376.6

March 2020 Notes(1)
347.5

 
343.0

 
347.1

 
356.3

March 2022 Notes(1)
399.4

 
413.7

 
399.3

 
434.0

March 2023 Notes(1)
346.6

 
338.6

 
346.3

 
357.7

Term loan facilities(2)
947.5

 
947.5

 
1,222.6

 
1,222.6

Revolving credit and swing facilities(2)
184.3

 
184.3

 
242.3

 
242.3

Receivables-backed financing facility(2)
260.0

 
260.0

 
410.0

 
410.0

Other long-term debt(2)(3)
9.8

 
10.1

 
14.6

 
15.4

Total debt
$
2,844.8

 
$
2,869.1

 
$
3,412.5

 
$
3,496.6


(1)
Fair value is categorized as level 2 within the fair value hierarchy since the notes trade infrequently. Fair value is based on quoted market prices.
(2)
Fair value approximates the carrying amount as the variable interest rates reprice frequently at observable current market rates. As such, fair value is categorized as level 2 within the fair value hierarchy.
(3)
Fair value for certain debt is estimated based on the discounted value of future cash flows using observable current market interest rates offered for debt of similar credit risk and maturity. As such, fair value is categorized as level 2 within the fair value hierarchy.

Leases (Tables)
Schedule of future minimum rental payments for operating leases
As of September 30, 2013, future minimum lease payments under all noncancelable leases for the succeeding five fiscal years and thereafter are as follows (in millions):
 
Fiscal 2014
$
51.0

Fiscal 2015
44.3

Fiscal 2016
35.5

Fiscal 2017
28.3

Fiscal 2018
23.6

Thereafter
72.9

Total future minimum lease payments
$
255.6

Income Taxes (Tables)
The components of income before income taxes are as follows (in millions):
 
Year Ended September 30,
 
2013
 
2012
 
2011
United States
$
636.5

 
$
374.7

 
$
163.7

Foreign
74.2

 
14.4

 
51.8

Income before income taxes
$
710.7

 
$
389.1

 
$
215.5

The (benefit) provision for income taxes consists of the following components (in millions):
 
Year Ended September 30,
 
2013
 
2012
 
2011
Current income taxes:
 
 
 
 
 
Federal
$
(8.3
)
 
$
(4.5
)
 
$
(0.4
)
State
23.7

 
7.5

 
0.5

Foreign
7.1

 
10.5

 
9.4

Total current
22.5

 
13.5

 
9.5

Deferred income taxes:
 
 
 
 
 
Federal
(44.6
)
 
129.1

 
55.5

State
2.6

 
(0.6
)
 
1.5

Foreign
(2.3
)
 
(5.1
)
 
3.0

Total deferred
(44.3
)
 
123.4

 
60.0

(Benefit) provision for income taxes
$
(21.8
)
 
$
136.9

 
$
69.5

The differences between the statutory federal income tax rate and our effective income tax rate are as follows:
 
Year Ended September 30,
 
2013
 
2012
 
2011
Statutory federal tax rate
35.0
 %
 
35.0
 %
 
35.0
 %
Foreign rate differential
(1.9
)
 
0.2

 
(2.5
)
Adjustment and resolution of federal, state and foreign tax uncertainties
(35.9
)
 
(0.1
)
 
0.3

State taxes, net of federal benefit
3.3

 
3.4

 
2.3

Research and development and other tax credits, net of valuation allowances
(1.4
)
 
(0.5
)
 
(1.1
)
Income attributable to noncontrolling interest
(0.2
)
 
(0.1
)
 
(0.3
)
Nondeductible deal fees

 

 
1.3

Change in valuation allowance
(0.7
)
 
(1.3
)
 

Other, net
(1.3
)
 
(1.4
)
 
(2.7
)
Effective (benefit) tax rate
(3.1
)%
 
35.2
 %
 
32.3
 %
The tax effects of temporary differences that give rise to deferred income tax assets and liabilities consist of the following (in millions):
 
 
September 30,
 
2013
 
2012
Deferred income tax assets:
 
 
 
Accruals and allowances
$
23.5

 
$
25.2

Employee related accruals and allowances
104.8

 
107.5

Pension obligations
333.3

 
489.0

State net operating loss carryforwards
68.3

 
44.2

State credit carryforwards, net of federal benefit
49.1

 
47.0

Cellulosic Biofuel Producers Credits and other federal tax credit carryforwards
233.6

 
225.6

Federal net operating loss carryforwards
207.0

 
146.4

Restricted stock and options
30.5

 
22.4

Other
28.8

 
21.9

Valuation allowances
(36.2
)
 
(42.3
)
Total
1,042.7

 
1,086.9

Deferred income tax liabilities:
 
 
 
Property, plant and equipment
1,477.2

 
1,439.0

Deductible intangibles and goodwill
287.0

 
283.8

Inventory reserves
80.5

 
80.2

Deferred gain
31.0

 
31.0

Other
0.5

 
0.7

Total
1,876.2

 
1,834.7

Net deferred income tax liability
$
833.5

 
$
747.8

Deferred taxes are recorded as follows in the consolidated balance sheet (in millions):
 
September 30,
 
2013
 
2012
Current deferred tax asset
$
209.1

 
$
104.0

Current deferred tax liability

 
0.1

Long-term deferred tax asset
20.5

 
37.1

Long-term deferred tax liability
1,063.1

 
888.8

Net deferred income tax liability
$
833.5

 
$
747.8

The following table represents a summary of the valuation allowances against deferred tax assets for fiscal 2013, 2012 and 2011 (in millions):
 
 
2013
 
2012
 
2011
Balance at the beginning of period
$
42.3

 
$
48.0

 
$
40.2

Charges to costs and expenses
3.6

 
4.3

 
5.8

Allowances related to acquisitions(1)

 

 
7.8

Deductions
(9.7
)
 
(10.0
)
 
(5.8
)
Balance at the end of period
$
36.2

 
$
42.3

 
$
48.0


(1)
Allowances related to acquisitions in fiscal 2011 are related to the Smurfit-Stone Acquisition.
A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in millions):
 
 
2013
 
2012
 
2011
Balance at the beginning of period
$
289.7

 
$
287.9

 
$
12.2

(Reductions) additions related to acquisitions(1)

 
(1.4
)
 
275.5

Additions for tax positions taken in current year
2.6

 
7.0

 

(Reductions) additions for tax positions taken in prior years
(268.5
)
 

 
1.5

Reductions due to settlements
(0.2
)
 

 

Reductions as a result of a lapse of the applicable statute of limitations
(2.3
)
 
(3.8
)
 
(1.3
)
Balance at the end of period
$
21.3

 
$
289.7

 
$
287.9


(1)
Adjustments related to acquisitions in fiscal 2012 and 2011 are related to the Smurfit-Stone Acquisition.
Retirement Plans (Tables)
Target Allocations
 
U.S. Plans
 
Canadian Plans
 
2013
 
2012
 
2013
 
2012
Equity investments
40
%
 
40
%
 
29
%
 
29
%
Fixed income investments
45
%
 
45
%
 
58
%
 
58
%
Short-term investments
1
%
 
2
%
 
1
%
 
1
%
Other investments
14
%
 
13
%
 
12
%
 
12
%
Our actual pension plans' asset allocations by asset category at September 30 were as follows:
 
 
U.S. Plans
 
Canadian Plans
 
2013
 
2012
 
2013
 
2012
Equity investments
42
%
 
42
%
 
31
%
 
31
%
Fixed income investments
44
%
 
45
%
 
57
%
 
58
%
Short-term investments
4
%
 
3
%
 
2
%
 
2
%
Other investments
10
%
 
10
%
 
10
%
 
9
%
Total
100
%
 
100
%
 
100
%
 
100
%
Weighted-average assumptions used in the calculation of benefit plan expense for fiscal years ended:
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2011
 
2013
 
2012
 
2011
Discount rate – U.S. Plans
4.22%
 
5.27%
 
5.50%
 
4.22%
 
5.27%
 
5.56
%
Rate of compensation increase – U.S Plans
2.00 - 2.50%
 
2.75 - 3.32%
 
3.11%
 
N/A
 
N/A
 
N/A

Expected long-term rate of return on plan assets – U.S. Plans
7.50%
 
8.00%
 
7.86%
 
N/A
 
N/A
 
N/A

Discount rate – Canadian Plans
4.14%
 
3.51 - 4.90%
 
5.13%
 
4.14%
 
4.90%
 
5.13
%
Rate of compensation increase – Canadian Plans
3.00 - 3.25%
 
3.00 - 3.25%
 
3.75%
 
3.00%
 
3.00%
 
3.75
%
Expected long-term rate of return on plan assets – Canadian Plans
6.88%
 
3.51 - 6.00%
 
6.00%
 
N/A
 
N/A
 
N/A
Discount rate – SERP and Other Executive Plans
2.57 - 4.22%
 
0.87 - 4.61%
 
0.24 - 5.09%
 
N/A
 
N/A
 
N/A
Rate of compensation increase SERP and Other Executive Plans
6.00%
 
6.00%
 
6.00%
 
N/A
 
N/A
 
N/A
The assumptions used to measure the benefit plan obligations at September 30 were:
 
 
Pension Plans
 
Postretirement plans
 
2013
 
2012
 
2013
 
2012
Discount rate – U.S. Plans
5.19%
 
4.22%
 
5.19%
 
4.22%
Rate of compensation increase – U.S. Plans
2.00 - 2.50%
 
2.00 - 2.50%
 
N/A
 
N/A
Discount rate – Canadian Plans
4.56%
 
4.14%
 
4.56%
 
4.14%
Rate of compensation increase – Canadian Plans
3.00 - 3.25%
 
3.00 - 3.25%
 
3.00%
 
3.00%
Discount rate – SERP and Other Executive Plans
3.39 - 5.19%
 
2.57 - 4.22%
 
N/A
 
N/A
Rate of compensation increase – SERP and Other Executive Plans
3.00%
 
6.00%
 
N/A
 
N/A
The pre-tax amounts in accumulated other comprehensive loss at September 30 not yet recognized as components of net periodic pension cost consist of (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Net actuarial loss (gain)
$
551.2

 
$
877.0

 
$
(17.9
)
 
$
(0.1
)
Prior service cost (credit)
7.8

 
5.0

 
(10.9
)
 
(1.8
)
Total accumulated other comprehensive loss (income)
$
559.0

 
$
882.0

 
$
(28.8
)
 
$
(1.9
)
Changes in benefit obligation for the years ended September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Benefit obligation at beginning of year
$
4,973.5

 
$
4,363.5

 
$
166.2

 
$
167.5

Service cost
35.1

 
30.1

 
1.6

 
1.5

Interest cost
199.7

 
221.4

 
6.5

 
7.8

Amendments
4.1

 
2.6

 
(9.3
)
 
(0.2
)
Actuarial (gain) loss
(380.3
)
 
555.3

 
(17.9
)
 
(2.5
)
Plan participant contributions
2.8

 
3.0

 
5.4

 
5.9

Benefits paid
(260.4
)
 
(263.5
)
 
(17.3
)
 
(17.4
)
Business combinations

 
(4.2
)
 

 

Curtailments
(0.8
)
 

 
(2.7
)
 

Settlements
(1.1
)
 

 

 

Foreign currency rate changes
(48.4
)
 
65.3

 
(2.3
)
 
3.6

Benefit obligation at end of year
$
4,524.2

 
$
4,973.5

 
$
130.2

 
$
166.2

Changes in plan assets for the years ended September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Fair value of plan assets at beginning of year
$
3,480.2

 
$
2,919.4

 
$

 
$

Actual gain on plan assets
152.6

 
400.6

 

 

Employer contributions
188.9

 
367.5

 
11.9

 
11.5

Plan participant contributions
2.8

 
3.0

 
5.4

 
5.9

Benefits paid
(260.4
)
 
(263.5
)
 
(17.3
)
 
(17.4
)
Settlements
(1.1
)
 

 

 

Foreign currency rate changes
(40.3
)
 
53.2

 

 

Fair value of assets at end of year
$
3,522.7

 
$
3,480.2

 
$


$

The table below sets forth the underfunded status recognized in the consolidated balance sheets at September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2013
 
2012
Other current liability
$
(26.3
)
 
$
(0.2
)
 
$
(11.9
)
 
$
(12.0
)
Accrued pension and other long-term benefits
(975.2
)
 
(1,493.1
)
 
(118.3
)
 
(154.2
)
Net amount recognized
$
(1,001.5
)
 
$
(1,493.3
)
 
$
(130.2
)
 
$
(166.2
)
The estimated losses that will be amortized from accumulated other comprehensive loss into net periodic benefit cost in fiscal 2014 are as follows (in millions):
 
 
Pension Plans

 
Postretirement Plans
Actuarial loss (gain)
$
17.1

 
$
(0.7
)
Prior service cost (credit)
1.3

 
(1.4
)
 
$
18.4

 
$
(2.1
)
The pre-tax amounts recognized in other comprehensive (income) loss are as follows at September 30 (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2011
 
2013
 
2012
 
2011
Net actuarial (gain) loss arising during period
$
(286.6
)
 
$
377.6

 
$
334.0

 
$
(17.3
)
 
$
(2.5
)
 
$
2.0

Amortization of net actuarial loss
(39.3
)
 
(21.4
)
 
(18.9
)
 

 

 

Prior service cost (credit) arising during period
4.1

 
2.6

 
0.7

 
(9.3
)
 
(0.5
)
 
(1.0
)
Amortization of prior service (cost) credit
(1.2
)
 
(0.8
)
 
(0.7
)
 
(0.3
)
 
0.1

 

Net other comprehensive (income) loss recognized
$
(323.0
)
 
$
358.0

 
$
315.1

 
$
(26.9
)
 
$
(2.9
)
 
$
1.0

The net periodic pension cost recognized in the consolidated statements of income is comprised of the following for fiscal years ended (in millions):
 
 
Pension Plans
 
Postretirement Plans
 
2013
 
2012
 
2011
 
2013
 
2012
 
2011
Service cost
$
35.1

 
$
30.1

 
$
17.2

 
$
1.6

 
$
1.5

 
$
0.6

Interest cost
199.7

 
221.4

 
95.1

 
6.5

 
7.8

 
3.2

Expected return on plan assets
(247.3
)
 
(222.1
)
 
(91.9
)
 

 

 

Amortization of net actuarial loss
38.9

 
21.4

 
18.9

 

 

 

Amortization of prior service cost (credit)
1.2

 
0.8

 
0.7

 
0.3

 
(0.1
)
 

Curtailment gain

 

 

 
(2.7
)
 

 

Settlement loss
0.4

 

 

 

 

 

Company defined benefit plan expense
28.0

 
51.6

 
40.0

 
5.7

 
9.2

 
3.8

Multiemployer and other plans
20.3

 
9.8

 
4.6

 

 

 

Net pension cost
$
48.3

 
$
61.4

 
$
44.6

 
$
5.7

 
$
9.2

 
$
3.8


The assumed health care cost trend rates used in measuring the accumulated postretirement benefit obligation (“APBO”) are as follows at September 30:
 
 
2013
U.S. Plans
 
 
Health care cost trend rate assumed for next year
 
9.13
%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
 
5.00
%
Year the rate reaches the ultimate trend rate
 
2030

Canadian Plans
 
 
Health care cost trend rate assumed for next year
 
7.30
%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
 
4.80
%
Year the rate reaches the ultimate trend rate
 
2029

Our projected estimated benefit payments (unaudited), which reflect expected future service, as appropriate, are as follows (in millions):
 
 
Pension Plans
 
Postretirement Plans
Fiscal 2014
$
296.7

 
$
11.9

Fiscal 2015
275.1

 
11.6

Fiscal 2016
281.7

 
11.0

Fiscal 2017
286.1

 
10.4

Fiscal 2018
290.8

 
10.2

Fiscal Years 2019 – 2023
1,507.8

 
46.7

The following tables summarize our pension plan assets measured at fair value on a recurring basis (at least annually) as of September 30, 2013 and September 30, 2012 (in millions):
 
 
September 30,
2013
 
Quoted Prices
in Active
Markets for
Identical
Assets (Level 1)
 
Significant
Other
Observable
Inputs (Level 2)
 
Significant
Unobservable
Inputs (Level 3)
Equity securities:
 
 
 
 
 
 
 
U.S. equities(a)
$
318.0

 
$
133.7

 
$
184.3

 
$

Non-U.S. equities(a)
810.4

 
58.1

 
752.3

 

Hedged equities(a)
267.2

 

 
267.2

 

Fixed income securities:
 
 
 
 
 
 
 
U.S. government securities(b)
127.8

 

 
127.8

 

Non-U.S. government securities(c)
94.2

 

 
94.2

 

US corporate bonds(c)
675.8

 
106.3

 
569.5

 

Non-US corporate bonds(c)
478.3

 
170.8

 
307.5

 

Mortgage-backed securities(c)
49.2

 

 
49.2

 

Other fixed income(d)
225.3

 

 
225.3

 

Short-term investments(e)
113.8

 
113.8

 

 

Other investments:
 
 
 
 
 
 
 
Alternative investments(f)
362.7

 

 
302.3

 
60.4

 
$
3,522.7

 
$
582.7

 
$
2,879.6

 
$
60.4


 
September 30, 2012
 
Quoted Prices
in Active
Markets for
Identical
Assets (Level 1)
 
Significant
Other
Observable
Inputs (Level 2)
 
Significant
Unobservable
Inputs (Level 3)
Equity securities:
 
 
 
 
 
 
 
U.S. equities(a)
$
275.5

 
$
107.1

 
$
168.4

 
$

Non-U.S. equities(a)
808.3

 
99.8

 
708.5

 

Hedged equities(a)
277.4

 

 
277.4

 

Fixed income securities:
 
 
 
 
 
 
 
U.S. government securities(b)
152.6

 

 
152.6

 

Non-U.S. government securities(c)
83.6

 

 
83.6

 

US corporate bonds(c)
667.7

 
98.3

 
569.4

 

Non-US corporate bonds(c)
489.8

 
188.8

 
301.0

 

Mortgage-backed securities(c)
46.5

 

 
46.5

 

Other fixed income(d)
233.0

 

 
233.0

 

Short-term investments(e)
114.4

 
114.4

 

 

Other investments:
 
 
 
 
 
 
 
Alternative investments(f)
331.4

 

 
268.1

 
63.3

 
$
3,480.2

 
$
608.4

 
$
2,808.5

 
$
63.3


(a)
Equity securities are comprised of the following investment types: (i) common stock; (ii) preferred stock; (iii) equity exchange traded funds; (iv) hedged equity investments and (v) commingled equity funds. Investments in common and preferred stocks and exchange traded funds are valued using quoted market prices multiplied by the number of shares owned. The hedged equity investment is a commingled fund that consists primarily of equity indexed investments which are hedged by options and also holds collateral in the form of short term treasury securities. The commingled fund investments are valued at the net asset value per share multiplied by the number of shares held. The determination of net asset value for the commingled funds includes market pricing of the underlying assets as well as broker quotes and other valuation techniques.

(b)
U.S. government securities include treasury and agency debt. These investments are valued using broker quotes in an active market.

(c)
These investments are valued utilizing a market approach that includes various valuation techniques and sources such as value generation models, broker quotes in active and non-active markets, benchmark yields and securities, reported trades, issuer spreads, and/or other applicable reference data. The U.S. corporate bonds category is primarily comprised of U.S. dollar denominated investment grade securities. Commingled debt funds are valued at their net asset value per share multiplied by the number of shares held. The determination of net asset value for the commingled funds includes market pricing of the underlying assets as well as broker quotes and other valuation techniques.

(d)
Other fixed income is comprised of municipal and asset-backed securities. Investments are valued utilizing a market approach that includes various valuation techniques and sources such as, broker quotes in active and non-active markets, benchmark yields and securities, reported trades, issuer spreads and/or other applicable reference data.

(e)
Short-term investments are valued at $1.00/unit, which approximates fair value. Amounts are generally invested in interest-bearing accounts.

(f)
The alternative investments are diversified across multiple asset managers and several types of asset classes including hedge funds, private equity partnerships and real estate funds. The hedge funds are valued at net asset value. Fair value of the private equity partnerships is determined based on discounted cash flow analysis that utilizes unobservable inputs such as weighted average cost of capital ranging from 8.8% to 16.1% for 2013 and 7.3% to 20.0% for 2012; residual growth rate assumptions ranging from 1.0% to 4.0% for 2013 and 1.5% to 4.0% for 2012; revenue growth rates ranging from 2.2% to 6.6% for 2013 and 1.6% to 9.1% for 2012; and EBITDA of market comparable companies with multiples ranging from 7.0 to 13.2 for 2013 and 4.8 to 14.5 for 2012. The fair value of our real estate funds is based on the utilization of various unobservable inputs including but not limited to rental rate factors ranging from 0% to 25% for 2013 and 2012; capitalization rates ranging from 5% to 8% for 2013 and 2012; discount rates ranging from 7% to 9% for 2013 and 2012; and inflation rates ranging from 0% to 5% for 2013 and 2012.
The following table summarizes the changes in our Level 3 pension plan assets for the years ended September 30, 2013 and 2012 (in millions):
 
 
Non-US
Corporate
Bonds
 
Alternative
Investments
 
Total
Balance as of September 30, 2011
$
1.4

 
$
181.9

 
$
183.3

Purchases, sales, issuances, and settlements, net
(1.3
)
 
(1.6
)
 
(2.9
)
Actual return on plan assets:
 
 
 
 
 
     Relating to instruments still held at end of year

 
9.7

 
9.7

     Relating to instruments sold during the year
(0.1
)
 
2.8

 
2.7

Transfers out of level 3

 
(129.5
)
 
(129.5
)
Balance as of September 30, 2012
$

 
$
63.3

 
$
63.3

Purchases, sales, issuances, and settlements, net

 
(9.0
)
 
(9.0
)
Actual return on plan assets:
 
 
 
 
 
     Relating to instruments still held at end of year

 
2.5

 
2.5

     Relating to instruments sold during the year

 
3.6

 
3.6

Balance as of September 30, 2013
$

 
$
60.4

 
$
60.4

The following table lists our participation in our multiemployer and other plans that are individually significant for the years ended September 30 (in millions):

Pension Fund
EIN / Pension Plan Number
 
Pension Protection Act Zone Status
 
FIP / RP Status Pending / Implemented
 
Contributions (a)
 
Surcharge imposed?
 
Expiration CBA
 
 
 
2013
 
2012
 
 
 
2013
 
2012
 
2011
 
 
 
 
U.S. Multiemployer plans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pace Industry Union-Management Pension Fund
11-6166763 / 001
 
Red
 
Red
 
Implemented
 
$
3.9

 
$
3.6

 
$
1.8

 
Yes
 
9/30/11 to 8/2/2017
Other Funds
 
 
 
 
 
 
 
 
3.2

 
6.2

 
2.8

 
 
 
 
         Total Contributions:
 
 
 
 
 
 
 
 
$
7.1

 
$
9.8

 
$
4.6

 
 
 
 

(a)
Contributions represent the amounts contributed to the plan during the fiscal year. Our contributions for fiscal 2012 and 2011 exceeded 5% of total plan contributions. Although the plan data for fiscal 2013 is not yet available, we would expect to continue to exceed 5% of total plan contributions. Contributions for fiscal 2013 exclude $13.2 million accrued related to a partial plan withdrawal.

Share-Based Compensation (Tables)
We applied the following weighted average assumptions to estimate the fair value of stock option grants made in the following periods:
 
 
2013
 
2012
 
2011
Expected term in years
5.8

 
5.3

 
5.2

Expected volatility
44.0
%
 
47.3
%
 
46.5
%
Risk-free interest rate
1.0
%
 
0.8
%
 
2.1
%
Dividend yield
1.4
%
 
1.4
%
 
1.4
%

The table below summarizes the changes in all stock options during the year ended September 30, 2013:
 
Shares
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
 (in years)
 
Aggregate
Intrinsic
Value
(in millions)
Outstanding at September 30, 2012
1,341,969

 
$
41.73

 
 
 
 
Granted
197,860

 
79.81

 
 
 
 
Exercised
(312,293
)
 
31.83

 
 
 
 
Expired
(3,200
)
 
34.50

 
 
 
 
Forfeited
(40,585
)
 
66.29

 
 
 
 
Outstanding at September 30, 2013
1,183,751

 
$
49.88

 
6.4
 
$
60.8

Exercisable at September 30, 2013
698,916

 
$
35.31

 
4.9
 
$
46.1

Vested and expected to vest at September 30, 2013
1,164,815

 
$
49.51

 
6.4
 
$
60.3

The following table represents a summary of restricted stock shares granted in fiscal 2013, 2012 and 2011 with terms defined in the applicable grant letters. The shares are not deemed to be issued and carry dividend and voting rights until the relevant conditions defined in the award documents have been met, unless otherwise noted.
 
