ANNUAL
REPORT
2022
REPORT TO SHAREHOLDERS
While we look back at 2022 as an absolute record year for Winpak, both in terms of revenue and net income, critical challenges were numerous and
strained many activities. The availability of human resources in the beginning of the year was constrained by the COVID-19 pandemic’s impact on
absenteeism, slowly easing in the course of the year. However, access to human capital for operations remained tight and impacted productivity across
all our stakeholders, and certainly within Winpak. Efforts to broaden inclusion and acceptance of diversity had a positive impact, yet more needs to be
accomplished.
Certain resin raw materials were in short supply and remained on allocation in some instances. Following the closure of Chinese mills in the latter part of
2021, global aluminum foil availability was severely reduced. The brittleness of the supply chain in the fi rst half of the year dramatically affected both our
ability to supply high demand levels and impeded our productivity through short runs and permanent schedule breaks. While some specialty feedstocks
are still on short supply, pressure on major commodity resin pricing has eased somewhat, relieving exhausted customers from the constant price pass-
through pressure.
Once again, Winpak’s supply chain, operations, technical services and customer service teams, in all business units, turned these challenges into a
competitive advantage and have shown incredible creativity and resilience. No effort was spared to improve our service levels, at times at tremendous
costs to our operations, and in parallel, optimized the performance of our operations.
Environmental, Social and Governance (ESG) is back at the forefront as pandemic related disruptions fade away. The positive economic environment
in the latter part of 2021 that persisted into the very early days of 2022, despite infl ationary pressure, put the focus on sustainability pledges, a priority
for customers and investors alike. Winpak’s focus on offering a recycle-ready solution for all our product groups by 2025 is well on track. Similarly,
the development of high-barrier, renewable materials, either made of natural fi bres or from organic by-products, are reaching pre-production maturity.
Products containing post-consumer recycled (PCR) content are becoming available. The Company is very proud of its Carbon Disclosure Project score
of A-minus in 2022, which puts us amongst the leaders of our industry. Today, approximately one-third of Winpak’s revenue stems from environmentally
sound, recycle-ready packages.
Global supply chains, energy availability and costs in the wake of the war in Ukraine and other geopolitical tensions, persistent infl ationary pressure and
fear of a recession have lowered the economic outlook and thereby the investments in packaging equipment by our customers.
The 2022 net income attributable to equity holders of the Company reached $128.3 million, eclipsing the $103.8 million achieved in 2021, an increase of
23.6 percent, while revenue soared to $1,181.1 million, an increase over 2021 of 17.9 percent. These new records stem from of a blend of very strong
volume growth in our modifi ed atmosphere packaging (MAP) product group and from company-wide selling price increases. Volume in our rigid container
and fl exible lidding business was impacted by diffi culties in sourcing aluminum foil for lidding activities, which also depressed sales of the associated rigid
containers. Some activities were restrained in the latter part of the year due to inventory overstock situations at many customers. Company-wide volume
growth was 0.6 percent. Gross profi t reached $331.8 million, a 20.9 percent improvement over 2021.
During the course of 2022, many of the 2021 initiatives to add capacity in extrusion coating equipment, sheet and thermoforming line upgrades from
polystyrene to polypropylene, automated die-cutters, in-mold label injection molding, spouted pouch production, laser-etched reclosable packaging to
name a few were ramped up, while our engineering teams were busy preparing the next wave of installations and investments earmarked for 2023.
Prolonged equipment lead time due to supply chain limitations around electronic components have pushed back some of the new equipment installations.
The MAP business at the Winnipeg, Manitoba facility grew in double digits across North America, setting a new record for revenue and profi tability. New
capacity came on board in the latter part of 2021, which was almost instantly sold out, but additional capacity will be installed in the latter part of 2023.
The new generation recyclable high-barrier mono-material thermoformable structures appear to outpace expectations in terms of performance at costs
comparable with existing non-recyclable, higher carbon footprint solutions. The business is gearing up for another site expansion.
The facility in Querétaro, Mexico has been a key driver of growth and profi tability, consolidating Winpak’s presence in the Mexican market with its new
print technology, geared towards highly sophisticated, high-resolution print designs.
American Biaxis Inc., the sole producer of biaxially oriented polyamide (nylon) fi lms in North America, had strong volume demand for the fi rst three
quarters of 2022 and saw volumes receding in the latter part of the year due to excess inventory situations at many customers and a slowdown of some
market segments as consumption under infl ationary pressure was tamed. The qualifi cation of the new high-tech nylon line made signifi cant progress late
in the year which bodes well for 2023.