2013
 
2012
 
2011
Shares of restricted stock granted to non-employee directors(1)
11,925

 
20,700

 
20,155

Shares of restricted stock granted to employees:
 
 
 
 
 
Shares granted for attainment of a performance condition at an amount in excess of target(2)
120,293

 

 
173,028

Shares granted with a service condition and a Cash Flow to Equity Ratio performance condition at target(3)
314,120

 
389,550

 
262,775

Shares granted with a service condition(4)
15,000

 

 

Total restricted stock granted
461,338

 
410,250

 
455,958


(1)
Non-employee director grants vest over one year and are deemed issued on the grant date and have voting and dividend rights. Also includes converted restricted stock units held by the Smurfit-Stone directors who served on the RockTenn board of directors in fiscal 2011.

(2)
Shares issued in fiscal 2013 for the fiscal 2010 Cash Flow to Equity Ratio were at 150% of target. Shares issued in fiscal 2011 for the fiscal 2009 Cash Flow to Equity Ratio, the fiscal 2008 Annual Average Return over Capital Costs and the fiscal 2008 Total Shareholder Return were each at 150% of target.

(3)
These employee grants vest over approximately three years and have adjustable ranges from 0-200% of target subject to the level of performance attained in the respective award agreement.

(4)
These shares vest over four years.
The following table represents a summary of restricted stock vested in fiscal 2013, 2012 and 2011 (in millions, except shares):
 
2013
 
2012
 
2011
Shares of restricted stock vested
379,843

 
495,368

 
420,596

Aggregate fair value of restricted stock vested
$
26.6

 
$
33.6

 
$
28.0



The table below summarizes the changes in unvested restricted stock awards during the year ended September 30, 2013:
 
Shares
 
Weighted
Average
Grant Date Fair
Value
Unvested at September 30, 2012
862,675

 
$
58.66

Granted
461,338

 
71.60

Vested
(379,843
)
 
43.69

Forfeited
(66,610
)
 
66.42

Unvested at September 30, 2013(1)
877,560

 
$
71.35



(1)
Target awards, net of subsequent forfeitures, granted in fiscal 2013, 2012 and 2011 of 302,360, 323,275 and 225,000 shares, respectively, may be increased to 200% of the target or decreased to zero, subject to the level of performance attained. The awards are reflected in the table at the target award amount of 100%. Based on current facts and assumptions we are forecasting the performance of the fiscal 2013, fiscal 2012 and fiscal 2011 grants to be attained at approximately 200%, 200% and 100% of target, respectively. However, it is possible that the performance attained may vary.

Segment Information (Tables)
The table below reflects financial data of our foreign operations for each of the past three fiscal years (in millions, except percentages):

 
 
Years Ended September 30,
 
2013
 
2012
 
2011
Foreign net sales to unaffiliated customers
$
1,272.5

 
$
1,238.6

 
$
639.0

Foreign segment income
$
95.9

 
$
48.7

 
$
62.1

Foreign long-lived assets
$
444.6

 
$
496.7

 
$
513.1

Foreign operations as a percent of consolidated operations:
 
 
 
 
 
Foreign net sales to unaffiliated customers
13.3
%
 
13.5
%
 
11.8
%
Foreign segment income
9.7
%
 
6.8
%
 
11.7
%
Foreign long-lived assets
8.0
%
 
8.9
%
 
9.3
%
The following table shows selected operating data for our segments (in millions):
 
Years Ended September 30,
 
2013
 
2012
 
2011
Net sales (aggregate):
 
 
 
 
 
Corrugated Packaging
$
6,662.1

 
$
6,171.2

 
$
2,768.7

Consumer Packaging
2,554.1

 
2,557.5

 
2,359.8

Recycling
1,073.4

 
1,228.8

 
585.9

Total
$
10,289.6

 
$
9,957.5

 
$
5,714.4

Less net sales (intersegment):
 
 
 
 
 
Corrugated Packaging
$
113.4

 
$
121.6

 
$
81.7

Consumer Packaging
25.6

 
25.2

 
23.5

Recycling
605.2

 
603.1

 
209.6

Total
$
744.2

 
$
749.9

 
$
314.8

Net sales (unaffiliated customers):
 
 
 
 
 
Corrugated Packaging
$
6,548.7

 
$
6,049.6

 
$
2,687.0

Consumer Packaging
2,528.5

 
2,532.3

 
2,336.3

Recycling
468.2

 
625.7

 
376.3

Total
$
9,545.4

 
$
9,207.6

 
$
5,399.6

Segment income:
 
 
 
 
 
Corrugated Packaging
$
679.9

 
$
364.0

 
$
241.7

Consumer Packaging
294.6

 
347.2

 
275.2

Recycling
14.4

 
7.1

 
14.8

Segment income
988.9

 
718.3

 
531.7

Restructuring and other costs, net
(78.0
)
 
(75.2
)
 
(93.3
)
Non-allocated expenses
(92.1
)
 
(109.7
)
 
(79.5
)
Interest expense
(106.9
)
 
(119.7
)
 
(88.9
)
Loss on extinguishment of debt
(0.3
)
 
(25.9
)
 
(39.5
)
Interest income and other (expense) income, net
(0.9
)
 
1.3

 
(15.0
)
Income before income taxes
$
710.7

 
$
389.1

 
$
215.5


The following table shows selected operating data for our segments (in millions):
 
Years Ended September 30,
 
2013
 
2012
 
2011
Identifiable assets:
 
 
 
 
 
Corrugated Packaging
$
8,236.9

 
$
8,300.4

 
$
8,159.0

Consumer Packaging
1,811.2

 
1,755.4

 
1,731.9

Recycling
231.7

 
248.9

 
308.3

Assets held for sale
14.3

 
9.6

 
31.9

Corporate
439.3

 
372.8

 
334.9

Total
$
10,733.4

 
$
10,687.1

 
$
10,566.0

 
 
 
 
 
 
Goodwill:
 
 
 
 
 
Corrugated Packaging
$
1,447.9

 
$
1,449.1

 
$
1,428.3

Consumer Packaging
361.3

 
363.3

 
359.8

Recycling
52.9

 
52.9

 
51.3

Total
$
1,862.1

 
$
1,865.3

 
$
1,839.4

 
 
 
 
 
 
Depreciation, depletion and amortization:
 
 
 
 
 
Corrugated Packaging
$
427.1

 
$
411.0

 
$
164.1

Consumer Packaging
99.2

 
96.4

 
91.8

Recycling
12.7

 
13.4

 
5.0

Corporate
13.2

 
13.5

 
17.4

Total
$
552.2

 
$
534.3

 
$
278.3

 
 
 
 
 
 
Capital expenditures:
 
 
 
 
 
Corrugated Packaging
$
306.1

 
$
327.8

 
$
74.3

Consumer Packaging
100.6

 
83.7

 
106.3

Recycling
11.3

 
10.3

 
14.0

Corporate
22.4

 
30.6

 
4.8

Total
$
440.4

 
$
452.4

 
$
199.4

The changes in the carrying amount of goodwill for the fiscal years ended September 30, 2013, 2012 and 2011 are as follows (in millions):

 
Corrugated Packaging
 
Consumer
Packaging
 
Recycling
 
Total
Balance as of October 1, 2010
 
 
 
 
 
 
 
Goodwill
$
393.0

 
$
398.4

 
$
0.2

 
$
791.6

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
393.0

 
355.6

 
0.2

 
748.8

Goodwill acquired
1,035.4

 
5.1

 
51.1

 
1,091.6

Translation adjustment
(0.1
)
 
(0.9
)
 

 
(1.0
)
Balance as of September 30, 2011
 
 
 
 
 
 
 
Goodwill
1,428.3

 
402.6

 
51.3

 
1,882.2

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
1,428.3

 
359.8

 
51.3

 
1,839.4

Goodwill acquired
33.5

 

 

 
33.5

Purchase price allocation adjustments
(13.2
)
 
0.7

 
1.6

 
(10.9
)
Translation adjustment
0.5

 
2.8

 

 
3.3

Balance as of September 30, 2012
 
 
 
 
 
 
 
Goodwill
1,449.1

 
406.1

 
52.9

 
1,908.1

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
1,449.1

 
363.3

 
52.9

 
1,865.3

Goodwill acquired
1.2

 

 

 
1.2

Translation adjustment
(2.4
)
 
(2.0
)
 

 
(4.4
)
Balance as of September 30, 2013
 
 
 
 
 
 
 
Goodwill
1,447.9

 
404.1

 
52.9

 
1,904.9

Accumulated impairment losses

 
(42.8
)
 

 
(42.8
)
 
$
1,447.9

 
$
361.3

 
$
52.9

 
$
1,862.1


The goodwill acquired in fiscal 2013 related to the acquisition of a corrugated sheet plant. In fiscal 2012, the goodwill acquired was associated with the GMI and Mid South acquisitions. The goodwill acquired in fiscal 2011 was associated with the Smurfit-Stone Acquisition. We finalized the Smurfit-Stone purchase price allocation in fiscal 2012.
Financial Results by Quarter (Unaudited) (Tables)
Schedule of Quarterly Financial Information
Fiscal 2013
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
(In millions, except per share data)
Net sales
$
2,287.1

 
$
2,324.9

 
$
2,448.3

 
$
2,485.1

Gross profit
409.5

 
385.2

 
496.7

 
555.1

Restructuring and other costs, net
16.1

 
12.4

 
23.5

 
26.0

Loss on extinguishment of debt
(0.2
)
 
(0.1
)
 

 

Income before income taxes
141.7

 
109.1

 
203.1

 
256.8

Consolidated net income
86.9

 
325.6

 
141.7

 
178.3

Net income attributable to Rock-Tenn Company shareholders
86.0

 
324.7

 
140.1

 
176.5

Basic earnings per share attributable to Rock-Tenn Company shareholders
1.20

 
4.51

 
1.94

 
2.45

Diluted earnings per share attributable to Rock-Tenn Company shareholders
1.18

 
4.45

 
1.91

 
2.40


 
Fiscal 2012
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
(In millions, except per share data)
Net sales
$
2,267.7

 
$
2,282.9

 
$
2,303.2

 
$
2,353.8

Gross profit
392.2

 
360.8

 
359.8

 
419.9

Restructuring and other costs, net
10.3

 
28.1

 
13.7

 
23.1

Loss on extinguishment of debt

 
(19.5
)
 
(0.1
)
 
(6.3
)
Income before income taxes
124.4

 
53.3

 
90.6

 
120.8

Consolidated net income
76.8

 
32.7

 
59.3

 
83.4

Net income attributable to Rock-Tenn Company shareholders
76.7

 
31.9

 
58.2

 
82.3

Basic earnings per share attributable to Rock-Tenn Company shareholders
1.08

 
0.45

 
0.82

 
1.15

Diluted earnings per share attributable to Rock-Tenn Company shareholders
1.06

 
0.44

 
0.81

 
1.14

Selected Condensed Consolidating Financial Statements of Parent, Guarantors and Non-Guarantors (Tables)
 
Year Ended September 30, 2011
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Net sales
$
0.5

 
$
4,815.6

 
$
956.1

 
$
(372.6
)
 
$
5,399.6

Cost of goods sold
0.6

 
3,932.6

 
738.8

 
(264.3
)
 
4,407.7

Gross profit
(0.1
)
 
883.0

 
217.3

 
(108.3
)
 
991.9

Selling, general and administrative expenses
1.7

 
447.6

 
91.9

 

 
541.2

Restructuring and other costs, net
19.4

 
72.7

 
1.2

 

 
93.3

Operating profit
(21.2
)
 
362.7

 
124.2

 
(108.3
)
 
357.4

Interest expense
(84.2
)
 
(125.1
)
 
(21.7
)
 
142.1

 
(88.9
)
Loss on extinguishment of debt
(38.6
)
 
(0.9
)
 

 

 
(39.5
)
Interest income and other income (expense), net
61.5

 
(40.4
)
 
(2.3
)
 
(33.8
)
 
(15.0
)
Equity in income (loss) of unconsolidated entities

 
1.9

 
(0.4
)
 

 
1.5

Equity in income of consolidated entities
191.2

 
44.6

 
0.1

 
(235.9
)
 

Income before income taxes
108.7

 
242.8

 
99.9

 
(235.9
)
 
215.5

Income tax benefit (expense)
32.4

 
(73.0
)
 
(28.9
)
 

 
(69.5
)
Consolidated net income
141.1

 
169.8

 
71.0

 
(235.9
)
 
146.0

Less: Net income attributable to noncontrolling interests

 
(4.9
)
 

 

 
(4.9
)
Net income attributable to Rock-Tenn Company shareholders
$
141.1

 
$
164.9

 
$
71.0

 
$
(235.9
)
 
$
141.1

Comprehensive (loss) income attributable to Rock-Tenn Company shareholders
$
(65.9
)
 
$
(45.6
)
 
$
21.7

 
$
23.9

 
$
(65.9
)
 
Year Ended September 30, 2013
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Net sales
$
(0.1
)
 
$
8,553.1

 
$
1,674.9

 
$
(682.5
)
 
$
9,545.4

Cost of goods sold

 
6,855.7

 
1,383.0

 
(539.8
)
 
7,698.9

Gross profit
(0.1
)
 
1,697.4

 
291.9

 
(142.7
)
 
1,846.5

Selling, general and administrative expenses

 
839.7

 
114.6

 

 
954.3

Restructuring and other costs, net
(3.6
)
 
67.3

 
14.3

 

 
78.0

Operating profit
3.5

 
790.4

 
163.0

 
(142.7
)
 
814.2

Interest expense
(103.1
)
 
(48.1
)
 
(26.0
)
 
70.3

 
(106.9
)
Loss on extinguishment of debt
(0.1
)
 

 
(0.2
)
 

 
(0.3
)
Interest income and other income (expense), net
52.1

 
(126.7
)
 
1.3

 
72.4

 
(0.9
)
Equity in income of unconsolidated entities

 
4.6

 

 

 
4.6

Equity in income of consolidated entities
753.8

 
77.4

 

 
(831.2
)
 

Income before income taxes
706.2

 
697.6

 
138.1

 
(831.2
)
 
710.7

Income tax benefit (expense)
21.1

 
26.0

 
(25.3
)
 

 
21.8

Consolidated net income
727.3

 
723.6

 
112.8

 
(831.2
)
 
732.5

Less: Net income attributable to noncontrolling interests

 
(4.0
)
 
(1.2
)
 

 
(5.2
)
Net income attributable to Rock-Tenn Company shareholders
$
727.3

 
$
719.6

 
$
111.6

 
$
(831.2
)
 
$
727.3

Comprehensive income attributable to Rock-Tenn Company shareholders
$
927.3

 
$
920.3

 
$
84.2

 
$
(1,004.5
)
 
$
927.3

 
Year Ended September 30, 2012
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Net sales
$
0.1

 
$
8,225.3

 
$
1,648.3

 
$
(666.1
)
 
$
9,207.6

Cost of goods sold

 
6,816.5

 
1,366.1

 
(507.7
)
 
7,674.9

Gross profit
0.1

 
1,408.8

 
282.2

 
(158.4
)
 
1,532.7

Selling, general and administrative expenses
2.3

 
797.7

 
127.5

 

 
927.5

Restructuring and other costs, net
2.6

 
47.6

 
25.0

 

 
75.2

Operating profit
(4.8
)
 
563.5

 
129.7

 
(158.4
)
 
530.0

Interest expense
(106.4
)
 
(46.3
)
 
(29.4
)
 
62.4

 
(119.7
)
Loss on extinguishment of debt
(25.9
)
 

 

 

 
(25.9
)
Interest income and other income (expense), net
51.7

 
(147.0
)
 
0.6

 
96.0

 
1.3

Equity in income of unconsolidated entities

 
3.4

 

 

 
3.4

Equity in income of consolidated entities
302.4

 
15.7

 

 
(318.1
)
 

Income before income taxes
217.0

 
389.3

 
100.9

 
(318.1
)
 
389.1

Income tax benefit (expense)
32.1

 
(134.9
)
 
(34.1
)
 

 
(136.9
)
Consolidated net income
249.1

 
254.4

 
66.8

 
(318.1
)
 
252.2

Less: Net income attributable to noncontrolling interests

 
(2.7
)
 
(0.4
)
 

 
(3.1
)
Net income attributable to Rock-Tenn Company shareholders
$
249.1

 
$
251.7

 
$
66.4

 
$
(318.1
)
 
$
249.1

Comprehensive income attributable to Rock-Tenn Company shareholders
$
47.8

 
$
46.7

 
$
63.6

 
$
(110.3
)
 
$
47.8

 
September 30, 2012
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$

 
$

 
$
37.2

 
$

 
$
37.2

Restricted cash
40.6

 

 

 

 
40.6

Accounts receivable, net

 
110.5

 
1,026.6

 
(61.5
)
 
1,075.6

Inventories

 
700.1

 
161.8

 

 
861.9

Other current assets
33.2

 
142.8

 
25.7

 
(27.2
)
 
174.5

Intercompany receivables
396.8

 
793.1

 
148.2

 
(1,338.1
)
 

Total current assets
470.6

 
1,746.5

 
1,399.5

 
(1,426.8
)
 
2,189.8

Net property, plant and equipment

 
5,102.9

 
508.5

 

 
5,611.4

Goodwill

 
1,761.4

 
103.9

 

 
1,865.3

Intangibles, net

 
782.9

 
12.2

 

 
795.1

Intercompany notes receivable
768.0

 
403.3

 
0.7

 
(1,172.0
)
 

Investments in consolidated subsidiaries
5,642.3

 
365.8

 

 
(6,008.1
)
 

Other assets
42.9

 
123.6

 
59.0

 

 
225.5

 
$
6,923.8

 
$
10,286.4

 
$
2,083.8

 
$
(8,606.9
)
 
$
10,687.1

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Current portion of debt
$
202.9

 
$

 
$
58.4

 
$

 
$
261.3

Accounts payable

 
642.4

 
128.0

 
(61.5
)
 
708.9

Accrued compensation and benefits

 
178.2

 
33.2

 

 
211.4

Other current liabilities
43.7

 
160.7

 
49.5

 
(27.2
)
 
226.7

Intercompany payables
602.4

 
658.0

 
77.7

 
(1,338.1
)
 

Total current liabilities
849.0

 
1,639.3

 
346.8

 
(1,426.8
)
 
1,408.3

Long-term debt due after one year
2,555.7

 

 
595.5

 

 
3,151.2

Intercompany notes payable
109.3

 
733.9

 
328.8

 
(1,172.0
)
 

Pension liabilities, net of current portion

 
1,283.0

 
210.1

 

 
1,493.1

Postretirement benefit liabilities, net of current portion

 
102.1

 
52.1

 

 
154.2

Deferred income taxes

 
861.3

 
27.5

 

 
888.8

Other long-term liabilities
4.1

 
166.5

 
3.3

 

 
173.9

Redeemable noncontrolling interests

 
7.5

 
3.9

 

 
11.4

Total Rock-Tenn Company shareholders' equity
3,405.7

 
5,492.3

 
515.8

 
(6,008.1
)
 
3,405.7

Noncontrolling interests

 
0.5

 

 

 
0.5

Total equity
3,405.7

 
5,492.8

 
515.8

 
(6,008.1
)
 
3,406.2

 
$
6,923.8

 
$
10,286.4

 
$
2,083.8

 
$
(8,606.9
)
 
$
10,687.1

 
September 30, 2013
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
14.8

 
$
1.2

 
$
20.4

 
$

 
$
36.4

Restricted cash
9.3

 

 

 

 
9.3

Accounts receivable, net

 
84.7

 
1,098.0

 
(47.8
)
 
1,134.9

Inventories

 
779.6

 
158.3

 

 
937.9

Other current assets
20.3

 
265.7

 
32.1

 
(20.2
)
 
297.9

Intercompany receivables
56.3

 
26.8

 
44.5

 
(127.6
)
 

Total current assets
100.7

 
1,158.0

 
1,353.3

 
(195.6
)
 
2,416.4

Net property, plant and equipment

 
5,098.5

 
456.2

 

 
5,554.7

Goodwill

 
1,762.6

 
99.5

 

 
1,862.1

Intangibles, net

 
688.2

 
11.2

 

 
699.4

Intercompany notes receivable
503.5

 
645.9

 
1.3

 
(1,150.7
)
 

Investments in consolidated subsidiaries
6,230.4

 
364.0

 

 
(6,594.4
)
 

Other assets
42.2

 
124.9

 
41.7

 
(8.0
)
 
200.8

 
$
6,876.8

 
$
9,842.1

 
$
1,963.2

 
$
(7,948.7
)
 
$
10,733.4

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Current portion of debt
$

 
$

 
$
2.9

 
$

 
$
2.9

Accounts payable

 
733.2

 
116.7

 
(47.8
)
 
802.1

Accrued compensation and benefits

 
220.9

 
28.1

 

 
249.0

Other current liabilities
15.3

 
148.8

 
45.5

 
(20.2
)
 
189.4

Intercompany payables
0.5

 
76.6

 
50.5

 
(127.6
)
 

Total current liabilities
15.8

 
1,179.5

 
243.7

 
(195.6
)
 
1,243.4

Long-term debt due after one year
2,391.1

 

 
450.8

 

 
2,841.9

Intercompany notes payable
152.9

 
469.1

 
528.7

 
(1,150.7
)
 

Pension liabilities, net of current portion

 
811.8

 
163.4

 

 
975.2

Postretirement benefit liabilities, net of current portion

 
74.3

 
44.0

 

 
118.3

Deferred income taxes

 
1,061.0

 
10.1

 
(8.0
)
 
1,063.1

Other long-term liabilities
4.7

 
157.4

 
3.3

 

 
165.4

Redeemable noncontrolling interests

 
8.1

 
5.2

 

 
13.3

Total Rock-Tenn Company shareholders' equity
4,312.3

 
6,080.4

 
514.0

 
(6,594.4
)
 
4,312.3

Noncontrolling interests

 
0.5

 

 

 
0.5

Total equity
4,312.3

 
6,080.9

 
514.0

 
(6,594.4
)
 
4,312.8

 
$
6,876.8

 
$
9,842.1

 
$
1,963.2

 
$
(7,948.7
)
 
$
10,733.4

 
Year Ended September 30, 2013
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Operating activities:
 
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
$
409.0

 
$
1,053.2

 
$
(43.4
)
 
$
(386.3
)
 
$
1,032.5

Investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 
(419.4
)
 
(21.0
)
 

 
(440.4
)
Cash paid for purchase of business, net of cash acquired

 
(6.3
)
 

 

 
(6.3
)
Investment in unconsolidated entities

 
(0.1
)
 

 

 
(0.1
)
Return of capital from unconsolidated entities

 
1.0

 

 

 
1.0

Proceeds from sale of property, plant and equipment

 
16.0

 
10.8

 

 
26.8

Proceeds from property, plant and equipment insurance settlement

 
15.4

 

 

 
15.4

Intercompany notes issued
(468.8
)
 
(562.6
)
 

 
1,031.4

 

Intercompany notes proceeds
732.8

 
319.9

 

 
(1,052.7
)
 

Intercompany return of capital
0.8

 
0.4

 

 
(1.2
)
 

Net cash provided by (used for) investing activities
264.8

 
(635.7
)
 
(10.2
)
 
(22.5
)
 
(403.6
)
Financing activities:
 
 
 
 
 
 
 
 
 
Additions to revolving credit facilities
74.3

 

 
24.7

 

 
99.0

Repayments of revolving credit facilities
(86.9
)
 

 
(59.3
)
 

 
(146.2
)
Additions to debt

 

 
277.0

 

 
277.0

Repayments of debt
(355.6
)
 

 
(431.8
)
 

 
(787.4
)
Debt issuance costs
(1.0
)
 

 
(1.0
)
 

 
(2.0
)
Cash paid for debt extinguishment costs
(0.1
)
 

 

 

 
(0.1
)
Issuances of common stock, net of related minimum tax withholdings
3.5

 

 

 

 
3.5

Excess tax benefits from share-based compensation

 
6.0

 

 

 
6.0

(Repayments to) advances from consolidated entities
(261.5
)
 
185.4

 
76.1

 

 

Advances from unconsolidated entity

 
1.2

 

 

 
1.2

Cash dividends paid to shareholders
(75.3
)
 

 

 

 
(75.3
)
Cash distributions paid to noncontrolling interests

 

 
(4.9
)
 

 
(4.9
)
Intercompany notes borrowing
43.6

 
467.8

 
520.0

 
(1,031.4
)
 

Intercompany notes payments

 
(732.6
)
 
(320.1
)
 
1,052.7

 

Intercompany capital return

 
(0.8
)
 
(0.4
)
 
1.2

 

Intercompany dividends

 
(343.3
)
 
(43.0
)
 
386.3

 

Net cash (used for) provided by financing activities
(659.0
)
 
(416.3
)
 
37.3

 
408.8

 
(629.2
)
Effect of exchange rate changes on cash and cash equivalents

 

 
(0.5
)
 

 
(0.5
)
Increase (decrease) in cash and cash equivalents
14.8

 
1.2

 
(16.8
)
 

 
(0.8
)
Cash and cash equivalents at beginning of period

 

 
37.2

 

 
37.2

Cash and cash equivalents at end of period
$
14.8

 
$
1.2

 
$
20.4

 
$

 
$
36.4

 
Year Ended September 30, 2012
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Operating activities:
 
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
$
132.9

 
$
540.0

 
$
151.4

 
$
(167.6
)
 
$
656.7

Investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 
(426.5
)
 
(25.9
)
 

 
(452.4
)
Cash paid for the purchase of a leased facility

 
(17.0
)
 

 

 
(17.0
)
Cash paid for purchase of business, net of cash acquired
(93.5
)
 
(32.1
)
 

 

 
(125.6
)
Investment in unconsolidated entities

 
(1.7
)
 

 

 
(1.7
)
Return of capital from unconsolidated entities

 
1.8

 

 

 
1.8

Proceeds from sale of property, plant and equipment

 
17.9

 
22.6

 

 
40.5

Proceeds from property, plant and equipment insurance settlement

 
10.2

 

 

 
10.2

Intercompany notes issued
(36.1
)
 
(156.2
)
 

 
192.3

 

Intercompany notes proceeds
27.6

 
1.8

 

 
(29.4
)
 

Intercompany capital investment
(89.3
)
 

 

 
89.3

 

Intercompany return of capital
378.9

 

 

 
(378.9
)
 

Net cash provided by (used for) investing activities
187.6

 
(601.8
)
 
(3.3
)
 
(126.7
)
 
(544.2
)
Financing activities:
 
 
 
 
 
 
 
 
 
Proceeds from issuance of notes
1,442.2

 

 

 

 
1,442.2

Additions to revolving credit facilities
687.4

 

 
60.7

 

 
748.1

Repayments of revolving credit facilities
(674.4
)
 

 
(85.4
)
 

 
(759.8
)
Additions to debt
227.1

 

 
99.5

 

 
326.6

Repayments of debt
(1,527.6
)
 
(28.8
)
 
(247.2
)
 

 
(1,803.6
)
Debt issuance costs
(16.2
)
 

 

 

 
(16.2
)
Cash paid for debt extinguishment costs
(14.0
)
 

 

 

 
(14.0
)
Issuances of common stock, net of related minimum tax withholdings
5.2

 

 

 

 
5.2

Excess tax benefits from share-based compensation

 
10.0

 

 

 
10.0

(Repayments to) advances from consolidated entities
(470.6
)
 
505.9

 
(35.3
)
 

 

Advances from unconsolidated entity

 
0.2

 

 

 
0.2

Cash dividends paid to shareholders
(56.5
)
 

 

 

 
(56.5
)
Cash distributions paid to noncontrolling interests

 

 
(0.8
)
 

 
(0.8
)
Intercompany notes borrowing
76.9

 
35.6

 
79.8

 
(192.3
)
 

Intercompany notes payments

 
(10.0
)
 
(19.4
)
 
29.4

 

Intercompany capital receipt

 
39.3

 
50.0

 
(89.3
)
 

Intercompany capital return

 
(378.9
)
 

 
378.9

 

Intercompany dividends

 
(115.1
)
 
(52.5
)
 
167.6

 

Net cash (used for) provided by financing activities
(320.5
)
 
58.2

 
(150.6
)
 
294.3

 
(118.6
)
Effect of exchange rate changes on cash and cash equivalents

 

 
1.6

 

 
1.6

(Decrease) in cash and cash equivalents

 
(3.6
)
 
(0.9
)
 

 
(4.5
)
Cash and cash equivalents at beginning of period

 
3.6

 
38.1

 

 
41.7

Cash and cash equivalents at end of period
$

 
$

 
$
37.2

 
$

 
$
37.2

 
Year Ended September 30, 2011
 
 
 
 
 
Non-
 
 
 
 
 
 
 
Guarantor
 
Guarantor
 
 
 
Consolidated
 
Parent
 
Subsidiaries
 
Subsidiaries
 
Eliminations
 
Total
 
(In millions)
Operating activities:
 
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
$
50.3

 
$
1,051.6

 
$
(601.1
)
 
$
(39.1
)
 
$
461.7

Investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 
(172.2
)
 
(27.2
)
 

 
(199.4
)
Cash paid for purchase of business, net of cash acquired
(1,300.1
)
 

 

 

 
(1,300.1
)
Investment in unconsolidated entities

 
(2.0
)
 

 

 
(2.0
)
Return of capital from unconsolidated entities

 
0.8

 
0.2

 

 
1.0

Proceeds from sale of property, plant and equipment

 
7.4

 
1.2

 

 
8.6

Proceeds from property, plant and equipment insurance settlement

 
0.5

 

 

 
0.5

Intercompany notes issued
(16.7
)
 
(39.5
)
 

 
56.2

 

Intercompany notes proceeds
174.4

 
270.0

 
8.9

 
(453.3
)
 

Intercompany capital investment
(1,171.7
)
 
(207.1
)
 

 
1,378.8

 

Intercompany return of capital
102.3

 
2.1

 

 
(104.4
)
 

Net cash (used for) provided by investing activities
(2,211.8
)
 
(140.0
)
 
(16.9
)
 
877.3

 
(1,491.4
)
Financing activities:
 
 
 
 
 
 
 
 
 
Additions to revolving credit facilities
553.2

 

 
249.4

 

 
802.6

Repayments of revolving credit facilities
(562.5
)
 

 
(2.0
)
 

 
(564.5
)
Additions to debt
2,225.0

 

 
652.4

 

 
2,877.4

Repayments of debt
(626.6
)
 
(1,169.1
)
 
(170.6
)
 

 
(1,966.3
)
Debt issuance costs
(43.8
)
 

 

 

 
(43.8
)
Cash paid for debt extinguishment costs
(37.9
)
 

 

 

 
(37.9
)
Issuances of common stock, net of related minimum tax withholdings
25.2

 

 

 

 
25.2

Advances from (repayments to) consolidated entities
657.9

 
(598.5
)
 
(59.4
)
 

 

Advances from unconsolidated entity

 
1.7

 

 

 
1.7

Cash dividends paid to shareholders
(37.6
)
 

 

 

 
(37.6
)
Cash distributions paid to noncontrolling interests

 

 
(5.2
)
 

 
(5.2
)
Intercompany notes borrowing
17.5

 

 
38.7

 
(56.2
)
 

Intercompany notes payments
(8.9
)
 
(174.4
)
 
(270.0
)
 
453.3

 

Intercompany capital receipt

 
1,136.7

 
242.1

 
(1,378.8
)
 

Intercompany capital return

 
(102.3
)
 
(2.1
)
 
104.4

 

Intercompany dividends

 
(2.7
)
 
(36.4
)
 
39.1

 

Net cash provided by (used for) financing activities
2,161.5

 
(908.6
)
 
636.9

 
(838.2
)
 
1,051.6

Effect of exchange rate changes on cash and cash equivalents

 

 
3.9

 

 
3.9

Increase in cash and cash equivalents

 
3.0

 
22.8

 

 
25.8

Cash and cash equivalents at beginning of period

 
0.6

 
15.3

 

 
15.9

Cash and cash equivalents at end of period
$

 
$
3.6

 
$
38.1

 
$

 
$
41.7

Description of Business and Summary of Significant Accounting Policies (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Provision for Doubtful Accounts
$ 5.6 
$ 6.6 
$ 1.1 
Percentage of FIFO Inventory
24.00% 
29.00% 
 
Interest Costs, Capitalized During Period
2.9 
3.4 
2.8 
Depreciation
461.3 
434.6 
228.2 
Finite-Lived Intangible Assets, Useful Life
12 years 5 months 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
3 years 
 
 
Asset Retirement Obligation
14.9 
16.3 
 
Foreign Currency Transaction Gain, after Tax
2.5 
 
3.9 
Foreign Currency Transaction Loss, after Tax
 
5.5 
 
Foreign Currency Transaction Loss Related to Intercompany Loan, after Tax
 
 
13.5 
Allowance for Doubtful Accounts [Member]
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
Balance at the beginning of period
26.9 
30.1 
7.8 
Reduction in sales and charges to costs and expenses
126.4 1
107.9 1
78.2 1
Deductions
(126.5)
(111.1)
(55.9)
Balance at end of period
$ 26.8 
$ 26.9 
$ 30.1 
Minimum [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Accounts Receivable, Approximate Range Receivables Due, Days
30 days 
 
 
Finite-Lived Intangible Assets, Useful Life
2 years 
 
 
Minimum [Member] |
Building and Building Improvements [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
15 years 
 
 
Minimum [Member] |
Machinery and Equipment [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
3 years 
 
 
Minimum [Member] |
Transportation Equipment [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
3 years 
 
 
Minimum [Member] |
Leasehold Improvements [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
3 years 
 
 
Maximum [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Accounts Receivable, Approximate Range Receivables Due, Days
60 days 
 
 
Finite-Lived Intangible Assets, Useful Life
40 years 
 
 
Maximum [Member] |
Building and Building Improvements [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
40 years 
 
 
Maximum [Member] |
Machinery and Equipment [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
20 years 
 
 
Maximum [Member] |
Transportation Equipment [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
8 years 
 
 
Maximum [Member] |
Machinery and Equipment, Mills [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
44 years 
 
 
Maximum [Member] |
Leasehold Improvements [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
10 years 
 
 
Restricted Stock, Non-Employee Directors [Member]
 
 
 
Description of Business and Summary of Significant Accounting Policies [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
1 year 
 
 
Earnings per Share (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Sep. 30, 2013
Employee Stock Option [Member]
Sep. 30, 2012
Employee Stock Option [Member]
Sep. 30, 2011
Employee Stock Option [Member]
Sep. 30, 2013
Smurfit Stone [Member]
Sep. 30, 2012
Smurfit Stone [Member]
May 27, 2011
Smurfit Stone [Member]
Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to Rock-Tenn Company shareholders
$ 176.5 
$ 140.1 
$ 324.7 
$ 86.0 
$ 82.3 
$ 58.2 
$ 31.9 
$ 76.7 
$ 727.3 
$ 249.1 
$ 141.1 
 
 
 
 
 
 
Less: Distributed and undistributed income available to participating securities
 
 
 
 
 
 
 
 
(0.2)
(0.8)
(1.4)
 
 
 
 
 
 
Distributed and undistributed income attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
727.1 
248.3 
139.7 
 
 
 
 
 
 
Basic weighted average shares outstanding
 
 
 
 
 
 
 
 
72.0 
71.2 
49.7 
 
 
 
 
 
 
Basic earnings per share attributable to Rock-Tenn Company shareholders
$ 2.45 
$ 1.94 
$ 4.51 
$ 1.20 
$ 1.15 
$ 0.82 
$ 0.45 
$ 1.08 
$ 10.10 
$ 3.49 
$ 2.81 
 
 
 
 
 
 
Less: Distributed and undistributed income available to participating securities
 
 
 
 
 
 
 
 
(0.2)
(0.7)
(1.4)
 
 
 
 
 
 
Distributed and undistributed income attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
$ 727.1 
$ 248.4 
$ 139.7 
 
 
 
 
 
 
Effect of dilutive stock options and non-participating securities
 
 
 
 
 
 
 
 
1.1 
0.9 
0.8 
 
 
 
 
 
 
Diluted weighted average shares outstanding
 
 
 
 
 
 
 
 
73.1 
72.1 
50.5 
 
 
 
 
 
 
Diluted earnings per share attributable to Rock-Tenn Company shareholders
$ 2.40 
$ 1.91 
$ 4.45 
$ 1.18 
$ 1.14 
$ 0.81 
$ 0.44 
$ 1.06 
$ 9.95 
$ 3.45 
$ 2.77 
 
 
 
 
 
 
Shares reserved for future issuance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.2 
0.7 
0.7 
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount
 
 
 
 
 
 
 
 
 
 
 
0.1 
0.3 
0.1 
 
 
 
Schedule of Accumulated Other Comprehensive Income (Loss) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
Balance at beginning of year
$ (500.5)1
 
 
Other comprehensive income (loss) before reclassifications
175.4 1
 
 
Amounts reclassified from accumulated other comprehensive income
24.5 1
 
 
Net current period other comprehensive income (loss)
199.9 1
(201.3)
(207.0)
Balance at end of year
(300.6)1
(500.5)1
 
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member]
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
Balance at beginning of year
(0.2)1
 
 
Other comprehensive income (loss) before reclassifications
1
 
 
Amounts reclassified from accumulated other comprehensive income
1
 
 
Net current period other comprehensive income (loss)
1
 
 
Balance at end of year
(0.2)1
 
 
Accumulated Defined Benefit Plans Adjustment [Member]
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
Balance at beginning of year
(547.8)1
 
 
Other comprehensive income (loss) before reclassifications
190.4 1
 
 
Amounts reclassified from accumulated other comprehensive income
24.5 1
 
 
Net current period other comprehensive income (loss)
214.9 1
 
 
Balance at end of year
(332.9)1
 
 
Accumulated Translation Adjustment [Member]
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
Balance at beginning of year
47.5 1
 
 
Other comprehensive income (loss) before reclassifications
(15.0)1
 
 
Amounts reclassified from accumulated other comprehensive income
1
 
 
Net current period other comprehensive income (loss)
(15.0)1
 
 
Balance at end of year
$ 32.5 1
 
 
Reclassification out of Accumulated Other Comprehensive Income (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
Amortization of net actuarial loss, Pre-Tax Amount
$ 39.3 
$ 21.4 
$ 18.9 
Amortization of net actuarial loss, Tax
(15.1)
(8.1)
(6.7)
Amortization of net actuarial loss, included in pension cost
24.2 
13.3 
12.2 
Amortization of prior service cost, Pre-Tax Amount
1.5 
0.7 
0.7 
Amortization of prior service cost, Tax
(0.6)
(0.3)
(0.3)
Amortization of prior service cost, included in pension cost
0.9 
0.4 
0.4 
Parent [Member]
 
 
 
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
Amortization of net actuarial loss, Pre-Tax Amount
(38.6)1 2
 
 
Amortization of net actuarial loss, Tax
15.0 1 2
 
 
Amortization of net actuarial loss, included in pension cost
(23.6)1 2
 
 
Amortization of prior service cost, Pre-Tax Amount
(1.5)1 2
 
 
Amortization of prior service cost, Tax
0.6 1 2
 
 
Amortization of prior service cost, included in pension cost
(0.9)1 2
 
 
Total Reclassifications From Other Comprehensive Income Before Tax
(40.1)1
 
 
Total Reclassifications From Other Comprehensive Income Tax Portion
15.6 1
 
 
Total Reclassifications From Other Comprehensive Income Net Of Tax
$ (24.5)1
 
 
Other Comprehensive Income (Loss) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Other Comprehensive Income (Loss), Foreign Currency Translation Gain (Loss), before Tax
$ (15.1)
$ 18.3 
$ (13.0)
Comprehensive Income
 
 
 
Net deferred loss on cash flow hedges, Pre-Tax Amount
 
(0.1)
(0.4)
Reclassification adjustment of net loss on cash flow hedges included in earnings, Pre-Tax Amount
 
2.3 
6.9 
Net actuarial gain (loss) arising during period, Pre-Tax Amount
303.9 
(375.0)
(336.0)
Amortization of net actuarial loss, Pre-Tax Amount
39.3 
21.4 
18.9 
Prior service (cost) credit arising during period, Pre-Tax Amount
5.2 
(2.2)
0.3 
Amortization of prior service cost, Pre-Tax Amount
1.5 
0.7 
0.7 
Other adjustments, Pre-Tax Amount
 
 
Consolidated other comprehensive income (loss), Pre-Tax Amount
334.8 
(334.6)
(322.6)
Less: Other comprehensive (income) loss attributable to noncontrolling interests, Pre-Tax Amount
(1.6)
0.9 
0.5 
Other comprehensive income (loss) attributable to Rock-Tenn Company shareholders, Pre-Tax Amount
333.2 
(333.7)
(322.1)
Foreign currency translation (loss) gain, Tax
0.1 
Net deferred loss on cash flow hedges, Tax
 
0.1 
0.1 
Reclassification adjustment of net loss on cash flow hedges included in earnings, Tax
 
(0.9)
(2.9)
Net actuarial gain (loss) arising during period, Tax
(119.8)
140.8 
124.8 
Amortization of net actuarial loss, Tax
(15.1)
(8.1)
(6.7)
Other Comprehensive Income (Loss), Pension and Other Postretirement Plans, Net Prior Service (Cost) Credit Arising During Period, Tax
(2.0)
0.8 
Amortization of prior service cost, Tax
(0.6)
(0.3)
(0.3)
Other adjustments, Tax
4.2 
 
 
Consolidated other comprehensive income (loss), Tax
(133.3)
132.4 
115.1 
Less: Other comprehensive income (loss) attributable to noncontrolling interests, Tax
Other comprehensive income (loss) attributable to Rock-Tenn Company shareholders, Tax
(133.3)
132.4 
115.1 
Foreign currency translation gain (loss), Net of Tax Amount
(15.1)
18.3 
(12.9)
Net deferred loss on cash flow hedges, Net of Tax Amount
(0.3)
Reclassification adjustment of net loss on cash flow hedges included in earnings, Net of Tax Amount
1.4 
4.0 
Net actuarial gain (loss) arising during period, Net of Tax Amount
184.1 
(234.2)
(211.2)
Amortization of net actuarial loss, included in pension cost, Net of Tax Amount
24.2 
13.3 
12.2 
Prior service credit (cost) arising during period, Net of Tax Amount
3.2 
(1.4)
0.3 
Amortization of prior service cost, Net of Tax Amount
0.9 
0.4 
0.4 
Other adjustments, Net of Tax Amount
4.2 
Consolidated other comprehensive income (loss)
201.5 
(202.2)
(207.5)
Less: Other comprehensive (income) loss attributable to noncontrolling interests, Net of Tax Amount
(1.6)
0.9 
0.5 
Net current period other comprehensive income (loss)
$ 199.9 1
$ (201.3)
$ (207.0)
Inventories (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
Sep. 30, 2012
Inventories [Abstract]
 
 
Finished goods and work in process
$ 370.9 
$ 325.4 
Raw materials
453.6 
372.7 
Supplies and spare parts
194.0 
197.1 
Inventories at FIFO cost
1,018.5 
895.2 
LIFO reserve
(80.6)
(33.3)
Net inventories
$ 937.9 
$ 861.9 
Acquisitions (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended 1 Months Ended 4 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 1 Months Ended
Sep. 30, 2013
Sep. 30, 2012
May 27, 2011
Smurfit Stone [Member]
Sep. 30, 2011
Smurfit Stone [Member]
Sep. 30, 2012
Smurfit Stone [Member]
Sep. 30, 2011
Smurfit Stone [Member]
Sep. 30, 2013
Smurfit Stone [Member]
Oct. 28, 2011
GMI [Member]
Jun. 22, 2012
Mid South [Member]
Sep. 30, 2013
Customer Relationships [Member]
Sep. 30, 2012
Customer Relationships [Member]
Smurfit Stone [Member]
Oct. 28, 2011
Customer Relationships [Member]
GMI [Member]
Jun. 22, 2012
Customer Relationships [Member]
Mid South [Member]
Sep. 30, 2013
Favorable Contracts [Member]
Sep. 30, 2012
Favorable Contracts [Member]
Smurfit Stone [Member]
Sep. 30, 2013
Technology and Patents [Member]
Sep. 30, 2012
Technology and Patents [Member]
Smurfit Stone [Member]
Sep. 30, 2013
Trademarks and Tradenames [Member]
Sep. 30, 2012
Trademarks and Tradenames [Member]
Smurfit Stone [Member]
Sep. 30, 2012
Noncompete Agreements [Member]
Smurfit Stone [Member]
Sep. 30, 2013
Maximum [Member]
Sep. 30, 2011
Maximum [Member]
Smurfit Stone [Member]
Oct. 28, 2011
Maximum [Member]
GMI [Member]
Oct. 28, 2011
Maximum [Member]
Customer Relationships [Member]
GMI [Member]
Sep. 30, 2013
Minimum [Member]
Sep. 30, 2011
Minimum [Member]
Smurfit Stone [Member]
Oct. 28, 2011
Minimum [Member]
GMI [Member]
Oct. 28, 2011
Minimum [Member]
Customer Relationships [Member]
GMI [Member]
Sep. 30, 2012
Amounts Recognized as of Acquisition Date (as adjusted) [Member]
Smurfit Stone [Member]
Sep. 30, 2012
Measurement Period Adjustments [Member]
Smurfit Stone [Member]
May 27, 2011
Amounts Recognized As of Acquisition Date [Member]
Smurfit Stone [Member]
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition, Cost of Acquired Entity, Purchase Price Net of Cash Acquired
 
 
$ 4,919.1 
 
 
 
 
$ 90.2 
$ 32.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents
 
 
473.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Purchase Price Allocation, Cash Issued and Issuable, Net of Cash Acquired
 
 
1,303.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stock issued in acquisition
 
 
31.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock issued in acquisition
 
 
2,378.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares reserved for future issuance
 
 
0.7 
 
0.7 
 
0.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt assumed in acquisition
 
 
1,180.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock options assumed
 
 
56.4 
56.4 
 
56.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition, Equity Interest Issued or Issuable, Per Share
 
 
$ 76.735 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisition date
 
 
May 27, 2011 
 
 
 
 
Oct. 28, 2011 
Jun. 22, 2012 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current assets, net of cash received
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,452.7 1
(6.8)2
1,459.5 3
Property, plant, and equipment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,379.3 1
(12.1)2
4,391.4 3
Goodwill
1,862.1 
1,865.3 
 
 
 
 
 
25.0 
8.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,080.7 1
(10.9)2
1,091.6 3
Intangible assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
713.1 1
21.7 2
691.4 3
Other long-term assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
114.5 1
19.0 2
95.5 3
Total assets acquired
 
 
 
7,729.4 
 
7,729.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7,740.3 1
10.9 2
7,729.4 3
Current portion of debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9.4 1
2
9.4 3
Current liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
823.3 1
6.6 2
816.7 3
Long-term debt due after one year
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,171.1 1
2
1,171.1 3
Accrued pension and other long-term benefits
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,201.7 1
(4.1)2
1,205.8 3
Noncontrolling interest and other long-term liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
796.2 1
8.4 2
787.8 3
Total liabilities and noncontrolling interests assumed
 
 
 
(3,990.8)
 
(3,990.8)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,001.7 1
10.9 2
3,990.8 3
Net assets acquired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,738.6 1
2
3,738.6 3
Business Acquisition, Purchase Price Allocation, Unfavorable Contract Accrual
 
 
 
 
 
 
 
2.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Life
 
 
 
 
10 years 2 months 
 
 
 
 
 
10 years 6 months 
 
12 years 6 months 
 
6 years 11 months 
 
8 years 
 
3 years 6 months 
2 years 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Useful Life
12 years 5 months 
 
 
 
 
 
 
 
 
11 years 10 months 
 
 
 
11 years 10 months 
 
8 years 
 
33 years 11 months 
 
 
40 years 
18 years 
 
12 years 
2 years 
1 year 
 
11 years 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles
 
 
 
 
713.1 
 
 
 
 
 
663.0 
39.5 
9.9 
 
23.5 
 
13.3 
 
10.3 
3.0 
 
 
 
 
 
 
 
 
 
 
 
Unfavorable Lease Contracts, Useful Live, Minimum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2 years 
 
 
 
 
Unfavorable Lease Contracts, Useful Live, Maximum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
Business Acquisition, Pro Forma Information [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
9,574.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income attirbutable to Rock-Tenn Company shareholders
 
 
 
 
 
341.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual
 
 
 
2,273.7 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Pro Forma Information, Nonrecurring Expense, Inventory Step Up
 
 
 
 
 
59.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Pro Forma Information, Nonrecurring Expense, Employee Compensation Related Costs
 
 
 
 
 
97.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Pro Forma Information, Nonrecurring Expense, Acquisition Costs
 
 
 
 
 
48.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Pro Forma Information, Nonrecurring Expense, Loss on Extinguishment of Debt
 
 
 
 
 
81.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Pro Forma Information, Integration Related Costs
 
 
 
 
 
$ 35.9 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring and Other Costs, Net (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
$ 26.0 
$ 23.5 
$ 12.4 
$ 16.1 
$ 23.1 
$ 13.7 
$ 28.1 
$ 10.3 
$ 78.0 
$ 75.2 
$ 93.3 
Restructuring and Other Costs, Net, Noncash
 
 
 
 
 
 
 
 
18.6 
14.8 
17.7 
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
252.6 
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
258.2 
 
 
Acquisition Expense / (Income)
 
 
 
 
 
 
 
 
(3.6)
2.9 
20.2 
Integration expenses
 
 
 
 
 
 
 
 
22.8 
23.0 
20.2 
Net Property, Plant and Equipment [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
18.6 1
14.8 1
17.7 1
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
54.8 1
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
54.8 1
 
 
Employee severance and other EE costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
25.5 
11.0 
10.1 
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
47.9 
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
47.9 
 
 
Equipment and Inventory Relocation Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
5.4 
4.1 
2.1 
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
11.7 
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
13.2 
 
 
Facility Closing [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
5.7 
5.9 
1.9 
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
13.7 
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
17.7 
 
 
Other Costs Related to Restructuring and Other Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
22.8 
39.4 
61.5 
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
124.5 
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
124.6 
 
 
Corrugated Packaging [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
43.5 2
40.9 2
27.5 2
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
112.9 2
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
117.3 2
 
 
Corrugated Packaging [Member] |
Net Property, Plant and Equipment [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
10.4 1 2
16.6 1 2
16.7 1 2
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
44.1 1 2
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
44.1 1 2
 
 
Corrugated Packaging [Member] |
Employee severance and other EE costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
23.5 2
10.5 2
7.8 2
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
42.3 2
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
42.3 2
 
 
Corrugated Packaging [Member] |
Equipment and Inventory Relocation Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
5.0 2
3.5 2
1.2 2
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
9.7 2
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
10.9 2
 
 
Corrugated Packaging [Member] |
Facility Closing [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
4.7 2
5.6 2
1.1 2
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
11.4 2
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
14.6 2
 
 
Corrugated Packaging [Member] |
Other Costs Related to Restructuring and Other Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
(0.1)2
4.7 2
0.7 2
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
5.4 2
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
5.4 2
 
 
Consumer Packaging [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
3.9 3
(2.4)3
5.1 3
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
11.4 3
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
11.4 3
 
 
Consumer Packaging [Member] |
Net Property, Plant and Equipment [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
2.7 1 3
(3.4)1 3
1.0 1 3
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
3.5 1 3
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
3.5 1 3
 
 
Consumer Packaging [Member] |
Employee severance and other EE costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
0.8 3
0.2 3
2.3 3
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
4.1 3
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
4.1 3
 
 
Consumer Packaging [Member] |
Equipment and Inventory Relocation Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
0.2 3
0.6 3
0.9 3
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
1.8 3
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
1.8 3
 
 
Consumer Packaging [Member] |
Facility Closing [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
0.2 3
0.2 3
0.7 3
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
1.1 3
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
1.1 3
 
 
Consumer Packaging [Member] |
Other Costs Related to Restructuring and Other Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
3
3
0.2 3
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
0.9 3
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
0.9 3
 
 
Recycling [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
10.3 4
2.3 4
0.1 4
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
13.0 4
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
14.2 4
 
 
Recycling [Member] |
Net Property, Plant and Equipment [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
5.5 1 4
1.6 1 4
1 4
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
7.2 1 4
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
7.2 1 4
 
 
Recycling [Member] |
Employee severance and other EE costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
1.2 4
0.3 4
4
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
1.5 4
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
1.5 4
 
 
Recycling [Member] |
Equipment and Inventory Relocation Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
0.2 4
4
4
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
0.2 4
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
0.5 4
 
 
Recycling [Member] |
Facility Closing [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
0.8 4
0.1 4
0.1 4
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
1.2 4
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
2.0 4
 
 
Recycling [Member] |
Other Costs Related to Restructuring and Other Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
2.6 4
0.3 4
4
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
2.9 4
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
3.0 4
 
 
All Other Segments [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
20.3 5
34.4 5
60.6 5
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
115.3 5
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
115.3 5
 
 
Acquisition Expense / (Income)
 
 
 
 
 
 
 
 
(3.6)
2.9 
20.2 
Integration expenses
 
 
 
 
 
 
 
 
23.9 
32.1 
40.4 
Other Income
 
 
 
 
 
 
 
 
(0.6)
All Other Segments [Member] |
Net Property, Plant and Equipment [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
1 5
1 5
1 5
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
1 5
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
1 5
 
 
All Other Segments [Member] |
Employee severance and other EE costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
5
5
5
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
5
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
5
 
 
All Other Segments [Member] |
Equipment and Inventory Relocation Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
5
5
5
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
5
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
5
 
 
All Other Segments [Member] |
Facility Closing [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
5
5
5
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
5
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
5
 
 
All Other Segments [Member] |
Other Costs Related to Restructuring and Other Costs [Member]
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
20.3 5
34.4 5
60.6 5
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
115.3 5
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
 
 
$ 115.3 5
 
 
[2] The Corrugated Packaging segment current year charges are primarily associated with the closure of seven corrugated container plants acquired in the Smurfit-Stone Acquisition, on-going closure costs at previously closed facilities including the Matane, Quebec containerboard mill also acquired in the Smurfit-Stone Acquisition which were partially offset by gains on sale of previously closed facilities. The Corrugated Packaging segment charges in fiscal 2012 primarily reflect the closure of our Matane, Quebec containerboard mill, a machine taken out of operation at our Hodge, LA containerboard mill and seven corrugated container plants, all acquired in the Smurfit-Stone Acquisition and charges associated primarily with on-going closure costs at previously closed corrugated container plants acquired in the Smurfit-Stone Acquisition and our legacy Hauppauge, NY sheet plant, net of a gain on sale in fiscal 2012 primarily for our Santa Fe Springs, CA corrugated converting facility. The Corrugated Packaging Segment charges in fiscal 2011 primarily reflect the closure of six corrugated container plants also acquired in the Smurfit-Stone Acquisition. The fiscal 2012 expenses in the “Other Costs” column primarily represent repayment of energy credits and site environmental closure activities at the Matane mill. The cumulative charges primarily reflect charges associated with the closure of twenty corrugated container plants acquired in the Smurfit-Stone Acquisition, the closure of the Matane, Quebec containerboard mill, charges related to kraft paper assets at our Hodge containerboard mill we acquired in the Smurfit-Stone Acquisition, and gains and losses associated with the sale of closed facilities. We have transferred a substantial portion of each closed facility's production to our other facilities.
[3] The Consumer Packaging segment current year charges are primarily associated with the closure of a converting facility and on-going closure costs for previously closed facilities. The Consumer Packaging segment charges in fiscal 2012 primarily reflect the gain on sale of our Columbus, IN laminated paperboard converting operation and Milwaukee, WI folding carton facility and on-going closure costs associated with previously closed facilities. The Consumer Packaging segment charges in fiscal 2011 primarily reflect the closure of two facilities and on-going closure costs for previously closed facilities. The cumulative charges primarily reflect the actions mentioned above as well as closure costs at certain of five interior packaging plants. We have transferred a substantial portion of each closed facility's production to our other facilities.
[5] The expenses in the “Other Costs” column primarily reflect costs incurred as a result of our Smurfit-Stone Acquisition, including merger integration expenses. The pre-tax charges are summarized below (in millions): AcquisitionExpense / (Income) IntegrationExpenses Other Income TotalFiscal 2013$(3.6) $23.9 $— $20.3Fiscal 20122.9 32.1 (0.6) 34.4Fiscal 201120.2 40.4 — 60.6Acquisition expenses include expenses associated with acquisitions, whether consummated or not, as well as litigation expenses associated with the Smurfit-Stone Acquisition, net of recoveries. Acquisition expenses primarily consist of advisory, legal, accounting, valuation and other professional or consulting fees. Integration expenses reflect primarily severance and other employee costs, professional services including work being performed to facilitate the Smurfit-Stone integration including information systems integration costs, lease expense and other costs. Due to the complexity and duration of the integration activities the precise amount expected to be incurred has not been quantified above. We expect integration activities to continue into fiscal 2014.
Restructuring and Other Costs, Net Restructuring Accrual (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring and Other Costs Reserve
$ 21.8 
 
 
 
$ 22.7 
 
 
 
$ 21.8 
$ 22.7 
$ 26.7 
Restructuring and other costs, net
26.0 
23.5 
12.4 
16.1 
23.1 
13.7 
28.1 
10.3 
78.0 
75.2 
93.3 
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Accrual at beginning of period
 
 
 
22.7 
 
 
 
26.7 
22.7 
26.7 
1.4 
Accruals acquired in Smurfit-Stone Acquisition
 
 
 
 
 
 
 
 
9.2 
Additional accruals
 
 
 
 
 
 
 
 
18.7 
26.9 
30.8 
Payments
 
 
 
 
 
 
 
 
(20.6)
(28.0)
(14.4)
Adjustment to accruals
 
 
 
 
 
 
 
 
1.0 
(2.9)
(0.3)
Accrual at end of period
$ 21.8 
 
 
 
$ 22.7 
 
 
 
$ 21.8 
$ 22.7 
$ 26.7 
Restructuring and Other Costs, Net Restructuring Costs (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Additional accruals and adjustments to accruals (see table above)
 
 
 
 
 
 
 
 
$ 19.7 
$ 24.0 
$ 30.5 
Acquisition (income) expenses
 
 
 
 
 
 
 
 
(3.6)
2.9 
20.2 
Integration expenses
 
 
 
 
 
 
 
 
22.8 
23.0 
20.2 
Net property, plant and equipment
 
 
 
 
 
 
 
 
18.6 
14.8 
17.7 
Severance and other employee costs
 
 
 
 
 
 
 
 
10.1 
0.6 
0.3 
Equipment relocation
 
 
 
 
 
 
 
 
5.4 
4.1 
2.1 
Facility carrying costs
 
 
 
 
 
 
 
 
5.7 
5.9 
1.9 
Other
 
 
 
 
 
 
 
 
(0.7)
(0.1)
0.4 
Total restructuring and other costs, net
$ 26.0 
$ 23.5 
$ 12.4 
$ 16.1 
$ 23.1 
$ 13.7 
$ 28.1 
$ 10.3 
$ 78.0 
$ 75.2 
$ 93.3 
Other Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Finite-Lived Intangible Assets [Line Items]
 
 
 
Weighted Average Life
12 years 5 months 
 
 
Gross Carrying Amount
$ 960.8 
$ 981.7 
 
Accumulated Amortization
(261.4)
(186.6)
 
Finite-Lived Intangible Assets, Amortization Expense
80.7 
88.9 
42.4 
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
 
 
 
Fiscal 2014
85.4 
 
 
Fiscal 2015
81.5 
 
 
Fiscal 2016
80.9 
 
 
Fiscal 2017
80.7 
 
 
Fiscal 2018
80.6 
 
 
Customer Relationships [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Weighted Average Life
11 years 10 months 
 
 
Gross Carrying Amount
876.5 
873.9 
 
Accumulated Amortization
(230.4)
(153.6)
 
Favorable Contracts [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Weighted Average Life
11 years 10 months 
 
 
Gross Carrying Amount
23.9 
42.2 
 
Accumulated Amortization
(14.3)
(18.8)
 
Technology and Patents [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Weighted Average Life
8 years 
 
 
Gross Carrying Amount
14.3 
14.3 
 
Accumulated Amortization
(4.8)
(3.2)
 
Trademarks and Trade Names [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Weighted Average Life
33 years 11 months 
 
 
Gross Carrying Amount
30.2 
30.3 
 
Accumulated Amortization
(9.8)
(6.4)
 
Noncompete Agreements [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Gross Carrying Amount
5.1 
 
Accumulated Amortization
(4.1)
 
Licensing Agreements [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Weighted Average Life
10 years 0 months 
 
 
Gross Carrying Amount
15.9 
15.9 
 
Accumulated Amortization
$ (2.1)
$ (0.5)
 
Debt (Details) (USD $)
3 Months Ended 12 Months Ended 3 Months Ended 0 Months Ended 12 Months Ended 12 Months Ended 48 Months Ended 72 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Sep. 30, 2013
Secured Debt [Member]
Receivables Facility [Member]
Aug. 30, 2013
Secured Debt [Member]
Receivables Facility [Member]
Dec. 21, 2012
Secured Debt [Member]
Receivables Facility [Member]
Sep. 30, 2012
Secured Debt [Member]
Receivables Facility [Member]
May 27, 2011
Secured Debt [Member]
Receivables Facility [Member]
Sep. 30, 2013
Letter of Credit [Member]
Revolving Credit Facility [Member]
Sep. 30, 2013
Canadian Dollar Borrowing [Member]
Revolving Credit Facility [Member]
Sep. 30, 2012
Canadian Dollar Borrowing [Member]
Revolving Credit Facility [Member]
Mar. 22, 2013
Unsecured Debt [Member]
Exchange March 2019 Notes [Member]
Mar. 22, 2013
Unsecured Debt [Member]
Exchange March 2020 Notes [Member]
Mar. 22, 2013
Unsecured Debt [Member]
Exchange March 2022 Notes [Member]
Mar. 22, 2013
Unsecured Debt [Member]
Exchange March 2023 Notes [Member]
Sep. 30, 2013
Unsecured Debt [Member]
March 2019 Notes [Member]
Sep. 30, 2012
Unsecured Debt [Member]
March 2019 Notes [Member]
Feb. 22, 2012
Unsecured Debt [Member]
March 2019 Notes [Member]
Dec. 31, 2009
Unsecured Debt [Member]
March 2013 Notes [Member]
Sep. 30, 2013
Unsecured Debt [Member]
March 2013 Notes [Member]
Sep. 30, 2012
Unsecured Debt [Member]
March 2013 Notes [Member]
Mar. 31, 2003
Unsecured Debt [Member]
March 2013 Notes [Member]
Sep. 30, 2013
Unsecured Debt [Member]
March 2020 Notes [Member]
Sep. 30, 2012
Unsecured Debt [Member]
March 2020 Notes [Member]
Sep. 11, 2012
Unsecured Debt [Member]
March 2020 Notes [Member]
Sep. 30, 2013
Unsecured Debt [Member]
March 2022 Notes [Member]
Sep. 30, 2012
Unsecured Debt [Member]
March 2022 Notes [Member]
Feb. 22, 2012
Unsecured Debt [Member]
March 2022 Notes [Member]
Sep. 30, 2013
Unsecured Debt [Member]
March 2023 Notes [Member]
Sep. 30, 2012
Unsecured Debt [Member]
March 2023 Notes [Member]
Sep. 11, 2012
Unsecured Debt [Member]
March 2023 Notes [Member]
May 3, 2013
Unsecured Debt [Member]
Credit Facility [Member]
Sep. 27, 2012
Unsecured Debt [Member]
Credit Facility [Member]
Sep. 30, 2013
Unsecured Debt [Member]
Revolving Credit Facility [Member]
Sep. 27, 2012
Unsecured Debt [Member]
Revolving Credit Facility [Member]
years
Sep. 30, 2013
Unsecured Debt [Member]
Term Loan Facility [Member]
Sep. 27, 2012
Unsecured Debt [Member]
Term Loan Facility [Member]
years
Jun. 7, 2013
Unsecured Debt [Member]
Future Mexican Peso Sub-Facility [Member]
Sep. 30, 2013
Unsecured Debt [Member]
Term Loan Facilities [Member]
Sep. 30, 2012
Unsecured Debt [Member]
Term Loan Facilities [Member]
Sep. 30, 2013
Line of Credit [Member]
Revolving Credit Facility [Member]
Sep. 30, 2012
Line of Credit [Member]
Revolving Credit Facility [Member]
Sep. 30, 2013
Notes Payable, Other Payables [Member]
Sep. 30, 2012
Notes Payable, Other Payables [Member]
Sep. 30, 2013
Maximum [Member]
Unsecured Debt [Member]
Credit Facility [Member]
Sep. 30, 2013
Minimum [Member]
Unsecured Debt [Member]
Credit Facility [Member]
Sep. 30, 2013
Date-2013-09-30 [Member]
Credit Facility [Member]
Sep. 27, 2017
Date-2013-09-30 [Member]
Credit Facility [Member]
Sep. 27, 2017
Date-2013-09-30 [Member]
Credit Facility [Member]
Sep. 30, 2013
LIBOR-based and Banker's Acceptance Advances [Member]
Unsecured Debt [Member]
Revolver and Term Loan Facility [Member]
Sep. 30, 2013
LIBOR-based and Banker's Acceptance Advances [Member]
Maximum [Member]
Unsecured Debt [Member]
Revolver and Term Loan Facility [Member]
Sep. 30, 2013
LIBOR-based and Banker's Acceptance Advances [Member]
Minimum [Member]
Unsecured Debt [Member]
Revolver and Term Loan Facility [Member]
Sep. 30, 2013
Base Rate [Member]
Unsecured Debt [Member]
Revolver and Term Loan Facility [Member]
Sep. 30, 2013
Base Rate [Member]
Maximum [Member]
Unsecured Debt [Member]
Revolver and Term Loan Facility [Member]
Sep. 30, 2013
Base Rate [Member]
Minimum [Member]
Unsecured Debt [Member]
Revolver and Term Loan Facility [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
$ 2,844,800,000 
 
 
 
$ 3,412,500,000 
 
 
 
$ 2,844,800,000 
$ 3,412,500,000 
 
$ 260,000,000 1
 
 
$ 410,000,000 1
 
 
 
 
 
 
 
 
$ 349,700,000 2
$ 349,700,000 2
 
 
$ 0 3
$ 80,600,000 3
 
$ 347,500,000 4
$ 347,100,000 4
 
$ 399,400,000 2
$ 399,300,000 2
 
$ 346,600,000 4
$ 346,300,000 4
 
 
 
 
 
 
 
 
$ 947,500,000 5
$ 1,222,600,000 5
$ 184,300,000 5
$ 242,300,000 5
$ 9,800,000 
$ 14,600,000 
 
 
 
 
 
 
 
 
 
 
 
Current portion of debt
2,900,000 
 
 
 
261,300,000 
 
 
 
2,900,000 
261,300,000 
 
 
 
 
51,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt due after one year
2,841,900,000 
 
 
 
3,151,200,000 
 
 
 
2,841,900,000 
3,151,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of Financing Costs
 
 
 
 
 
 
 
 
10,200,000 
10,800,000 
7,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.45% 
 
 
 
5.625% 
 
 
3.50% 
 
 
4.90% 
 
 
4.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Face Amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
350,000,000 
350,000,000 
399,000,000 
350,000,000 
 
 
350,000,000 
 
 
 
100,000,000 
 
 
350,000,000 
 
 
400,000,000 
 
 
350,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Extinguishment of Debt, Amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
19,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain (loss) on extinguishment of debt
(100,000)
(200,000)
(6,300,000)
(100,000)
(19,500,000)
(300,000)
(25,900,000)
(39,500,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Interest Rate, Effective Percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.59% 
 
 
 
 
 
 
3.72% 
 
 
5.01% 
 
 
4.18% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Repayments of Other Debt
 
 
 
 
 
 
 
 
787,400,000 
1,803,600,000 
1,966,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior Notes Repurchased During Period, Percentage of Par
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
98.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unamortized Discount
6,800,000 
 
 
 
 
 
 
 
6,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
300,000 
 
 
 
 
 
 
3,000,000 
 
 
800,000 
 
 
3,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred Finance Costs, Current, Gross
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,000,000 
 
 
 
800,000 
 
 
2,900,000 
 
 
3,500,000 
 
 
3,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Facility, maximum borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
300,000,000 
300,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,700,000,000 
 
1,475,000,000 
 
1,223,000,000 
200,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Term, in Years
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum Permitted Debt Leverage Ratio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
350.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Decrease in Applicable Percentage, Basis Points
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
25 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capacity available for special purpose
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
250,000,000 
350,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Letters of credit outstanding, amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
48,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, remaining borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,200,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Applicable margin
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.25% 
1.75% 
1.125% 
0.25% 
0.75% 
0.125% 
Facility commitment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.20% 
 
 
 
 
 
 
 
 
 
 
0.30% 
0.175% 
 
 
 
 
 
 
 
 
 
Interest rate
 
 
 
 
 
 
 
 
 
 
 
0.95% 
 
 
1.34% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.43% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum interest rate on revolving credit facility
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.55% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum interest rate on revolving credit facility
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Leverage Ratio, Maximum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
375.00% 
350.00% 
 
 
 
 
 
 
 
Interest Coverage Ratio, Minimum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
350.00% 
 
 
 
 
 
 
Receivables backed financing, maximum borrowing amount
 
 
 
 
 
 
 
 
 
 
 
 
 
700,000,000 
 
625,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restriction on Exclusion of Eligible Receivables of Specific Obligors, Aggregate Maximum Percentage
 
 
 
 
 
 
 
 
 
 
 
 
7.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restriction on Exclusion of Eligible Receivables of Specific Obligors, Obligor Maximum Percentage of Aggregate Balance
 
 
 
 
 
 
 
 
 
 
 
 
2.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Asset Securitization Facility Commitment Fee Percentage
 
 
 
 
 
 
 
 
 
 
 
0.25% 
 
 
0.30% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Maximum Borrowing Capacity, Amount
 
 
 
 
 
 
 
 
 
 
 
700,000,000 
 
 
464,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans and Leases Receivable, Collateral for Secured Borrowings
 
 
 
 
 
 
 
 
 
 
 
942,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fiscal 2014
2,900,000 
 
 
 
 
 
 
 
2,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fiscal 2015
91,800,000 
 
 
 
 
 
 
 
91,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fiscal 2016
382,300,000 
 
 
 
 
 
 
 
382,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fiscal 2017
917,900,000 
 
 
 
 
 
 
 
917,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fiscal 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Thereafter
$ 1,456,700,000 
 
 
 
 
 
 
 
$ 1,456,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
[1] On December 21, 2012, we amended and increased the Receivables Facility from $625.0 million to $700.0 million, extended the maturity date from the third anniversary of the May 27, 2011 Smurfit-Stone Acquisition to December 18, 2015, and amended, among other things, certain restrictions on what constitutes eligible receivables under the facility and lowered borrowing costs. Except for $51.0 million classified as short-term at September 30, 2012 that was expected to require the use of current assets for repayment, the borrowings are classified as long-term at September 30, 2013 and September 30, 2012. On August 30, 2013, we amended our Receivables Facility to allow for the exclusion of eligible receivables of specific obligors each calendar year subject to the following restrictions: (i) the aggregate of excluded receivables may not exceed 7.5% of eligible receivables under the Receivables Facility, and (ii) the excluded receivables of each obligor may not exceed 2.5% of the aggregate outstanding balance. The borrowing rate, which consists of a blend of the market rate for asset-backed commercial paper and the one month LIBOR rate plus a utilization fee, was 0.95% and 1.34% as of September 30, 2013 and September 30, 2012, respectively. The commitment fee for this facility was 0.25% and 0.30% as of September 30, 2013 and September 30, 2012, respectively. Borrowing availability under this facility is based on the eligible underlying accounts receivable and certain covenants. The agreement governing the Receivables Facility contains restrictions, including, among others, on the creation of certain liens on the underlying collateral. We test and report our compliance with these covenants monthly. We are in compliance with all of our covenants. At September 30, 2013 and September 30, 2012, maximum available borrowings, excluding amounts outstanding, under this facility were approximately $700.0 million and $464.0 million, respectively. The carrying amount of accounts receivable collateralizing the maximum available borrowings at September 30, 2013 was approximately $942.5 million. We have continuing involvement with the underlying receivables as we provide credit and collections services pursuant to the securitization agreement.
[2] On February 22, 2012, we issued $350.0 million aggregate principal amount of 4.45% senior notes due March 2019 (“March 2019 Notes”) and issued $400.0 million aggregate principal amount of 4.90% senior notes due March 2022 (“March 2022 Notes”) in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act. We issued the March 2019 Notes and March 2022 Notes at a discount of approximately $0.3 million and $0.8 million, respectively, and recorded debt issuance costs, including the exchange offer, of approximately $3.0 million and $3.5 million respectively, which are being amortized over the respective term of the notes. Giving effect to the amortization of the original issue discount and the debt issuance costs, the effective interest rates of the March 2019 Notes and March 2022 Notes are approximately 4.59% and 5.01%, respectively.
[4] On September 11, 2012, we issued $350.0 million aggregate principal amount of 3.50% senior notes due March 2020 (“March 2020 Notes”) and issued $350.0 million aggregate principal amount of 4.00% senior notes due March 2023 (“March 2023 Notes”) in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act. We issued the March 2020 and March 2023 notes at a discount of approximately $3.0 million and $3.7 million, respectively, and recorded debt issuance costs, including the exchange offer, of approximately $2.9 million and $3.0 million, respectively, which are being amortized over the respective term of the notes. Giving effect to the amortization of the original issue discount and the debt issuance costs, the effective interest rates of the March 2020 and March 2023 Notes are approximately 3.72% and 4.18%, respectively.
[5] On September 27, 2012, we entered into an unsecured Amended and Restated Credit Agreement with an original maximum principal amount of approximately $2.7 billion before scheduled payments. The Credit Facility includes a $1.475 billion, 5-year revolving credit facility and a $1.223 billion, 5-year term loan facility. All obligations under the Credit Facility are fully and unconditionally guaranteed by our existing and future wholly-owned U.S. subsidiaries, except for certain present and future unrestricted subsidiaries and certain other limited exceptions. In addition, the obligations of Rock-Tenn Company of Canada, Inc. are guaranteed by Rock-Tenn Company and all such wholly-owned U.S. subsidiaries, as well as by wholly-owned Canadian subsidiaries of RockTenn, other than certain present and future unrestricted subsidiaries and certain other limited exceptions.In December 2012, in connection with the amendment of our receivables-backed financing facility, we prepaid our term loan facility through December 2014 with borrowings under our Receivables Facility, our revolving credit facility and available cash. Effective May 3, 2013, we exercised the Leverage Reduction Option which reduced our maximum permitted Leverage Ratio to 3.5 times and decreased our Applicable Percentage 25 basis points (each as defined in the Credit Facility). On June 7, 2013, we amended the Credit Facility to, among other things, modified the EBITDA definition, including but not limited to, allowing for add backs associated with proactive pension actions, synergies associated with future acquisitions and certain business interruptions covered by third parties and permitted a future $200 million Mexican peso sub-facility with dollar for dollar reduction to existing commitments if activated. Up to $250.0 million under the revolving credit facility may be used for the issuance of letters of credit. In addition, up to $350.0 million of the revolving credit facility may be used to fund borrowings in Canadian dollars. At September 30, 2013 and September 30, 2012, the amount committed under the credit facilities for loans to a Canadian subsidiary was $300.0 million and $300.0 million, respectively. At September 30, 2013, available borrowings under the revolving credit portion of the Credit Facility, reduced by certain outstanding letters of credit not drawn upon of approximately $48.6 million and the application of our maximum leverage ratio subject to the facility limit, exceeded $1.2 billion.At our option, borrowings under the Credit Facility bear interest at either a base rate or at the London Interbank Offered Rate (“LIBOR”), plus, in each case, an applicable margin. In addition, advances in Canadian dollars may be made by way of purchases of bankers' acceptances. We are required to pay fees in respect of outstanding letters of credit at a rate equal to the applicable margin for LIBOR-based borrowings based upon a Credit Agreement Leverage Ratio. The following table summarizes the applicable margins and percentages related to the revolving credit facility and term loan of the Credit Facility: Range September 30, 2013Applicable margin/percentage for determining: LIBOR-based loans and banker's acceptance advances interest rate (1)1.125%-1.750% 1.25%Base rate-based borrowings (1)0.125%-0.750% 0.25%Facility commitment (2)0.175%-0.300% 0.20%(1) The rates vary based on our Leverage Ratio, as defined in the Amended and Restated Credit Agreement.(2) Applied to the aggregate borrowing availability based on the Leverage Ratio, as defined below.Following the submission of our September 30, 2013 quarterly officer's compliance certificate when our Form 10-K is filed, our applicable margins in the table above will fall for each measure to the low end of the range. The variable interest rate, including the applicable margin, on our term loan facility was 1.43% at September 30, 2013. Interest rates on our revolving credit facility for borrowings both in the U.S. and Canada ranged from 2.55% to 3.50% at September 30, 2013.The Credit Facility contains certain prepayment requirements and customary affirmative and negative covenants. The negative covenants include covenants that, subject to certain exceptions, contain: limitations on liens and further negative pledges; limitations on sale-leaseback transactions; limitations on debt and prepayments, redemptions or repurchases of certain debt and equity; limitations on mergers and asset sales; limitations on sales, transfers and other dispositions of assets; limitations on loans and certain other investments; limitations on restrictions affecting subsidiaries; limitations on transactions with affiliates; limitations on changes to accounting policies or fiscal periods; limitations on speculative hedge transactions; and restrictions on modification or waiver of material documents in a manner materially adverse to the lenders.In addition, the Credit Facility includes financial covenants requiring that we maintain a maximum total leverage ratio and minimum interest coverage ratio. The terms of the Credit Facility, prior to us exercising the Leverage Reduction Option on May 3, 2013 which reduced our maximum permitted Leverage Ratio to 3.5 times, required us to maintain a leverage ratio (which is the ratio of our total funded debt less certain amounts of unrestricted cash, to Credit Agreement EBITDA, as defined, for the preceding four fiscal quarters “Leverage Ratio”) of not greater than 3.75 to 1.00 for fiscal quarters ending from September 30, 2012 through September 30, 2013, and not greater than 3.50 to 1.00 for fiscal quarters ending thereafter. In addition, we must maintain an interest coverage ratio (which is the ratio of Credit Agreement EBITDA for the preceding four fiscal quarters to cash interest expense for such period) of not less than 3.50 to 1.00 for any fiscal quarters ending on or after September 30, 2012. Credit Agreement EBITDA is calculated in accordance with the definition contained in our Amended and Restated Credit Agreement. Credit Agreement EBITDA is generally defined as consolidated net income of RockTenn for any fiscal period plus the following to the extent such amounts are deducted in determining such consolidated net income: (i) consolidated interest expense, (ii) consolidated tax expenses, (iii) depreciation and amortization expenses, (iv) financing expenses and write-offs, including remaining portions of original issue discount on prepayment of indebtedness, prepayment premiums and commitment fees, (v) inventory expenses associated with the write up of Smurfit-Stone inventory acquired in the merger and other permitted acquisitions, (vi) all other non-cash charges, (vii) all legal, accounting and professional advisory expenses incurred in respect of the Smurfit-Stone Acquisition and other permitted acquisitions and related financing transactions, (vii) certain expenses and costs incurred in connection with the Smurfit-Stone Acquisition and associated synergies, restructuring charges, and certain other charges and expenses, subject to certain limitations specified in the Credit Facility, (viii) certain other charges and expenses unrelated to the Smurfit-Stone Acquisition subject to certain specified limitations in the Credit Facility, and (ix) for certain periods, run-rate synergies expected to be achieved due to the Smurfit-Stone Acquisition not already included in EBITDA and adjustments to include Smurfit-Stone EBITDA as outlined in the Amended and Restated Credit Agreement related to periods prior to the acquisition (“Credit Agreement EBITDA”). We test and report our compliance with these covenants each quarter. We are in compliance with all of our covenants.The credit facilities also contain certain customary events of default, including relating to non-payment, breach of representations, warranties or covenants, default on other material debt, bankruptcy and insolvency events, invalidity or impairment of loan documentation, collateral or subordination provisions, change of control and customary ERISA defaults. The term “ERISA” means the Employee Retirement Income Security Act of 1974, as amended, and the rules and regulations thereunder.
Fair Value Fair Value by Balance Sheet Grouping (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
Sep. 30, 2012
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
$ 2,869.1 
$ 3,496.6 
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
2,844.8 
3,412.5 
Notes Payable, Other Payables [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
10.1 1 2
15.4 1 2
Notes Payable, Other Payables [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
9.8 
14.6 
March 2013 Notes [Member] |
Unsecured Debt [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
3
81.7 3
March 2013 Notes [Member] |
Unsecured Debt [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
80.6 
March 2019 Notes [Member] |
Unsecured Debt [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
371.9 3
376.6 3
March 2019 Notes [Member] |
Unsecured Debt [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
349.7 
349.7 
March 2020 Notes [Member] |
Unsecured Debt [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
343.0 3
356.3 3
March 2020 Notes [Member] |
Unsecured Debt [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
347.5 
347.1 
March 2022 Notes [Member] |
Unsecured Debt [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
413.7 3
434.0 3
March 2022 Notes [Member] |
Unsecured Debt [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
399.4 
399.3 
March 2023 Notes [Member] |
Unsecured Debt [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
338.6 3
357.7 3
March 2023 Notes [Member] |
Unsecured Debt [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
346.6 
346.3 
Term loan facilities [Member] |
Unsecured Debt [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
947.5 2
1,222.6 2
Term loan facilities [Member] |
Unsecured Debt [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
947.5 
1,222.6 
Revolving credit and swing facilities [Member] |
Line of Credit [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
184.3 2
242.3 2
Revolving credit and swing facilities [Member] |
Line of Credit [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
184.3 
242.3 
Receivables-backed financing facility [Member] |
Secured Debt [Member] |
Fair Value [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
260.0 2
410.0 2
Receivables-backed financing facility [Member] |
Secured Debt [Member] |
Carrying Amount [Member]
 
 
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Fair value of debt
$ 260.0 
$ 410.0 
Leases (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Operating Leased Assets [Line Items]
 
 
 
Fiscal 2014
$ 51.0 
 
 
Fiscal 2015
44.3 
 
 
Fiscal 2016
35.5 
 
 
Fiscal 2017
28.3 
 
 
Fiscal 2018
23.6 
 
 
Thereafter
72.9 
 
 
Total future minimum lease payments
255.6 
 
 
Rental expense
$ 101.5 
$ 88.1 
$ 42.6 
Income Taxes (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Deferred income tax assets:
 
 
 
 
 
 
 
 
 
 
 
United States
 
 
 
 
 
 
 
 
$ 636.5 
$ 374.7 
$ 163.7 
Foreign
 
 
 
 
 
 
 
 
74.2 
14.4 
51.8 
Income before income taxes
256.8 
203.1 
109.1 
141.7 
120.8 
90.6 
53.3 
124.4 
710.7 
389.1 
215.5 
Current income taxes:
 
 
 
 
 
 
 
 
 
 
 
Federal
 
 
 
 
 
 
 
 
(8.3)
(4.5)
(0.4)
State
 
 
 
 
 
 
 
 
23.7 
7.5 
0.5 
Foreign
 
 
 
 
 
 
 
 
7.1 
10.5 
9.4 
Total current
 
 
 
 
 
 
 
 
22.5 
13.5 
9.5 
Deferred income taxes:
 
 
 
 
 
 
 
 
 
 
 
Federal
 
 
 
 
 
 
 
 
(44.6)
129.1 
55.5 
State
 
 
 
 
 
 
 
 
2.6 
(0.6)
1.5 
Foreign
 
 
 
 
 
 
 
 
(2.3)
(5.1)
3.0 
Total deferred
 
 
 
 
 
 
 
 
(44.3)
123.4 
60.0 
(Benefit) provision for income taxes
 
 
 
 
 
 
 
 
(21.8)
136.9 
69.5 
Operating Loss Carryforwards
605.8 
 
 
 
418.4 
 
 
 
605.8 
418.4 
 
Excess Tax Benefit from Share-based Compensation Not Yet Realized
 
 
 
 
 
 
 
 
14.2 
10.3 
 
Deferred Tax Assets, Operating Loss Carryforwards, Foreign
28.8 
 
 
 
4.6 
 
 
 
28.8 
4.6 
 
Foreign Country [Member]
 
 
 
 
 
 
 
 
 
 
 
Deferred income taxes:
 
 
 
 
 
 
 
 
 
 
 
Operating Loss Carryforwards
112.0 
 
 
 
27.3 
 
 
 
112.0 
27.3 
 
Operating Loss Carryforwards, Valuation Allowance
$ 7.3 
 
 
 
$ 4.2 
 
 
 
$ 7.3 
$ 4.2 
 
Income Taxes Effective Tax Rate Reconciliation (Details)
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Statutory federal tax rate
35.00% 
35.00% 
35.00% 
Foreign rate differential
(1.90%)
0.20% 
(2.50%)
Adjustment and resolution of federal, state and foreign tax uncertainties
(35.90%)
(0.10%)
0.30% 
State taxes, net of federal benefit
3.30% 
3.40% 
2.30% 
Research and development and other tax credits, net of valuation allowances
(1.40%)
(0.50%)
(1.10%)
Income attributable to noncontrolling interest
(0.20%)
(0.10%)
(0.30%)
Nondeductible deal fees
0.00% 
0.00% 
1.30% 
Change in valuation allowance
(0.70%)
(1.30%)
0.00% 
Other, net
(1.30%)
(1.40%)
(2.70%)
Effective (benefit) tax rate
(3.10%)
35.20% 
32.30% 
Income Taxes Deferred Taxes (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 3 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Mar. 31, 2013
Smurfit Stone [Member]
Sep. 30, 2013
Smurfit Stone [Member]
Sep. 30, 2013
State and Local Jurisdiction [Member]
Sep. 30, 2012
State and Local Jurisdiction [Member]
Sep. 30, 2013
Foreign Country [Member]
Sep. 30, 2012
Foreign Country [Member]
Sep. 30, 2013
Minimum [Member]
Sep. 30, 2013
Minimum [Member]
State and Local Jurisdiction [Member]
Sep. 30, 2013
Minimum [Member]
Foreign Country [Member]
Sep. 30, 2013
Maximum [Member]
Sep. 30, 2013
Maximum [Member]
State and Local Jurisdiction [Member]
Sep. 30, 2013
Maximum [Member]
Foreign Country [Member]
Sep. 30, 2013
Cellulosic Biofuel Producer Credit [Member]
Sep. 30, 2012
Cellulosic Biofuel Producer Credit [Member]
Sep. 30, 2013
Alternative Minimum Tax Credits [Member]
Sep. 30, 2012
Alternative Minimum Tax Credits [Member]
Sep. 30, 2013
Other Federal Credit Carryforwards [Member]
Sep. 30, 2012
Other Federal Credit Carryforwards [Member]
Sep. 30, 2013
Other Federal Credit Carryforwards [Member]
Minimum [Member]
Sep. 30, 2013
Other Federal Credit Carryforwards [Member]
Maximum [Member]
Deferred income tax assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accruals and allowances
$ 23.5 
$ 25.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee related accruals and allowances
104.8 
107.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pension obligations
333.3 
489.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
State net operating loss carryforwards
68.3 
44.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
State credit carryforwards, net of federal benefit
49.1 
47.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CBPC and other federal tax credit carryforwards
233.6 
225.6 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Federal net operating loss carryforwards
207.0 
146.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restricted stock and options
30.5 
22.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other
28.8 
21.9 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Valuation allowances
(36.2)
(42.3)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
1,042.7 
1,086.9 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred income tax liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property, plant and equipment
1,477.2 
1,439.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deductible intangibles and goodwill
287.0 
283.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Inventory reserves
80.5 
80.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred gain
31.0 
31.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other
0.5 
0.7 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
1,876.2 
1,834.7 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net deferred income tax liability
833.5 
747.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current deferred tax asset
209.1 
104.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current deferred tax liability
0.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term deferred tax asset
20.5 
37.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term deferred tax liability
1,063.1 
888.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Loss Carryforwards
605.8 
418.4 
 
 
1,543.0 
1,160.0 
112.0 
27.3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating loss carryforward expiration
 
 
 
 
 
 
 
 
Oct. 01, 2029 
Oct. 01, 2014 
Oct. 01, 2016 
Sep. 30, 2031 
Sep. 30, 2032 
Sep. 30, 2033 
 
 
 
 
 
 
 
 
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions
 
 
254.1 
254.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Loss Carryforwards, Valuation Allowance
 
 
 
 
4.4 
3.2 
7.3 
4.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax Credit Carryforward, Deferred Tax Asset
 
 
 
 
49.1 
47.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax Credit Carryforward, Expiration Date
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Oct. 01, 2018 
Sep. 30, 2033 
Excess Tax Benefit from Share-based Compensation Not Yet Realized
14.2 
10.3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred Tax Assets, Operating Loss Carryforwards, State and Local
68.3 
44.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax credit carryforward
 
 
 
 
 
 
 
 
 
 
 
 
 
 
138.1 
145.6 
79.7 
71.8 
15.8 
8.2 
 
 
Tax credit carryforward, valuation allowance
 
 
 
 
24.2 
29.9 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred Income Taxes and Other Assets, Current
209.1 
104.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax Credit Carryforward, Years to Expiration
 
 
 
 
 
 
 
 
 
5 years 
 
 
10 years 
 
 
 
 
 
 
 
 
 
Undistributed Foreign Earnings
158.3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred Tax Liability Not Recognized, Amount of Unrecognized Deferred Tax Liability
$ 7.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income Taxes Valuation Allowance Against Deferred Tax Assets (Details) (Valuation Allowance of Deferred Tax Assets [Member], USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Valuation Allowance of Deferred Tax Assets [Member]
 
 
 
Movement in Deferred Tax Asset Valuation Allowance [Roll Forward]
 
 
 
Balance at the beginning of period
$ 42.3 
$ 48.0 
$ 40.2 
Charges to costs and expenses
3.6 
4.3 
5.8 
Allowances related to acquistions
1
7.8 1
Deductions
(9.7)
(10.0)
(5.8)
Balance at end of period
$ 36.2 
$ 42.3 
$ 48.0 
Income Taxes Unrecognized Tax Benefit (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Unrecognized Tax Benefits that Would Impact Effective Tax Rate
$ 19.2 
$ 265.6 
 
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
 
 
 
Unrecognized tax benefits, balance at the beginning of period
289.7 
287.9 
12.2 
(Reductions) additions related to acquisitions
(1.4)1
275.5 1
Additions for tax positions taken in current year
2.6 
7.0 
(Reductions) additions for tax positions taken in prior years
(268.5)
1.5 
Reductions due to settlements
(0.2)
Reductions as a result of a lapse of the applicable statute of limitations
(2.3)
(3.8)
(1.3)
Unrecognized tax benefits, balance at the end of period
21.3 
289.7 
287.9 
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued
1.2 
2.0 
 
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense
$ 0.7 
$ 1.9 
 
Retirement Plans (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended 4 Months Ended 12 Months Ended 4 Months Ended 12 Months Ended
Sep. 30, 2013
Pension Plans, Defined Benefit [Member]
Sep. 30, 2014
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2011
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2014
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2011
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2011
United States Postretirement Benefit Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Postretirement Benefit Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
United States Postretirement Benefit Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2011
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2012
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2011
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2013
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2011
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2011
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2013
Equity Securities [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
Equity Securities [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
Equity Securities [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Equity Securities [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Fixed Income Funds [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
Fixed Income Funds [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
Fixed Income Funds [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Fixed Income Funds [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Short-term Investments [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
Short-term Investments [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
Short-term Investments [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Short-term Investments [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Other Investments [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
Other Investments [Member]
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
Other Investments [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Other Investments [Member]
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Rate of Compensation Increase
 
 
 
 
3.11% 
2.00% 
2.75% 
2.50% 
3.32% 
 
 
3.75% 
 
3.00% 
3.00% 
3.25% 
3.25% 
 
 
 
3.75% 
3.00% 
3.00% 
6.00% 
6.00% 
6.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets
 
7.50% 
7.50% 
8.00% 
7.86% 
 
 
 
 
6.90% 
6.88% 
6.00% 
 
 
3.51% 
 
6.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Target Allocation Percentage of Assets, Equity Investments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
40.00% 
40.00% 
29.00% 
29.00% 
45.00% 
45.00% 
58.00% 
58.00% 
1.00% 
2.00% 
1.00% 
1.00% 
14.00% 
13.00% 
12.00% 
12.00% 
Defined Benefit Plan, Actual Plan Asset Allocations
 
 
100.00% 
100.00% 
 
 
 
 
 
 
100.00% 
 
100.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
42.00% 
42.00% 
31.00% 
31.00% 
44.00% 
45.00% 
57.00% 
58.00% 
4.00% 
3.00% 
2.00% 
2.00% 
10.00% 
10.00% 
10.00% 
9.00% 
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year
$ 239 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate
 
 
5.19% 
4.22% 
 
 
 
 
 
 
4.56% 
 
4.14% 
 
 
 
 
 
5.19% 
4.22% 
 
4.56% 
4.14% 
 
 
 
3.39% 
2.57% 
 
5.19% 
4.22% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Rate of Compensation Increase
 
 
 
 
 
2.00% 
2.00% 
2.50% 
2.50% 
 
 
 
 
3.00% 
3.00% 
3.25% 
3.25% 
 
 
 
 
3.00% 
3.00% 
3.00% 
6.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Discount Rate
 
 
4.22% 
5.27% 
5.50% 
 
 
 
 
 
4.14% 
5.13% 
 
 
3.51% 
 
4.90% 
5.56% 
4.22% 
5.27% 
5.13% 
4.14% 
4.90% 
 
 
 
2.57% 
0.87% 
0.24% 
4.22% 
4.61% 
5.09% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Retirement Plans Assumptions (Details)
12 Months Ended 4 Months Ended 12 Months Ended 4 Months Ended 12 Months Ended 12 Months Ended
Sep. 30, 2014
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2011
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2011
United States Postretirement Benefit Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Postretirement Benefit Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
United States Postretirement Benefit Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2011
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2014
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2011
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2013
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2012
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2011
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2013
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2011
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2011
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2013
Discounted Cash Flow [Member]
Fair Value, Measurements, Recurring [Member]
Real Estate Funds [Member]
Fair Value, Inputs, Level 3 [Member]
Minimum [Member]
Sep. 30, 2012
Discounted Cash Flow [Member]
Fair Value, Measurements, Recurring [Member]
Real Estate Funds [Member]
Fair Value, Inputs, Level 3 [Member]
Minimum [Member]
Sep. 30, 2013
Discounted Cash Flow [Member]
Fair Value, Measurements, Recurring [Member]
Real Estate Funds [Member]
Fair Value, Inputs, Level 3 [Member]
Maximum [Member]
Sep. 30, 2012
Discounted Cash Flow [Member]
Fair Value, Measurements, Recurring [Member]
Real Estate Funds [Member]
Fair Value, Inputs, Level 3 [Member]
Maximum [Member]
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate
 
5.19% 
4.22% 
 
 
 
 
 
 
5.19% 
4.22% 
 
4.56% 
4.14% 
 
4.56% 
 
4.14% 
 
 
 
 
 
 
 
3.39% 
2.57% 
 
5.19% 
4.22% 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Rate of Compensation Increase
 
 
 
 
2.00% 
2.00% 
2.50% 
2.50% 
 
 
 
 
3.00% 
3.00% 
 
 
 
 
3.00% 
3.00% 
3.25% 
3.25% 
3.00% 
6.00% 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets
7.50% 
7.50% 
8.00% 
7.86% 
 
 
 
 
 
 
 
 
 
 
6.90% 
6.88% 
6.00% 
 
 
3.51% 
 
6.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Rate of Compensation Increase
 
 
 
3.11% 
2.00% 
2.75% 
2.50% 
3.32% 
 
 
 
3.75% 
3.00% 
3.00% 
 
 
3.75% 
 
3.00% 
3.00% 
3.25% 
3.25% 
6.00% 
6.00% 
6.00% 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Discount Rate
 
4.22% 
5.27% 
5.50% 
 
 
 
 
5.56% 
4.22% 
5.27% 
5.13% 
4.14% 
4.90% 
 
4.14% 
5.13% 
 
 
3.51% 
 
4.90% 
 
 
 
2.57% 
0.87% 
0.24% 
4.22% 
4.61% 
5.09% 
 
 
 
 
Fair Value Inputs, Rental Rate Factor
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.00% 
0.00% 
25.00% 
25.00% 
Fair Value Inputs, Capitalization Rates
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5.00% 
5.00% 
8.00% 
8.00% 
Fair Value Inputs, Discount Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7.00% 
7.00% 
9.00% 
9.00% 
Fair Value Inputs, Inflation Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.00% 
0.00% 
5.00% 
5.00% 
Retirement Plans Defined Benefit Plan Obligations (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 4 Months Ended 12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2013
Pension Plan, Defined Benefit [Member]
Sep. 30, 2012
Pension Plan, Defined Benefit [Member]
Sep. 30, 2011
Pension Plan, Defined Benefit [Member]
Sep. 30, 2011
Other Postretirement Benefit Plan, Defined Benefit [Member]
Sep. 30, 2013
Other Postretirement Benefit Plan, Defined Benefit [Member]
Sep. 30, 2012
Other Postretirement Benefit Plan, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used, Minimum Outstanding Par Value of Bonds Used to Determine Future Discount Rate
$ 100 
 
 
 
 
 
 
 
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
 
 
 
 
 
 
 
 
Benefit obligations at beginning of period
 
 
4,973.5 
4,363.5 
 
 
166.2 
167.5 
Service cost
 
 
35.1 
30.1 
17.2 
0.6 
1.6 
1.5 
Interest cost
 
 
199.7 
221.4 
95.1 
3.2 
6.5 
7.8 
Amendments
 
 
4.1 
2.6 
 
 
(9.3)
(0.2)
Actuarial loss (gain)
 
 
(380.3)
555.3 
 
 
(17.9)
(2.5)
Plan participant contributions
 
 
2.8 
3.0 
 
 
5.4 
5.9 
Benefits paid
 
 
(260.4)
(263.5)
 
 
(17.3)
(17.4)
Business combinations
 
 
(4.2)
 
 
Defined Benefit Plan, Curtailments
 
 
(0.8)
 
 
(2.7)
Defined Benefit Plan, Settlements, Benefit Obligation
 
 
(1.1)
 
 
Foreign currency rate changes
 
 
(48.4)
65.3 
 
 
(2.3)
3.6 
Benefit obligation at end of period
 
 
4,524.2 
4,973.5 
4,363.5 
167.5 
130.2 
166.2 
Defined Benefit Plan, Accumulated Benefit Obligation
$ 4,487.4 
$ 4,921.3 
 
 
 
 
 
 
Retirement Plans Change in Fair Value of Plan Assets (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Other Postretirement Benefit Plan, Defined Benefit [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Fair value of plan assets at beginning of year
$ 0 
$ 0 
Actual gain on plan assets
Employer contributions
11.9 
11.5 
Plan participant contributions
5.4 
5.9 
Benefits paid
(17.3)
(17.4)
Defined Benefit Plan, Settlements, Plan Assets
Foreign currency rate changes
Fair value of assets at end of year
Pension Plan, Defined Benefit [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Fair value of plan assets at beginning of year
3,480.2 
2,919.4 
Actual gain on plan assets
152.6 
400.6 
Employer contributions
188.9 
367.5 
Plan participant contributions
2.8 
3.0 
Benefits paid
(260.4)
(263.5)
Defined Benefit Plan, Settlements, Plan Assets
(1.1)
Foreign currency rate changes
(40.3)
53.2 
Fair value of assets at end of year
3,522.7 
3,480.2 
Nonqualified Plan [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Employer contributions
 
$ 12.8 
Retirement Plans Underfunded Status of Pension and Postretirement Plans (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
Sep. 30, 2012
Other Postretirement Benefit Plan, Defined Benefit [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Pension and Other Postretirement Defined Benefit Plans, Current Liabilities
$ (11.9)
$ (12.0)
Accrued pension and other long-term benefits
(118.3)
(154.2)
Net amount recognized
(130.2)
(166.2)
Pension Plan, Defined Benefit [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Pension and Other Postretirement Defined Benefit Plans, Current Liabilities
(26.3)
(0.2)
Accrued pension and other long-term benefits
(975.2)
(1,493.1)
Net amount recognized
$ (1,001.5)
$ (1,493.3)
Retirement Plans Amounts in Accumulated Other Comprehensive Income (Loss) and Other Comprehensive (Income) Loss (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 4 Months Ended 12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Sep. 30, 2013
Pension Plan, Defined Benefit [Member]
Sep. 30, 2012
Pension Plan, Defined Benefit [Member]
Sep. 30, 2011
Pension Plan, Defined Benefit [Member]
Sep. 30, 2011
Other Postretirement Benefit Plan, Defined Benefit [Member]
Sep. 30, 2013
Other Postretirement Benefit Plan, Defined Benefit [Member]
Sep. 30, 2012
Other Postretirement Benefit Plan, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
Net actuarial (gain) loss
 
 
 
$ 551.2 
$ 877.0 
 
 
$ (17.9)
$ (0.1)
Prior service cost (credit)
 
 
 
7.8 
5.0 
 
 
(10.9)
(1.8)
Total accumulated other comprehensive loss (income)
 
 
 
559.0 
882.0 
 
 
(28.8)
(1.9)
Net actuarial (gain) loss arising during period
(303.9)
375.0 
336.0 
(286.6)
377.6 
334.0 
2.0 
(17.3)
(2.5)
Amortization of net actuarial loss
(39.3)
(21.4)
(18.9)
(39.3)
(21.4)
(18.9)
Prior service (cost) credit arising during period
(5.2)
2.2 
(0.3)
4.1 
2.6 
0.7 
(1.0)
(9.3)
(0.5)
Amortization of prior service (cost) credit
(1.5)
(0.7)
(0.7)
(1.2)
(0.8)
(0.7)
(0.3)
0.1 
Net amount recognized in other comprehensive (income) loss
 
 
 
$ (323.0)
$ 358.0 
$ 315.1 
$ 1.0 
$ (26.9)
$ (2.9)
Retirement Plans Amounts Recognized in Consolidated Statement of Income (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 4 Months Ended 12 Months Ended
Sep. 30, 2013
Pension Plan, Defined Benefit [Member]
Sep. 30, 2012
Pension Plan, Defined Benefit [Member]
Sep. 30, 2011
Pension Plan, Defined Benefit [Member]
Sep. 30, 2011
Other Postretirement Benefit Plan, Defined Benefit [Member]
Sep. 30, 2013
Other Postretirement Benefit Plan, Defined Benefit [Member]
Sep. 30, 2012
Other Postretirement Benefit Plan, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
Service cost
$ 35.1 
$ 30.1 
$ 17.2 
$ 0.6 
$ 1.6 
$ 1.5 
Interest cost
199.7 
221.4 
95.1 
3.2 
6.5 
7.8 
Expected return on plan assets
(247.3)
(222.1)
(91.9)
Amortization of net actuarial loss
38.9 
21.4 
18.9 
Amortization of prior service cost (credit)
1.2 
0.8 
0.7 
0.3 
(0.1)
Curtailment Gain
(2.7)
Settlement Loss
0.4 
Company defined benefit plan expense
28.0 
51.6 
40.0 
3.8 
5.7 
9.2 
Multiemployer and other plans
20.3 
9.8 
4.6 
Net pension cost
$ 48.3 
$ 61.4 
$ 44.6 
$ 3.8 
$ 5.7 
$ 9.2 
Retirement Plans Assumed Health Care Cost Trend Rates (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Defined Benefit Plan Disclosure [Line Items]
 
Defined Benefit Plan, Effect of One Percentage Point Decrease on Accumulated Postretirement Benefit Obligation
$ 7 
United States Pension Plan of US Entity, Defined Benefit [Member]
 
Defined Benefit Plan Disclosure [Line Items]
 
Health care cost trend rates assumed for next year
9.13% 
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
5.00% 
Year the rate reaches the ultimate trend rate
2030 
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
 
Defined Benefit Plan Disclosure [Line Items]
 
Health care cost trend rates assumed for next year
7.30% 
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
4.80% 
Year the rate reaches the ultimate trend rate
2029 
Retirement Plans Weighted-average Assumptions (Details)
12 Months Ended 4 Months Ended 12 Months Ended
Sep. 30, 2014
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2011
United States Pension Plan of US Entity, Defined Benefit [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
United States Pension Plan of US Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2014
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2011
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Minimum [Member]
Sep. 30, 2013
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2012
Domestic Pension Plan of Foreign Entity, Defined Benefit [Member]
Maximum [Member]
Sep. 30, 2011
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2012
Domestic Postretirement Benefit Plan of Foreign Entity, Defined Benefit [Member]
Sep. 30, 2013
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2012
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Sep. 30, 2011
Supplemental Employee Retirement Plan, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Rate of Compensation Increase
 
 
 
3.11% 
2.00% 
2.75% 
2.50% 
3.32% 
 
 
3.75% 
3.00% 
3.00% 
3.25% 
3.25% 
3.75% 
3.00% 
3.00% 
6.00% 
6.00% 
6.00% 
Expected long-term rate of return on plan assets
7.50% 
7.50% 
8.00% 
7.86% 
 
 
 
 
6.90% 
6.88% 
6.00% 
 
3.51% 
 
6.00% 
 
 
 
 
 
 
Retirement Plans Losses Amortized from Accumulated Other Comprehensive Loss into Net Periodic Benefit Cost (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2014
Other Postretirement Benefit Plan, Defined Benefit [Member]
 
Defined Benefit Plan Disclosure [Line Items]
 
Actuarial loss (gain)
$ (0.7)
Prior service cost (credit)
(1.4)
Total
(2.1)
Pension Plan, Defined Benefit [Member]
 
Defined Benefit Plan Disclosure [Line Items]
 
Actuarial loss (gain)
17.1 
Prior service cost (credit)
1.3 
Total
$ 18.4 
Retirement Plans Projected Estimated Benefit Payments (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
Pension Plan, Defined Benefit [Member]
 
Defined Benefit Plan Disclosure [Line Items]
 
Fiscal 2014
$ 296.7 
Fiscal 2015
275.1 
Fiscal 2016
281.7 
Fiscal 2017
286.1 
Fiscal 2018
290.8 
Fiscal Years 2019 – 2023
1,507.8 
Other Postretirement Benefit Plan, Defined Benefit [Member]
 
Defined Benefit Plan Disclosure [Line Items]
 
Fiscal 2014
11.9 
Fiscal 2015
11.6 
Fiscal 2016
11.0 
Fiscal 2017
10.4 
Fiscal 2018
10.2 
Fiscal Years 2019 – 2023
$ 46.7 
Retirement Plans Pension Plan Assets Measured at Fair Value (Details) (Fair Value, Measurements, Recurring [Member], USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
$ 3,522.7 
$ 3,480.2 
 
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
582.7 
608.4 
 
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
2,879.6 
2,808.5 
 
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
60.4 
63.3 
183.3 
US Equity Securities [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
318.0 1
275.5 1
 
US Equity Securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
133.7 1
107.1 1
 
US Equity Securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
184.3 1
168.4 1
 
US Equity Securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
1
1
 
Non US Equity Securities [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
810.4 1
808.3 1
 
Non US Equity Securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
58.1 1
99.8 1
 
Non US Equity Securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
752.3 1
708.5 1
 
Non US Equity Securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
1
1
 
Hedged Equities [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
267.2 1
277.4 1
 
Hedged Equities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
1
1
 
Hedged Equities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
267.2 1
277.4 1
 
Hedged Equities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
1
1
 
US Government Debt Securities [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
127.8 2
152.6 2
 
US Government Debt Securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
2
2
 
US Government Debt Securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
127.8 2
152.6 2
 
US Government Debt Securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
2
2
 
Non-US government securities [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
94.2 3
83.6 3
 
Non-US government securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
3
3
 
Non-US government securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
94.2 3
83.6 3
 
Non-US government securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
3
3
 
US Corporate Bonds [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
675.8 3
667.7 3
 
US Corporate Bonds [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
106.3 3
98.3 3
 
US Corporate Bonds [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
569.5 3
569.4 3
 
US Corporate Bonds [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
3
3
 
Non-US corporate bonds [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
478.3 3
489.8 3
 
Non-US corporate bonds [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
170.8 3
188.8 3
 
Non-US corporate bonds [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
307.5 3
301.0 3
 
Non-US corporate bonds [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
3
3
 
Collateralized Mortgage Backed Securities [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
49.2 3
46.5 3
 
Collateralized Mortgage Backed Securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
3
3
 
Collateralized Mortgage Backed Securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
49.2 3
46.5 3
 
Collateralized Mortgage Backed Securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
3
3
 
Other Fixed Income Securities [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
225.3 4
233.0 4
 
Other Fixed Income Securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
4
4
 
Other Fixed Income Securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
225.3 4
233.0 4
 
Other Fixed Income Securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
4
4
 
Short-term Investments [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
113.8 5
114.4 5
 
Short-term Investments [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
113.8 5
114.4 5
 
Short-term Investments [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
5
5
 
Short-term Investments [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
5
5
 
Alternative Investments [Member] |
Estimate of Fair Value, Fair Value Disclosure [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
362.7 6
331.4 6
 
Alternative Investments [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
6
6
 
Alternative Investments [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
302.3 6
268.1 6
 
Alternative Investments [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
$ 60.4 6
$ 63.3 6
 
[1] Equity securities are comprised of the following investment types: (i) common stock; (ii) preferred stock; (iii) equity exchange traded funds; (iv) hedged equity investments and (v) commingled equity funds. Investments in common and preferred stocks and exchange traded funds are valued using quoted market prices multiplied by the number of shares owned. The hedged equity investment is a commingled fund that consists primarily of equity indexed investments which are hedged by options and also holds collateral in the form of short term treasury securities. The commingled fund investments are valued at the net asset value per share multiplied by the number of shares held. The determination of net asset value for the commingled funds includes market pricing of the underlying assets as well as broker quotes and other valuation techniques.
[6] The alternative investments are diversified across multiple asset managers and several types of asset classes including hedge funds, private equity partnerships and real estate funds. The hedge funds are valued at net asset value. Fair value of the private equity partnerships is determined based on discounted cash flow analysis that utilizes unobservable inputs such as weighted average cost of capital ranging from 8.8% to 16.1% for 2013 and 7.3% to 20.0% for 2012; residual growth rate assumptions ranging from 1.0% to 4.0% for 2013 and 1.5% to 4.0% for 2012; revenue growth rates ranging from 2.2% to 6.6% for 2013 and 1.6% to 9.1% for 2012; and EBITDA of market comparable companies with multiples ranging from 7.0 to 13.2 for 2013 and 4.8 to 14.5 for 2012. The fair value of our real estate funds is based on the utilization of various unobservable inputs including but not limited to rental rate factors ranging from 0% to 25% for 2013 and 2012; capitalization rates ranging from 5% to 8% for 2013 and 2012; discount rates ranging from 7% to 9% for 2013 and 2012; and inflation rates ranging from 0% to 5% for 2013 and 2012.
Retirement Plans Fair Value, Changes in Level 3 (Details) (Fair Value, Inputs, Level 3 [Member], Fair Value, Measurements, Recurring [Member], USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
 
 
Fair value of plan assets at beginning of year
$ 63.3 
$ 183.3 
Purchases, sales, issuances and settlements, net
(9.0)
(2.9)
Actual return on plan assets, relating to instruments still held at end of year
2.5 
9.7 
Actual return on plan assets, relating to instruments sold during the year
3.6 
2.7 
Transfers out of level 3
 
(129.5)
Fair value of assets at end of year
60.4 
63.3 
Non-US corporate bonds [Member]
 
 
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
 
 
Fair value of plan assets at beginning of year
1.4 
Purchases, sales, issuances and settlements, net
(1.3)
Actual return on plan assets, relating to instruments still held at end of year
Actual return on plan assets, relating to instruments sold during the year
(0.1)
Transfers out of level 3
 
Fair value of assets at end of year
Alternative Investments [Member]
 
 
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
 
 
Fair value of plan assets at beginning of year
63.3 
181.9 
Purchases, sales, issuances and settlements, net
(9.0)
(1.6)
Actual return on plan assets, relating to instruments still held at end of year
2.5 
9.7 
Actual return on plan assets, relating to instruments sold during the year
3.6 
2.8 
Transfers out of level 3
 
(129.5)
Fair value of assets at end of year
$ 60.4 
$ 63.3 
Retirement Plans Fair Value Inputs, Assets, Quantitative Information (Details) (Fair Value, Inputs, Level 3 [Member], Fair Value, Measurements, Recurring [Member])
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Private Equity Funds [Member] |
Minimum [Member] |
Discounted Cash Flow [Member]
 
 
Fair Value Inputs, Assets, Quantitative Information [Line Items]
 
 
Fair Value Inputs, Weighted Average Cost of Capital
8.80% 
7.30% 
Fair Value Inputs, Residual Growth Rate
1.00% 
1.50% 
Fair Value Inputs, Long-term Revenue Growth Rate
2.20% 
1.60% 
Private Equity Funds [Member] |
Minimum [Member] |
Market Comparable Companies [Member]
 
 
Fair Value Inputs, Assets, Quantitative Information [Line Items]
 
 
Fair Value Inputs, Earnings before Interest, Taxes, Depreciation, and Amortization Multiple
7.0 
4.8 
Private Equity Funds [Member] |
Maximum [Member] |
Discounted Cash Flow [Member]
 
 
Fair Value Inputs, Assets, Quantitative Information [Line Items]
 
 
Fair Value Inputs, Weighted Average Cost of Capital
16.10% 
20.00% 
Fair Value Inputs, Residual Growth Rate
4.00% 
4.00% 
Fair Value Inputs, Long-term Revenue Growth Rate
6.60% 
9.10% 
Private Equity Funds [Member] |
Maximum [Member] |
Market Comparable Companies [Member]
 
 
Fair Value Inputs, Assets, Quantitative Information [Line Items]
 
 
Fair Value Inputs, Earnings before Interest, Taxes, Depreciation, and Amortization Multiple
13.2 
14.5 
Real Estate Funds [Member] |
Minimum [Member] |
Discounted Cash Flow [Member]
 
 
Fair Value Inputs, Assets, Quantitative Information [Line Items]
 
 
Fair Value Inputs, Rental Rate Factor
0.00% 
0.00% 
Fair Value Inputs, Capitalization Rates
5.00% 
5.00% 
Fair Value Inputs, Discount Rate
7.00% 
7.00% 
Fair Value Inputs, Inflation Rate
0.00% 
0.00% 
Real Estate Funds [Member] |
Maximum [Member] |
Discounted Cash Flow [Member]
 
 
Fair Value Inputs, Assets, Quantitative Information [Line Items]
 
 
Fair Value Inputs, Rental Rate Factor
25.00% 
25.00% 
Fair Value Inputs, Capitalization Rates
8.00% 
8.00% 
Fair Value Inputs, Discount Rate
9.00% 
9.00% 
Fair Value Inputs, Inflation Rate
5.00% 
5.00% 
Retirement Plans Schedule Of Multiemployer Plans (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Schedule Of Multiemployer Plans [Line Items]
 
 
 
Percentage of Employees Covered by Collective Bargaining Agreements
46.00% 
 
 
Percentage of Employees Working Under Expired Collective Bargaining Agreement
17.00% 
 
 
Percentage of Employees Covered By Collective Bargaining Agreements Expiring in One Year
30.00% 
 
 
Multiemployer Plan, Withdrawal Obligation
$ 17.1 
$ 3.9 
 
Multiemployer and other plans
7.1 
9.8 
4.6 
Multiemployer Plan, Accrual Related to a Partial Plan Withdrawal
13.2 
 
 
Other Funds [Member]
 
 
 
Schedule Of Multiemployer Plans [Line Items]
 
 
 
Multiemployer and other plans
3.2 
6.2 
2.8 
Pension Plan, Defined Benefit [Member] |
Pace Industry Union Management Pension Fund [Member]
 
 
 
Schedule Of Multiemployer Plans [Line Items]
 
 
 
Entity Tax Identification Number
116166763 
 
 
Multiemployer Plan Number
001 
 
 
Multiemployer Plans, Certified Zone Status
Red 
Red 
 
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan
Implemented 
 
 
Multiemployer and other plans
$ 3.9 1
$ 3.6 1
$ 1.8 1
Multiemployer Plans, Surcharge
Yes 
 
 
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date, First
Sep. 30, 2011 
 
 
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date, Last
Aug. 02, 2017 
 
 
Contributions Exceed 5% of Total Plan Contributions
 
Yes 
Yes 
Retirement Plans Defined Contribution and Supplemental Plans (Details) (USD $)
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Contribution Plan Employer Contribution on Basic Salary, Maximum, Low End of Range
3.00% 
 
 
Defined Contribution Plan Employer Contribution on Basic Salary, Maximum, High End of Range
4.00% 
 
 
Defined Contribution Plan, Cost Recognized
$ 29,900,000 
$ 31,800,000 
$ 20,300,000 
Other Pension Plans, Postretirement or Supplemental Plans, Defined Benefit [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Nonqualified Deferred Compensation, Maximum Deferral, Senior Executive Portion
6.00% 
 
 
Defined Contribution Plan Employer Contribution, Match Per Dollar
0.50 
 
 
Pension and Other Postretirement and Postemployment Benefit Plans, Asset and Liability Balance
$ 13,300,000 
 
 
Shareholders' Equity (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Nov. 4, 2013
Common Stock [Member]
Sep. 30, 2013
Common Stock [Member]
Sep. 30, 2013
Common Class A [Member]
Sep. 30, 2012
Common Class A [Member]
Sep. 30, 2011
Common Class A [Member]
Class A Common Stock, par value
$ 0.01 
$ 0.01 
 
 
$ 0.01 
 
 
Stock Repurchase Program, Number of Shares Authorized to be Repurchased
 
 
9.2 
6.0 
 
 
 
Stock Repurchased During Period, Shares
 
 
 
 
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased
 
 
5.0 
1.8 
 
 
 
Share-Based Compensation (Details) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended 12 Months Ended 1 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Sep. 30, 2013
Restricted Stock Target Awards Potentially Issuable [Member]
Sep. 30, 2013
2004 Incentive Stock Plan, as Amended [Member]
Sep. 30, 2013
Restricted Stock, Target Awards [Member]
Sep. 30, 2013
Stock Options [Member]
Sep. 30, 2012
Stock Options [Member]
Sep. 30, 2011
Stock Options [Member]
Sep. 30, 2013
Restricted Stock, Target Awards, Issued, Not Yet Vested [Member]
Sep. 30, 2012
Restricted Stock, Target Awards, Issued, Not Yet Vested [Member]
Sep. 30, 2011
Smurfit Stone [Member]
May 27, 2011
Smurfit Stone [Member]
May 27, 2011
Smurfit Stone [Member]
Stock Options [Member]
Sep. 30, 2013
Employee Stock Purchase Plan [Member]
Sep. 30, 2013
Smurfit Stone [Member]
Restricted Stock Target Awards Potentially Issuable [Member]
Sep. 30, 2013
Smurfit-Stone Incentive Plan [Member]
May 27, 2011
Smurfit-Stone Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
 
 
 
 
7,900,000 
 
 
 
 
 
 
 
 
 
4,300,000 
 
 
4,000,000 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
 
 
 
800,000 
2,800,000 
 
 
 
 
 
 
 
 
 
700,000 
100,000 
2,600,000 
 
Allocated Share-based Compensation Expense
$ 46.5 
$ 29.2 
$ 21.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense
17.4 
11.1 
8.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Expected term (in years)
5 years 10 months 
5 years 4 months 
5 years 2 months 
 
 
 
 
 
 
 
 
 
 
3 years 6 months 
 
 
 
 
Expected volatility
44.00% 
47.30% 
46.50% 
 
 
 
 
 
 
 
 
 
 
48.80% 
 
 
 
 
Risk-free rate
1.00% 
0.80% 
2.10% 
 
 
 
 
 
 
 
 
 
 
1.10% 
 
 
 
 
Expected dividends
1.40% 
1.40% 
1.40% 
 
 
 
 
 
 
 
 
 
 
1.40% 
 
 
 
 
Shares granted
 
 
 
 
 
 
197,860 
 
 
 
 
 
 
1,314,251 
 
 
 
 
Stock Options [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares outstanding, beginning of period
 
 
 
 
 
 
1,341,969 
 
 
 
 
 
 
 
 
 
 
 
Shares granted
 
 
 
 
 
 
197,860 
 
 
 
 
 
 
1,314,251 
 
 
 
 
Shares exercised
 
 
 
 
 
 
(312,293)
 
 
 
 
 
 
 
 
 
 
 
Shares expired
 
 
 
 
 
 
(3,200)
 
 
 
 
 
 
 
 
 
 
 
Shares forfeited
 
 
 
 
 
 
(40,585)
 
 
 
 
 
 
 
 
 
 
 
Shares outstanding, end of period
 
 
 
 
 
 
1,183,751 
1,341,969 
 
 
 
 
 
 
 
 
 
 
Weighted Average Exercise Price, outstanding, beginning of period
 
 
 
 
 
 
$ 41.73 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Exercise Price, shares granted
 
 
 
 
 
 
$ 79.81 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Exercise Price, shares exercised
 
 
 
 
 
 
$ 31.83 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Exercise Price, shares expired
 
 
 
 
 
 
$ 34.50 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Exercise Price, shares forfeited
 
 
 
 
 
 
$ 66.29 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Exercise Price, outstanding, end of period
 
 
 
 
 
 
$ 49.88 
$ 41.73 
 
 
 
 
 
 
 
 
 
 
Aggregate Intrinsic Value, Outstanding at end of period
 
 
 
 
 
 
60.8 
 
 
 
 
 
 
 
 
 
 
 
Aggregate Intrinsic Value, Exercisable at end of period
 
 
 
 
 
 
46.1 
 
 
 
 
 
 
 
 
 
 
 
Shares, Exercisable at end of period
 
 
 
 
 
 
698,916 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Exercise Price, exercisable at end of period
 
 
 
 
 
 
$ 35.31 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Remaining Contractual Term, Outstanding at end of period
 
 
 
 
 
 
6 years 5 months 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Remaining Contractual Term, Exercisable
 
 
 
 
 
 
4 years 11 months 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number
 
 
 
 
 
 
1,164,815 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price
 
 
 
 
 
 
$ 49.51 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Remaining Contractual Term
 
 
 
 
 
 
6 years 5 months 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value
 
 
 
 
 
 
60.3 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value
 
 
 
 
 
 
$ 29.09 
$ 23.81 
$ 41.09 
 
 
 
 
$ 42.89 
 
 
 
 
Aggregate intrinsic value of options exercised
 
 
 
 
 
 
16.1 
13.5 
31.7 
 
 
 
 
 
 
 
 
 
Common Stock, Shares, Issued
 
 
 
 
 
 
 
 
 
100,000 
100,000 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
3 years 
 
 
 
 
3 years 
3 years 
 
 
 
 
 
 
 
 
 
 
 
Fair value of share-based awards issued in the acquisition
 
 
 
 
 
 
 
 
 
 
 
56.4 
56.4 
56.4 
 
 
 
 
Excess tax benefits from share-based compensation
6.0 
10.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee Service Share-based Compensation, Cash Received from Exercise of Stock Options
$ 13.4 
$ 17.3 
$ 34.9 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Contractual Term, Maximum
 
 
 
 
 
 
P10Y 
 
 
 
 
 
 
 
 
 
 
 
Share-Based Compensation Restricted Stock (Details) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
3 years 
 
 
Restricted Stock, Target Awards, 2012 [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Percentage of Award Based on Level of Performance Attained, Current Expected
200.00% 
 
 
Unvested, end of period
323,275 
 
 
Stock Options [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
3 years 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized
$ 5.0 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition
1 year 5 months 
 
 
Restricted Stock [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Percentage of Award Based on Level of Performance Attained, Maximum
200.00% 
 
 
Percentage of Award Based on Level of Performance Attained, Minimum
0.00% 
 
 
Percentage of Performance Based Awards Reflected
100.00% 
 
 
Unvested, beginning of period
862,675 
 
 
Granted
461,338 
410,250 
455,958 
Vested
(379,843)
(495,368)
(420,596)
Forfeited
(66,610)
 
 
Unvested, end of period
877,560 1
862,675 
 
Unvested, Weighted Average Grant Date Fair Value, beginning of period
$ 58.66 
 
 
Weighted Average Grant Date Fair Value, Granted
$ 71.60 
 
 
Weighted Average Grant Date Fair Value, Vested
$ 43.69 
 
 
Weighted Average Grant Date Fair Value, Forfeited
$ 66.42 
 
 
Unvested, Weighted Average Grant Date Fair Value, end of period
$ 71.35 1
$ 58.66 
 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized
43.9 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition
1 year 6 months 
 
 
Aggregate fair value of vested restricted stock
$ 26.6 
$ 33.6 
$ 28.0 
Restricted Stock, Non-Employee Directors [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
1 year 
 
 
Granted
11,925 2
20,700 2
20,155 2
Restricted Stock, Fiscal 2010 Target Awards, Issued and Vested in 2013 [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Percentage of Awarded Based on Performance Level Achieved
150.00% 
 
 
Restricted Stock, Attainment of Performance Conditio in Excess of Target [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Granted
120,293 3
173,028 3
Restricted Stock, Service Condition and Cash Flow to Equity Ratio Performance Condition at Target [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Granted
314,120 4
389,550 4
262,775 4
Restricted Stock, Target Awards, Issued, Not Yet Vested [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Common Stock, Shares, Issued
100,000 
100,000 
 
Restricted Stock Target Awards Potentially Issuable [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
800,000 
 
 
Restricted Stock, Target Awards, 2011 [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Percentage of Award Based on Level of Performance Attained, Current Expected
100.00% 
 
 
Unvested, end of period
225,000 
 
 
Restricted Stock, Fiscal 2008 and 2009 Target Awards, Issued or Issued and Vested in 2011 [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Percentage of Awarded Based on Performance Level Achieved
 
 
150.00% 
Restricted Stock, Target Awards [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
3 years 
 
 
Restricted Stock, Target Awards, 2013 [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Percentage of Award Based on Level of Performance Attained, Current Expected
200.00% 
 
 
Unvested, end of period
302,360 
 
 
Restricted Stock with Service Condition [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
4 years 
 
 
Granted
15,000 5
Share-Based Compensation Employee Stock Purchase Plan (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based compensation expense
$ 46.5 
$ 29.2 
$ 21.4 
Employee Stock Purchase Plan [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Purchase Date
15.00% 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
4.3 
 
 
Stock Issued During Period, Shares, Employee Stock Purchase Plans
0.1 
0.1 
0.1 
Share-based compensation expense
$ 0.7 
$ 0.6 
$ 0.5 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
0.7 
 
 
Related Party Transactions (Details) (Affiliated Entity [Member], USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Affiliated Entity [Member]
 
 
 
Related Party Transaction [Line Items]
 
 
 
Net sales to affiliated companies
$ 308.7 
$ 353.3 
$ 156.6 
Accounts receivable due from affiliated companies
$ 59.9 
$ 38.5 
 
Commitments and Contingencies (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
T
Commitments and Contingencies [Line Items]
 
Number of tons of CO2 equal to or greater than produced by facility subject to EPA rule
25,000 
Accrual for Environmental Loss Contingencies
$ 4.3 
Financial Guarantee [Member]
 
Commitments and Contingencies [Line Items]
 
Guarantor Obligations, Maximum Exposure, Undiscounted
Seven Hills [Member]
 
Commitments and Contingencies [Line Items]
 
Equity Method Investment, Ownership Percentage
49.00% 
Unrecorded Contingent Purchase Obligation, Amount
11 
Percent of Ownership Acquired, Contingent Purchase Obligation
54.00% 
Equity Method Investees [Member] |
Financial Guarantee [Member]
 
Commitments and Contingencies [Line Items]
 
Guarantor Obligations, Maximum Exposure, Undiscounted
Other Long Term Liabilities [Member]
 
Commitments and Contingencies [Line Items]
 
Accrual for Environmental Loss Contingencies
3.1 
Other Current Liabilities [Member]
 
Commitments and Contingencies [Line Items]
 
Accrual for Environmental Loss Contingencies
1.2 
Capital Addition Purchase Commitments [Member]
 
Commitments and Contingencies [Line Items]
 
Long-term Purchase Commitment, Estimated Amount
$ 98.7 
Segment Information (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Sep. 30, 2013
Operating Segments [Member]
Sep. 30, 2012
Operating Segments [Member]
Sep. 30, 2011
Operating Segments [Member]
Sep. 30, 2010
Operating Segments [Member]
Sep. 30, 2013
Corrugated Packaging [Member]
Sep. 30, 2012
Corrugated Packaging [Member]
Sep. 30, 2011
Corrugated Packaging [Member]
Sep. 30, 2010
Corrugated Packaging [Member]
Sep. 30, 2013
Consumer Packaging [Member]
Sep. 30, 2012
Consumer Packaging [Member]
Sep. 30, 2011
Consumer Packaging [Member]
Sep. 30, 2010
Consumer Packaging [Member]
Sep. 30, 2013
Recycling [Member]
Sep. 30, 2012
Recycling [Member]
Sep. 30, 2011
Recycling [Member]
Sep. 30, 2010
Recycling [Member]
Sep. 30, 2013
Assets Held-for-sale [Member]
Sep. 30, 2012
Assets Held-for-sale [Member]
Sep. 30, 2011
Assets Held-for-sale [Member]
Sep. 30, 2013
Corporate Segment [Member]
Sep. 30, 2012
Corporate Segment [Member]
Sep. 30, 2011
Corporate Segment [Member]
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales (aggregate)
 
 
 
 
 
 
 
 
 
 
 
$ 10,289.6 
$ 9,957.5 
$ 5,714.4 
 
$ 6,662.1 
$ 6,171.2 
$ 2,768.7 
 
$ 2,554.1 
$ 2,557.5 
$ 2,359.8 
 
$ 1,073.4 
$ 1,228.8 
$ 585.9 
 
 
 
 
 
 
 
Less net sales (intersegment)
 
 
 
 
 
 
 
 
 
 
 
744.2 
749.9 
314.8 
 
113.4 
121.6 
81.7 
 
25.6 
25.2 
23.5 
 
605.2 
603.1 
209.6 
 
 
 
 
 
 
 
Net sales
2,485.1 
2,448.3 
2,324.9 
2,287.1 
2,353.8 
2,303.2 
2,282.9 
2,267.7 
9,545.4 
9,207.6 
5,399.6 
9,545.4 
9,207.6 
5,399.6 
 
6,548.7 
6,049.6 
2,687.0 
 
2,528.5 
2,532.3 
2,336.3 
 
468.2 
625.7 
376.3 
 
 
 
 
 
 
 
Segment Reporting Information, Segment Income
 
 
 
 
 
 
 
 
988.9 
718.3 
531.7 
 
 
 
 
679.9 
364.0 
241.7 
 
294.6 
347.2 
275.2 
 
14.4 
7.1 
14.8 
 
 
 
 
 
 
 
Restructuring and other costs, net
(26.0)
(23.5)
(12.4)
(16.1)
(23.1)
(13.7)
(28.1)
(10.3)
(78.0)
(75.2)
(93.3)
 
 
 
 
(43.5)1
(40.9)1
(27.5)1
 
(3.9)2
2.4 2
(5.1)2
 
(10.3)3
(2.3)3
(0.1)3
 
 
 
 
 
 
 
Non-allocated expenses
 
 
 
 
 
 
 
 
(92.1)
(109.7)
(79.5)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
 
 
 
 
 
 
 
 
(106.9)
(119.7)
(88.9)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss on extinguishment of debt
(0.1)
(0.2)
(6.3)
(0.1)
(19.5)
(0.3)
(25.9)
(39.5)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income and other (expense) income, net
 
 
 
 
 
 
 
 
(0.9)
1.3 
(15.0)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income before income taxes
 
 
 
 
 
 
 
 
710.7 
389.1 
215.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Identifiable assets
10,733.4 
 
 
 
10,687.1 
 
 
 
10,733.4 
10,687.1 
10,566.0 
 
 
 
 
8,236.9 
8,300.4 
8,159.0 
 
1,811.2 
1,755.4 
1,731.9 
 
231.7 
248.9 
308.3 
 
14.3 
9.6 
31.9 
439.3 
372.8 
334.9 
Goodwill
1,862.1 
 
 
 
1,865.3 
 
 
 
1,862.1 
1,865.3 
 
1,862.1 
1,865.3 
1,839.4 
748.8 
1,447.9 
1,449.1 
1,428.3 
393.0 
361.3 
363.3 
359.8 
355.6 
52.9 
52.9 
51.3 
0.2 
 
 
 
 
 
 
Depreciation, depletion and amortization
 
 
 
 
 
 
 
 
552.2 
534.3 
278.3 
 
 
 
 
427.1 
411.0 
164.1 
 
99.2 
96.4 
91.8 
 
12.7 
13.4 
5.0 
 
 
 
 
13.2 
13.5 
17.4 
Capital expenditures
 
 
 
 
 
 
 
 
$ 440.4 
$ 452.4 
$ 199.4 
 
 
 
 
$ 306.1 
$ 327.8 
$ 74.3 
 
$ 100.6 
$ 83.7 
$ 106.3 
 
$ 11.3 
$ 10.3 
$ 14.0 
 
 
 
 
$ 22.4 
$ 30.6 
$ 4.8 
[1] The Corrugated Packaging segment current year charges are primarily associated with the closure of seven corrugated container plants acquired in the Smurfit-Stone Acquisition, on-going closure costs at previously closed facilities including the Matane, Quebec containerboard mill also acquired in the Smurfit-Stone Acquisition which were partially offset by gains on sale of previously closed facilities. The Corrugated Packaging segment charges in fiscal 2012 primarily reflect the closure of our Matane, Quebec containerboard mill, a machine taken out of operation at our Hodge, LA containerboard mill and seven corrugated container plants, all acquired in the Smurfit-Stone Acquisition and charges associated primarily with on-going closure costs at previously closed corrugated container plants acquired in the Smurfit-Stone Acquisition and our legacy Hauppauge, NY sheet plant, net of a gain on sale in fiscal 2012 primarily for our Santa Fe Springs, CA corrugated converting facility. The Corrugated Packaging Segment charges in fiscal 2011 primarily reflect the closure of six corrugated container plants also acquired in the Smurfit-Stone Acquisition. The fiscal 2012 expenses in the “Other Costs” column primarily represent repayment of energy credits and site environmental closure activities at the Matane mill. The cumulative charges primarily reflect charges associated with the closure of twenty corrugated container plants acquired in the Smurfit-Stone Acquisition, the closure of the Matane, Quebec containerboard mill, charges related to kraft paper assets at our Hodge containerboard mill we acquired in the Smurfit-Stone Acquisition, and gains and losses associated with the sale of closed facilities. We have transferred a substantial portion of each closed facility's production to our other facilities.
[2] The Consumer Packaging segment current year charges are primarily associated with the closure of a converting facility and on-going closure costs for previously closed facilities. The Consumer Packaging segment charges in fiscal 2012 primarily reflect the gain on sale of our Columbus, IN laminated paperboard converting operation and Milwaukee, WI folding carton facility and on-going closure costs associated with previously closed facilities. The Consumer Packaging segment charges in fiscal 2011 primarily reflect the closure of two facilities and on-going closure costs for previously closed facilities. The cumulative charges primarily reflect the actions mentioned above as well as closure costs at certain of five interior packaging plants. We have transferred a substantial portion of each closed facility's production to our other facilities.
Segment Information Segment Information, Geographical Information (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Revenues from External Customers, Segment Income and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 2,485.1 
$ 2,448.3 
$ 2,324.9 
$ 2,287.1 
$ 2,353.8 
$ 2,303.2 
$ 2,282.9 
$ 2,267.7 
$ 9,545.4 
$ 9,207.6 
$ 5,399.6 
Segment Reporting Information, Segment Income
 
 
 
 
 
 
 
 
988.9 
718.3 
531.7 
Foreign Operations [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers, Segment Income and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,272.5 
1,238.6 
639.0 
Segment Reporting Information, Segment Income
 
 
 
 
 
 
 
 
95.9 
48.7 
62.1 
Long-Lived Assets
$ 444.6 
 
 
 
$ 496.7 
 
 
 
$ 444.6 
$ 496.7 
$ 513.1 
Segment Reporting Information, Percentage of Net Sales to Unaffiliated Customers
 
 
 
 
 
 
 
 
13.30% 
13.50% 
11.80% 
Segment Reporting Information, Percentage of Segment Income
 
 
 
 
 
 
 
 
9.70% 
6.80% 
11.70% 
Segment Reporting Information, Percentage of Long-Lived Assets
8.00% 
 
 
 
8.90% 
 
 
 
8.00% 
8.90% 
9.30% 
Segment Information Changes in Carrying Amount of Goodwill (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Goodwill [Roll Forward]
 
 
 
Goodwill, end of period
$ 1,862.1 
$ 1,865.3 
 
Operating Segments [Member]
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Gross beginning of period
1,908.1 
1,882.2 
791.6 
Accumulated impairment losses, beginning of period
(42.8)
(42.8)
(42.8)
Goodwill, beginning of period
1,865.3 
1,839.4 
748.8 
Goodwill acquired
1.2 
33.5 
1,091.6 
Purchase price allocation adjustments
 
(10.9)
 
Translation adjustment
(4.4)
3.3 
(1.0)
Goodwill, Gross end of period
1,904.9 
1,908.1 
1,882.2 
Accumulated impairment losses, end of period
(42.8)
(42.8)
(42.8)
Goodwill, end of period
1,862.1 
1,865.3 
1,839.4 
Corrugated Packaging [Member]
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Gross beginning of period
1,449.1 
1,428.3 
393.0 
Accumulated impairment losses, beginning of period
Goodwill, beginning of period
1,449.1 
1,428.3 
393.0 
Goodwill acquired
1.2 
33.5 
1,035.4 
Purchase price allocation adjustments
 
(13.2)
 
Translation adjustment
(2.4)
0.5 
(0.1)
Goodwill, Gross end of period
1,447.9 
1,449.1 
1,428.3 
Accumulated impairment losses, end of period
Goodwill, end of period
1,447.9 
1,449.1 
1,428.3 
Consumer Packaging [Member]
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Gross beginning of period
406.1 
402.6 
398.4 
Accumulated impairment losses, beginning of period
(42.8)
(42.8)
(42.8)
Goodwill, beginning of period
363.3 
359.8 
355.6 
Goodwill acquired
5.1 
Purchase price allocation adjustments
 
0.7 
 
Translation adjustment
(2.0)
2.8 
(0.9)
Goodwill, Gross end of period
404.1 
406.1 
402.6 
Accumulated impairment losses, end of period
(42.8)
(42.8)
(42.8)
Goodwill, end of period
361.3 
363.3 
359.8 
Recycling [Member]
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Gross beginning of period
52.9 
51.3 
0.2 
Accumulated impairment losses, beginning of period
Goodwill, beginning of period
52.9 
51.3 
0.2 
Goodwill acquired
51.1 
Purchase price allocation adjustments
 
1.6 
 
Translation adjustment
Goodwill, Gross end of period
52.9 
52.9 
51.3 
Accumulated impairment losses, end of period
Goodwill, end of period
$ 52.9 
$ 52.9 
$ 51.3 
Financial Results by Quarter (Unaudited) (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Net sales
$ 2,485.1 
$ 2,448.3 
$ 2,324.9 
$ 2,287.1 
$ 2,353.8 
$ 2,303.2 
$ 2,282.9 
$ 2,267.7 
$ 9,545.4 
$ 9,207.6 
$ 5,399.6 
Gross profit
555.1 
496.7 
385.2 
409.5 
419.9 
359.8 
360.8 
392.2 
1,846.5 
1,532.7 
991.9 
Restructuring and other costs, net
26.0 
23.5 
12.4 
16.1 
23.1 
13.7 
28.1 
10.3 
78.0 
75.2 
93.3 
Loss on extinguishment of debt
(0.1)
(0.2)
(6.3)
(0.1)
(19.5)
(0.3)
(25.9)
(39.5)
Income (loss) before income taxes
256.8 
203.1 
109.1 
141.7 
120.8 
90.6 
53.3 
124.4 
710.7 
389.1 
215.5 
Consolidated net income (loss)
178.3 
141.7 
325.6 
86.9 
83.4 
59.3 
32.7 
76.8 
732.5 
252.2 
146.0 
Net income (loss) attributable to Rock-Tenn Company shareholders
176.5 
140.1 
324.7 
86.0 
82.3 
58.2 
31.9 
76.7 
727.3 
249.1 
141.1 
Basic earnings (loss) per share attributable to Rock-Tenn Company shareholders
$ 2.45 
$ 1.94 
$ 4.51 
$ 1.20 
$ 1.15 
$ 0.82 
$ 0.45 
$ 1.08 
$ 10.10 
$ 3.49 
$ 2.81 
Diluted earnings (loss) per share attributable to Rock-Tenn Company shareholders
$ 2.40 
$ 1.91 
$ 4.45 
$ 1.18 
$ 1.14 
$ 0.81 
$ 0.44 
$ 1.06 
$ 9.95 
$ 3.45 
$ 2.77 
Increase in State Tax Valuation Allowance
 
 
1.2 
 
 
 
 
 
 
 
 
Reduction in Amortization Expense Related to a Restructuring and Extension of a Steam Supply Contract
 
11.4 
 
 
 
 
 
 
 
 
 
Basic and Diluted Earnings Per Share, Increase Due to Reduction in Amortization Expense Related to a Restructuring and Extension of a Steam Supply Contract
 
$ 0.10 
 
 
 
 
 
 
 
 
 
Gain Related to Spare Parts Identified Following Acquisition
12.2 
 
 
 
 
 
 
 
 
 
 
Gain on the Termination of a Steam Supply Contract
9.2 
 
 
 
 
 
 
 
 
 
 
Gain on Partial Insurance Settlement of Property Damage Claims
8.0 
 
 
 
 
 
 
 
 
 
 
Basic and Diluted Earnings Per Share, Increase Due to Spare Parts Gain, Steam Contract Termination Gain and Partial Insurance Settlement Gain
$ 0.26 
 
 
 
 
 
 
 
 
 
 
Gain (Loss) Related to Litigation Settlement
 
 
 
 
18.2 
 
 
 
 
 
 
Basic and Diluted Earnings Per Share, Increase Due to Settlement of Paperboard Supply Agreement, Net of Legal Fees
 
 
 
 
$ 0.16 
 
 
 
 
 
 
Corrugated Packaging [Member]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
6,548.7 
6,049.6 
2,687.0 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
43.5 1
40.9 1
27.5 1
Consumer Packaging [Member]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
2,528.5 
2,532.3 
2,336.3 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
3.9 2
(2.4)2
5.1 2
Smurfit Stone [Member]
 
 
 
 
 
 
 
 
 
 
 
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions
 
 
$ 254.1 
 
 
 
 
 
$ 254.1 
 
 
Basic Earnings Per Share, Increase Due to Reversal of Tax Reserves Related to Alternative Fuel Mixture Credits
 
 
$ 3.51 
 
 
 
 
 
 
 
 
Diluted Earnings Per Share, Increase Due to Reversal of Tax Reserves Related to Alternative Fuel Mixture Credits
 
 
$ 3.47 
 
 
 
 
 
 
 
 
[1] The Corrugated Packaging segment current year charges are primarily associated with the closure of seven corrugated container plants acquired in the Smurfit-Stone Acquisition, on-going closure costs at previously closed facilities including the Matane, Quebec containerboard mill also acquired in the Smurfit-Stone Acquisition which were partially offset by gains on sale of previously closed facilities. The Corrugated Packaging segment charges in fiscal 2012 primarily reflect the closure of our Matane, Quebec containerboard mill, a machine taken out of operation at our Hodge, LA containerboard mill and seven corrugated container plants, all acquired in the Smurfit-Stone Acquisition and charges associated primarily with on-going closure costs at previously closed corrugated container plants acquired in the Smurfit-Stone Acquisition and our legacy Hauppauge, NY sheet plant, net of a gain on sale in fiscal 2012 primarily for our Santa Fe Springs, CA corrugated converting facility. The Corrugated Packaging Segment charges in fiscal 2011 primarily reflect the closure of six corrugated container plants also acquired in the Smurfit-Stone Acquisition. The fiscal 2012 expenses in the “Other Costs” column primarily represent repayment of energy credits and site environmental closure activities at the Matane mill. The cumulative charges primarily reflect charges associated with the closure of twenty corrugated container plants acquired in the Smurfit-Stone Acquisition, the closure of the Matane, Quebec containerboard mill, charges related to kraft paper assets at our Hodge containerboard mill we acquired in the Smurfit-Stone Acquisition, and gains and losses associated with the sale of closed facilities. We have transferred a substantial portion of each closed facility's production to our other facilities.
[2] The Consumer Packaging segment current year charges are primarily associated with the closure of a converting facility and on-going closure costs for previously closed facilities. The Consumer Packaging segment charges in fiscal 2012 primarily reflect the gain on sale of our Columbus, IN laminated paperboard converting operation and Milwaukee, WI folding carton facility and on-going closure costs associated with previously closed facilities. The Consumer Packaging segment charges in fiscal 2011 primarily reflect the closure of two facilities and on-going closure costs for previously closed facilities. The cumulative charges primarily reflect the actions mentioned above as well as closure costs at certain of five interior packaging plants. We have transferred a substantial portion of each closed facility's production to our other facilities.
Selected Condensed Consolidating Financial Statements of Parent, Guarantors and Non-Guarantors Guarantor Financial Data (Income Statement) (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 2,485.1 
$ 2,448.3 
$ 2,324.9 
$ 2,287.1 
$ 2,353.8 
$ 2,303.2 
$ 2,282.9 
$ 2,267.7 
$ 9,545.4 
$ 9,207.6 
$ 5,399.6 
Cost of goods sold
 
 
 
 
 
 
 
 
7,698.9 
7,674.9 
4,407.7 
Gross profit
555.1 
496.7 
385.2 
409.5 
419.9 
359.8 
360.8 
392.2 
1,846.5 
1,532.7 
991.9 
Selling, general and administrative expenses
 
 
 
 
 
 
 
 
954.3 
927.5 
541.2 
Restructuring and other costs, net
26.0 
23.5 
12.4 
16.1 
23.1 
13.7 
28.1 
10.3 
78.0 
75.2 
93.3 
Operating profit
 
 
 
 
 
 
 
 
814.2 
530.0 
357.4 
Interest expense
 
 
 
 
 
 
 
 
(106.9)
(119.7)
(88.9)
Loss on extinguishment of debt
(0.1)
(0.2)
(6.3)
(0.1)
(19.5)
(0.3)
(25.9)
(39.5)
Interest income and other (expense) income, net
 
 
 
 
 
 
 
 
(0.9)
1.3 
(15.0)
Equity in income of unconsolidated entities
 
 
 
 
 
 
 
 
4.6 
3.4 
1.5 
Equity in income of consolidated entities
 
 
 
 
 
 
 
 
Income before income taxes
256.8 
203.1 
109.1 
141.7 
120.8 
90.6 
53.3 
124.4 
710.7 
389.1 
215.5 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
21.8 
(136.9)
(69.5)
Consolidated net income
178.3 
141.7 
325.6 
86.9 
83.4 
59.3 
32.7 
76.8 
732.5 
252.2 
146.0 
Less: Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(5.2)
(3.1)
(4.9)
Net income attributable to Rock-Tenn Company shareholders
176.5 
140.1 
324.7 
86.0 
82.3 
58.2 
31.9 
76.7 
727.3 
249.1 
141.1 
Comprehensive income (loss) attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
927.3 
47.8 
(65.9)
Parent Company [Member]
 
 
 
 
 
 
 
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
(0.1)
0.1 
0.5 
Cost of goods sold
 
 
 
 
 
 
 
 
0.6 
Gross profit
 
 
 
 
 
 
 
 
(0.1)
0.1 
(0.1)
Selling, general and administrative expenses
 
 
 
 
 
 
 
 
2.3 
1.7 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
(3.6)
2.6 
19.4 
Operating profit
 
 
 
 
 
 
 
 
3.5 
(4.8)
(21.2)
Interest expense
 
 
 
 
 
 
 
 
(103.1)
(106.4)
(84.2)
Loss on extinguishment of debt
 
 
 
 
 
 
 
 
(0.1)
(25.9)
(38.6)
Interest income and other (expense) income, net
 
 
 
 
 
 
 
 
52.1 
51.7 
61.5 
Equity in income of unconsolidated entities
 
 
 
 
 
 
 
 
Equity in income of consolidated entities
 
 
 
 
 
 
 
 
753.8 
302.4 
191.2 
Income before income taxes
 
 
 
 
 
 
 
 
706.2 
217.0 
108.7 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
21.1 
32.1 
32.4 
Consolidated net income
 
 
 
 
 
 
 
 
727.3 
249.1 
141.1 
Less: Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
Net income attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
727.3 
249.1 
141.1 
Comprehensive income (loss) attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
927.3 
47.8 
(65.9)
Guarantor Subsidiaries [Member]
 
 
 
 
 
 
 
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
8,553.1 
8,225.3 
4,815.6 
Cost of goods sold
 
 
 
 
 
 
 
 
6,855.7 
6,816.5 
3,932.6 
Gross profit
 
 
 
 
 
 
 
 
1,697.4 
1,408.8 
883.0 
Selling, general and administrative expenses
 
 
 
 
 
 
 
 
839.7 
797.7 
447.6 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
67.3 
47.6 
72.7 
Operating profit
 
 
 
 
 
 
 
 
790.4 
563.5 
362.7 
Interest expense
 
 
 
 
 
 
 
 
(48.1)
(46.3)
(125.1)
Loss on extinguishment of debt
 
 
 
 
 
 
 
 
(0.9)
Interest income and other (expense) income, net
 
 
 
 
 
 
 
 
(126.7)
(147.0)
(40.4)
Equity in income of unconsolidated entities
 
 
 
 
 
 
 
 
4.6 
3.4 
1.9 
Equity in income of consolidated entities
 
 
 
 
 
 
 
 
77.4 
15.7 
44.6 
Income before income taxes
 
 
 
 
 
 
 
 
697.6 
389.3 
242.8 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
26.0 
(134.9)
(73.0)
Consolidated net income
 
 
 
 
 
 
 
 
723.6 
254.4 
169.8 
Less: Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(4.0)
(2.7)
(4.9)
Net income attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
719.6 
251.7 
164.9 
Comprehensive income (loss) attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
920.3 
46.7 
(45.6)
Non-Guarantor Subsidiaries [Member]
 
 
 
 
 
 
 
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,674.9 
1,648.3 
956.1 
Cost of goods sold
 
 
 
 
 
 
 
 
1,383.0 
1,366.1 
738.8 
Gross profit
 
 
 
 
 
 
 
 
291.9 
282.2 
217.3 
Selling, general and administrative expenses
 
 
 
 
 
 
 
 
114.6 
127.5 
91.9 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
14.3 
25.0 
1.2 
Operating profit
 
 
 
 
 
 
 
 
163.0 
129.7 
124.2 
Interest expense
 
 
 
 
 
 
 
 
(26.0)
(29.4)
(21.7)
Loss on extinguishment of debt
 
 
 
 
 
 
 
 
(0.2)
Interest income and other (expense) income, net
 
 
 
 
 
 
 
 
1.3 
0.6 
(2.3)
Equity in income of unconsolidated entities
 
 
 
 
 
 
 
 
(0.4)
Equity in income of consolidated entities
 
 
 
 
 
 
 
 
0.1 
Income before income taxes
 
 
 
 
 
 
 
 
138.1 
100.9 
99.9 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
(25.3)
(34.1)
(28.9)
Consolidated net income
 
 
 
 
 
 
 
 
112.8 
66.8 
71.0 
Less: Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(1.2)
(0.4)
Net income attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
111.6 
66.4 
71.0 
Comprehensive income (loss) attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
84.2 
63.6 
21.7 
Consolidation, Eliminations [Member]
 
 
 
 
 
 
 
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
(682.5)
(666.1)
(372.6)
Cost of goods sold
 
 
 
 
 
 
 
 
(539.8)
(507.7)
(264.3)
Gross profit
 
 
 
 
 
 
 
 
(142.7)
(158.4)
(108.3)
Selling, general and administrative expenses
 
 
 
 
 
 
 
 
Restructuring and other costs, net
 
 
 
 
 
 
 
 
Operating profit
 
 
 
 
 
 
 
 
(142.7)
(158.4)
(108.3)
Interest expense
 
 
 
 
 
 
 
 
70.3 
62.4 
142.1 
Loss on extinguishment of debt
 
 
 
 
 
 
 
 
Interest income and other (expense) income, net
 
 
 
 
 
 
 
 
72.4 
96.0 
(33.8)
Equity in income of unconsolidated entities
 
 
 
 
 
 
 
 
Equity in income of consolidated entities
 
 
 
 
 
 
 
 
(831.2)
(318.1)
(235.9)
Income before income taxes
 
 
 
 
 
 
 
 
(831.2)
(318.1)
(235.9)
Income tax benefit (expense)
 
 
 
 
 
 
 
 
Consolidated net income
 
 
 
 
 
 
 
 
(831.2)
(318.1)
(235.9)
Less: Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
Net income attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
(831.2)
(318.1)
(235.9)
Comprehensive income (loss) attributable to Rock-Tenn Company shareholders
 
 
 
 
 
 
 
 
$ (1,004.5)
$ (110.3)
$ 23.9 
Selected Condensed Consolidating Financial Statements of Parent, Guarantors and Non-Guarantors Guarantor Financial Data (Balance Sheet) (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Sep. 30, 2010
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
Cash and cash equivalents
$ 36.4 
$ 37.2 
$ 41.7 
$ 15.9 
Restricted cash
9.3 
40.6 
 
 
Accounts receivable, net
1,134.9 
1,075.6 
 
 
Inventories
937.9 
861.9 
 
 
Other current assets
297.9 
174.5 
 
 
Intercompany receivables
 
 
Total current assets
2,416.4 
2,189.8 
 
 
Net property, plant and equipment
5,554.7 
5,611.4 
 
 
Goodwill
1,862.1 
1,865.3 
 
 
Intangibles, net
699.4 
795.1 
 
 
Intercompany notes receivable
 
 
Investments in consolidated subsidiaries
 
 
Other assets
200.8 
225.5 
 
 
Assets
10,733.4 
10,687.1 
10,566.0 
 
Current portion of debt
2.9 
261.3 
 
 
Accounts payable
802.1 
708.9 
 
 
Accrued compensation and benefits
249.0 
211.4 
 
 
Other current liabilities
189.4 
226.7 
 
 
Intercompany payables
 
 
Total current liabilities
1,243.4 
1,408.3 
 
 
Long-term debt due after one year
2,841.9 
3,151.2 
 
 
Intercompany notes payable
 
 
Pension liabilities, net of current portion
975.2 
1,493.1 
 
 
Postretirement benefit liabilities, net of current portion
118.3 
154.2 
 
 
Deferred income taxes
1,063.1 
888.8 
 
 
Other long-term liabilities
165.4 
173.9 
 
 
Redeemable noncontrolling interests
13.3 
11.4 
 
 
Total Rock-Tenn Company Shareholders’ equity
4,312.3 
3,405.7 
3,371.6 
 
Noncontrolling interests
0.5 
0.5 
 
 
Total equity
4,312.8 
3,406.2 
3,372.3 
 
Liabilities and Equity
10,733.4 
10,687.1 
 
 
Parent Company [Member]
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
Cash and cash equivalents
14.8 
Restricted cash
9.3 
40.6 
 
 
Accounts receivable, net
 
 
Inventories
 
 
Other current assets
20.3 
33.2 
 
 
Intercompany receivables
56.3 
396.8 
 
 
Total current assets
100.7 
470.6 
 
 
Net property, plant and equipment
 
 
Goodwill
 
 
Intangibles, net
 
 
Intercompany notes receivable
503.5 
768.0 
 
 
Investments in consolidated subsidiaries
6,230.4 
5,642.3 
 
 
Other assets
42.2 
42.9 
 
 
Assets
6,876.8 
6,923.8 
 
 
Current portion of debt
202.9 
 
 
Accounts payable
 
 
Accrued compensation and benefits
 
 
Other current liabilities
15.3 
43.7 
 
 
Intercompany payables
0.5 
602.4 
 
 
Total current liabilities
15.8 
849.0 
 
 
Long-term debt due after one year
2,391.1 
2,555.7 
 
 
Intercompany notes payable
152.9 
109.3 
 
 
Pension liabilities, net of current portion
 
 
Postretirement benefit liabilities, net of current portion
 
 
Deferred income taxes
 
 
Other long-term liabilities
4.7 
4.1 
 
 
Redeemable noncontrolling interests
 
 
Total Rock-Tenn Company Shareholders’ equity
4,312.3 
3,405.7 
 
 
Noncontrolling interests
 
 
Total equity
4,312.3 
3,405.7 
 
 
Liabilities and Equity
6,876.8 
6,923.8 
 
 
Guarantor Subsidiaries [Member]
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
Cash and cash equivalents
1.2 
3.6 
0.6 
Restricted cash
 
 
Accounts receivable, net
84.7 
110.5 
 
 
Inventories
779.6 
700.1 
 
 
Other current assets
265.7 
142.8 
 
 
Intercompany receivables
26.8 
793.1 
 
 
Total current assets
1,158.0 
1,746.5 
 
 
Net property, plant and equipment
5,098.5 
5,102.9 
 
 
Goodwill
1,762.6 
1,761.4 
 
 
Intangibles, net
688.2 
782.9 
 
 
Intercompany notes receivable
645.9 
403.3 
 
 
Investments in consolidated subsidiaries
364.0 
365.8 
 
 
Other assets
124.9 
123.6 
 
 
Assets
9,842.1 
10,286.4 
 
 
Current portion of debt
 
 
Accounts payable
733.2 
642.4 
 
 
Accrued compensation and benefits
220.9 
178.2 
 
 
Other current liabilities
148.8 
160.7 
 
 
Intercompany payables
76.6 
658.0 
 
 
Total current liabilities
1,179.5 
1,639.3 
 
 
Long-term debt due after one year
 
 
Intercompany notes payable
469.1 
733.9 
 
 
Pension liabilities, net of current portion
811.8 
1,283.0 
 
 
Postretirement benefit liabilities, net of current portion
74.3 
102.1 
 
 
Deferred income taxes
1,061.0 
861.3 
 
 
Other long-term liabilities
157.4 
166.5 
 
 
Redeemable noncontrolling interests
8.1 
7.5 
 
 
Total Rock-Tenn Company Shareholders’ equity
6,080.4 
5,492.3 
 
 
Noncontrolling interests
0.5 
0.5 
 
 
Total equity
6,080.9 
5,492.8 
 
 
Liabilities and Equity
9,842.1 
10,286.4 
 
 
Non-Guarantor Subsidiaries [Member]
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
Cash and cash equivalents
20.4 
37.2 
38.1 
15.3 
Restricted cash
 
 
Accounts receivable, net
1,098.0 
1,026.6 
 
 
Inventories
158.3 
161.8 
 
 
Other current assets
32.1 
25.7 
 
 
Intercompany receivables
44.5 
148.2 
 
 
Total current assets
1,353.3 
1,399.5 
 
 
Net property, plant and equipment
456.2 
508.5 
 
 
Goodwill
99.5 
103.9 
 
 
Intangibles, net
11.2 
12.2 
 
 
Intercompany notes receivable
1.3 
0.7 
 
 
Investments in consolidated subsidiaries
 
 
Other assets
41.7 
59.0 
 
 
Assets
1,963.2 
2,083.8 
 
 
Current portion of debt
2.9 
58.4 
 
 
Accounts payable
116.7 
128.0 
 
 
Accrued compensation and benefits
28.1 
33.2 
 
 
Other current liabilities
45.5 
49.5 
 
 
Intercompany payables
50.5 
77.7 
 
 
Total current liabilities
243.7 
346.8 
 
 
Long-term debt due after one year
450.8 
595.5 
 
 
Intercompany notes payable
528.7 
328.8 
 
 
Pension liabilities, net of current portion
163.4 
210.1 
 
 
Postretirement benefit liabilities, net of current portion
44.0 
52.1 
 
 
Deferred income taxes
10.1 
27.5 
 
 
Other long-term liabilities
3.3 
3.3 
 
 
Redeemable noncontrolling interests
5.2 
3.9 
 
 
Total Rock-Tenn Company Shareholders’ equity
514.0 
515.8 
 
 
Noncontrolling interests
 
 
Total equity
514.0 
515.8 
 
 
Liabilities and Equity
1,963.2 
2,083.8 
 
 
Consolidation, Eliminations [Member]
 
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
Cash and cash equivalents
Restricted cash
 
 
Accounts receivable, net
(47.8)
(61.5)
 
 
Inventories
 
 
Other current assets
(20.2)
(27.2)
 
 
Intercompany receivables
(127.6)
(1,338.1)
 
 
Total current assets
(195.6)
(1,426.8)
 
 
Net property, plant and equipment
 
 
Goodwill
 
 
Intangibles, net
 
 
Intercompany notes receivable
(1,150.7)
(1,172.0)
 
 
Investments in consolidated subsidiaries
(6,594.4)
(6,008.1)
 
 
Other assets
(8.0)
 
 
Assets
(7,948.7)
(8,606.9)
 
 
Current portion of debt
 
 
Accounts payable
(47.8)
(61.5)
 
 
Accrued compensation and benefits
 
 
Other current liabilities
(20.2)
(27.2)
 
 
Intercompany payables
(127.6)
(1,338.1)
 
 
Total current liabilities
(195.6)
(1,426.8)
 
 
Long-term debt due after one year
 
 
Intercompany notes payable
(1,150.7)
(1,172.0)
 
 
Pension liabilities, net of current portion
 
 
Postretirement benefit liabilities, net of current portion
 
 
Deferred income taxes
(8.0)
 
 
Other long-term liabilities
 
 
Redeemable noncontrolling interests
 
 
Total Rock-Tenn Company Shareholders’ equity
(6,594.4)
(6,008.1)
 
 
Noncontrolling interests
 
 
Total equity
(6,594.4)
(6,008.1)
 
 
Liabilities and Equity
$ (7,948.7)
$ (8,606.9)
 
 
Selected Condensed Consolidating Financial Statements of Parent, Guarantors and Non-Guarantors Guarantor Financial Data (Cash Flow) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2013
Sep. 30, 2012
Sep. 30, 2011
Condensed Financial Statements, Captions [Line Items]
 
 
 
Net cash provided by (used for) operating activities
$ 1,032.5 
$ 656.7 
$ 461.7 
Capital expenditures
(440.4)
(452.4)
(199.4)
Cash paid for the purchase of a leased facility
(17.0)
Cash paid for purchase of business, net of cash acquired
(6.3)
(125.6)
(1,300.1)
Investment in unconsolidated entities
(0.1)
(1.7)
(2.0)
Return of capital from unconsolidated entities
1.0 
1.8 
1.0 
Proceeds from sale of property, plant and equipment
26.8 
40.5 
8.6 
Proceeds from property, plant and equipment insurance settlement
15.4 
10.2 
0.5 
Intercompany notes issued
Intercompany notes proceeds
Intercompany capital investment
 
Intercompany return of capital
Net cash provided by (used for) investing activities
(403.6)
(544.2)
(1,491.4)
Proceeds from issuance of notes
1,442.2 
Additions to revolving credit facilities
99.0 
748.1 
802.6 
Repayments of revolving credit facilities
(146.2)
(759.8)
(564.5)
Additions to debt
277.0 
326.6 
2,877.4 
Repayments of debt
(787.4)
(1,803.6)
(1,966.3)
Debt issuance costs
(2.0)
(16.2)
(43.8)
Cash paid for debt extinguishment costs
(0.1)
(14.0)
(37.9)
Issuances of common stock, net of related minimum tax withholdings
3.5 
5.2 
25.2 
Excess tax benefits from share-based compensation
6.0 
10.0 
Advances from (repayments to) consolidated entities
Advances from (repayments to) unconsolidated entity
1.2 
0.2 
1.7 
Cash dividends paid to shareholders
(75.3)
(56.5)
(37.6)
Cash distributions paid to noncontrolling interests
(4.9)
(0.8)
(5.2)
Intercompany notes borrowing
Intercompany notes payments
Intercompany capital receipt
 
Intercompany capital return
Intercompany dividends
Net cash (used for) provided by financing activities
(629.2)
(118.6)
1,051.6 
Effect of exchange rate changes on cash and cash equivalents
(0.5)
1.6 
3.9 
Cash and Cash Equivalents, Period Increase (Decrease)
(0.8)
(4.5)
25.8 
Cash and cash equivalents at beginning of period
37.2 
41.7 
15.9 
Cash and cash equivalents at end of period
36.4 
37.2 
41.7 
Parent Company [Member]
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
Net cash provided by (used for) operating activities
409.0 
132.9 
50.3 
Capital expenditures
Cash paid for the purchase of a leased facility
 
 
Cash paid for purchase of business, net of cash acquired
(93.5)
(1,300.1)
Investment in unconsolidated entities
Return of capital from unconsolidated entities
Proceeds from sale of property, plant and equipment
Proceeds from property, plant and equipment insurance settlement
Intercompany notes issued
(468.8)
(36.1)
(16.7)
Intercompany notes proceeds
732.8 
27.6 
174.4 
Intercompany capital investment
 
(89.3)
(1,171.7)
Intercompany return of capital
0.8 
378.9 
102.3 
Net cash provided by (used for) investing activities
264.8 
187.6 
(2,211.8)
Proceeds from issuance of notes
 
1,442.2 
 
Additions to revolving credit facilities
74.3 
687.4 
553.2 
Repayments of revolving credit facilities
(86.9)
(674.4)
(562.5)
Additions to debt
227.1 
2,225.0 
Repayments of debt
(355.6)
(1,527.6)
(626.6)
Debt issuance costs
(1.0)
(16.2)
(43.8)
Cash paid for debt extinguishment costs
(0.1)
(14.0)
(37.9)
Issuances of common stock, net of related minimum tax withholdings
3.5 
5.2 
25.2 
Excess tax benefits from share-based compensation
 
Advances from (repayments to) consolidated entities
(261.5)
(470.6)
657.9 
Advances from (repayments to) unconsolidated entity
Cash dividends paid to shareholders
(75.3)
(56.5)
(37.6)
Cash distributions paid to noncontrolling interests
Intercompany notes borrowing
43.6 
76.9 
17.5 
Intercompany notes payments
(8.9)
Intercompany capital receipt
 
Intercompany capital return
Intercompany dividends
Net cash (used for) provided by financing activities
(659.0)
(320.5)
2,161.5 
Effect of exchange rate changes on cash and cash equivalents
Cash and Cash Equivalents, Period Increase (Decrease)
14.8 
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
14.8 
Guarantor Subsidiaries [Member]
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
Net cash provided by (used for) operating activities
1,053.2 
540.0 
1,051.6 
Capital expenditures
(419.4)
(426.5)
(172.2)
Cash paid for the purchase of a leased facility
 
(17.0)
 
Cash paid for purchase of business, net of cash acquired
(6.3)
(32.1)
Investment in unconsolidated entities
(0.1)
(1.7)
(2.0)
Return of capital from unconsolidated entities
1.0 
1.8 
0.8 
Proceeds from sale of property, plant and equipment
16.0 
17.9 
7.4 
Proceeds from property, plant and equipment insurance settlement
15.4 
10.2 
0.5 
Intercompany notes issued
(562.6)
(156.2)
(39.5)
Intercompany notes proceeds
319.9 
1.8 
270.0 
Intercompany capital investment
 
(207.1)
Intercompany return of capital
0.4 
2.1 
Net cash provided by (used for) investing activities
(635.7)
(601.8)
(140.0)
Proceeds from issuance of notes
 
 
Additions to revolving credit facilities
Repayments of revolving credit facilities
Additions to debt
Repayments of debt
(28.8)
(1,169.1)
Debt issuance costs
Cash paid for debt extinguishment costs
Issuances of common stock, net of related minimum tax withholdings
Excess tax benefits from share-based compensation
6.0 
10.0 
 
Advances from (repayments to) consolidated entities
185.4 
505.9 
(598.5)
Advances from (repayments to) unconsolidated entity
1.2 
0.2 
1.7 
Cash dividends paid to shareholders
Cash distributions paid to noncontrolling interests
Intercompany notes borrowing
467.8 
35.6 
Intercompany notes payments
(732.6)
(10.0)
(174.4)
Intercompany capital receipt
 
39.3 
1,136.7 
Intercompany capital return
(0.8)
(378.9)
(102.3)
Intercompany dividends
(343.3)
(115.1)
(2.7)
Net cash (used for) provided by financing activities
(416.3)
58.2 
(908.6)
Effect of exchange rate changes on cash and cash equivalents
Cash and Cash Equivalents, Period Increase (Decrease)
1.2 
(3.6)
3.0 
Cash and cash equivalents at beginning of period
3.6 
0.6 
Cash and cash equivalents at end of period
1.2 
3.6 
Non-Guarantor Subsidiaries [Member]
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
Net cash provided by (used for) operating activities
(43.4)
151.4 
(601.1)
Capital expenditures
(21.0)
(25.9)
(27.2)
Cash paid for the purchase of a leased facility
 
 
Cash paid for purchase of business, net of cash acquired
Investment in unconsolidated entities
Return of capital from unconsolidated entities
0.2 
Proceeds from sale of property, plant and equipment
10.8 
22.6 
1.2 
Proceeds from property, plant and equipment insurance settlement
Intercompany notes issued
Intercompany notes proceeds
8.9 
Intercompany capital investment
 
Intercompany return of capital
Net cash provided by (used for) investing activities
(10.2)
(3.3)
(16.9)
Proceeds from issuance of notes
 
 
Additions to revolving credit facilities
24.7 
60.7 
249.4 
Repayments of revolving credit facilities
(59.3)
(85.4)
(2.0)
Additions to debt
277.0 
99.5 
652.4 
Repayments of debt
(431.8)
(247.2)
(170.6)
Debt issuance costs
(1.0)
Cash paid for debt extinguishment costs
Issuances of common stock, net of related minimum tax withholdings
Excess tax benefits from share-based compensation
 
Advances from (repayments to) consolidated entities
76.1 
(35.3)
(59.4)
Advances from (repayments to) unconsolidated entity
Cash dividends paid to shareholders
Cash distributions paid to noncontrolling interests
(4.9)
(0.8)
(5.2)
Intercompany notes borrowing
520.0 
79.8 
38.7 
Intercompany notes payments
(320.1)
(19.4)
(270.0)
Intercompany capital receipt
 
50.0 
242.1 
Intercompany capital return
(0.4)
(2.1)
Intercompany dividends
(43.0)
(52.5)
(36.4)
Net cash (used for) provided by financing activities
37.3 
(150.6)
636.9 
Effect of exchange rate changes on cash and cash equivalents
(0.5)
1.6 
3.9 
Cash and Cash Equivalents, Period Increase (Decrease)
(16.8)
(0.9)
22.8 
Cash and cash equivalents at beginning of period
37.2 
38.1 
15.3 
Cash and cash equivalents at end of period
20.4 
37.2 
38.1 
Consolidation, Eliminations [Member]
 
 
 
Condensed Financial Statements, Captions [Line Items]
 
 
 
Net cash provided by (used for) operating activities
(386.3)
(167.6)
(39.1)
Capital expenditures
Cash paid for the purchase of a leased facility
 
 
Cash paid for purchase of business, net of cash acquired
Investment in unconsolidated entities
Return of capital from unconsolidated entities
Proceeds from sale of property, plant and equipment
Proceeds from property, plant and equipment insurance settlement
Intercompany notes issued
1,031.4 
192.3 
56.2 
Intercompany notes proceeds
(1,052.7)
(29.4)
(453.3)
Intercompany capital investment
 
89.3 
1,378.8 
Intercompany return of capital
(1.2)
(378.9)
(104.4)
Net cash provided by (used for) investing activities
(22.5)
(126.7)
877.3 
Proceeds from issuance of notes
 
 
Additions to revolving credit facilities
Repayments of revolving credit facilities
Additions to debt
Repayments of debt
Debt issuance costs
Cash paid for debt extinguishment costs
Issuances of common stock, net of related minimum tax withholdings
Excess tax benefits from share-based compensation
 
Advances from (repayments to) consolidated entities
Advances from (repayments to) unconsolidated entity
Cash dividends paid to shareholders
Cash distributions paid to noncontrolling interests
Intercompany notes borrowing
(1,031.4)
(192.3)
(56.2)
Intercompany notes payments
1,052.7 
29.4 
453.3 
Intercompany capital receipt
 
(89.3)
(1,378.8)
Intercompany capital return
1.2 
378.9 
104.4 
Intercompany dividends
386.3 
167.6 
39.1 
Net cash (used for) provided by financing activities
408.8 
294.3 
(838.2)
Effect of exchange rate changes on cash and cash equivalents
Cash and Cash Equivalents, Period Increase (Decrease)
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
$ 0 
$ 0 
$ 0