The trends for the healthcare market remain favorable, fueled by an aging population, sophisticated therapies, medical devices, and growth in generic
drugs to contain healthcare costs. The market slowdown experienced during the pandemic appears to be behind us and signifi cant volume growth was
accomplished via Winpak Heat Seal and Winpak Control Group activities, spurred by the vertical integration of base material manufacturing at historic
Winpak sites, along with exceptional customer service from Winpak Control Group.
The rigid container business, which consists of the production of plastic sheets and thermoformed barrier containers performed to record levels operationally
despite seeing volumes drop below expectations in the specialty beverage market and in applications where the shortfall of lidding availability hampered
cup or tray sales. As with fl exible packaging, the trend towards recycle-ready containers, the introduction of PCR content or materials from renewable
sources is an area of prime focus with our customers, keen to reduce their environmental footprint. Our new injection molding center for containers with
in-mold label capabilities has been commissioned and the fi rst approved commercial application will launch in 2023.
1
REPORT TO SHAREHOLDERS
The Company’s product offering as a system of highly technical fl exible lidding solutions, combined with rigid containers, whether in die-cut or roll-fed
form, foil-based or high-barrier plastics, sets Winpak apart in the industry. Our roll-fed fl exible lidding and sachet products manufactured at our Vaudreuil-
Dorion, Quebec facility complements our large die-cut lid presence which has been negatively impacted by the shortage of aluminum foil supply on a
global basis, besides some allocations and other limitations with key specialty resins. The supply situation improved in the latter part of the year and no
effort is spared to regain lost ground. Employment in Quebec remains tight for night and weekend shifts, yet is slowly improving.
The packaging machinery business still meanders through supply chain shortages and demand slowed in the second half of the year because of increased
cost of capital and the economic outlook. The parts and service component of the business helped maintain profi tability at the 2021 level. Now located in
its new site in Rialto, California, three new machine types have been engineered and reached commercial level, which sets an excellent foundation once
the opportunity for growth in the market resumes. The focus remains on system sales, combining the sale of packaging consumables with machinery.
The supply chain crisis, particularly for aluminum foil, as well as the COVID-19 pandemic in the early part of the year, demanded the utmost from every
Winpak employee to maintain our commitment to exceptional service levels. Despite these hurdles, we maintained focus on our strategic expansions in
all market segments of the Company and grew volumes at a remarkable rate where we weren’t hindered by supply tightness. Winpak also launched an
initiative around diversity, equality, and inclusion to make everyone, regardless of who they are or what they do for the Company, feel equally involved
and supported in all areas of the workplace and to foster and create more innovative approaches in terms of how business is conducted throughout
the organization. Our portfolio of new sustainable products and other new products, fostered by new technologies, will spur steady, future growth.
Investments in research and development initiatives and capital for new technologies and increased capacity are placing the Company in a strong position
for growth as our customers increasingly regain their ability to qualify Winpak packaging materials.
O.Y. Muggli
President and Chief Executive Offi cer
Winnipeg, Canada
February 28, 2023
2
REVIEW
(Values expressed in US dollars)
Operating results ($ million except earnings per share)
Revenue
Income from operations
EBITDA (1)
Net income attributable to equity holders of the Company
Earnings per share (cents) (2)
Investments and assets ($ million)
Investments in property, plant and equipment
Business acquisition
Total assets
Financial position
2022
2021
2020
2019
2018
1,181.1
1,002.0
172.3
220.0
128.3
197
49.1
-
142.4
187.8
103.8
160
48.3
-
852.5
146.8
191.5
106.3
164
51.3
-
873.8
155.0
198.5
114.8
177
58.1
42.7
889.6
150.1
190.2
108.9
168
71.2
-
1,462.5
1,321.7
1,332.6
1,212.4
1,088.9
Net return on opening equity attributable to equity holders of the Company
Return on opening invested capital (3)
11.9%
20.9%
9.2%
19.1%
10.3%
20.1%
12.5%
23.4%
13.3%
24.7%
Basis of Presentation
•
The Company’s fi scal year is usually 52 weeks in duration, but includes a 53rd week every fi ve to six years. All years presented on pages 3 and 4
were 52 weeks in duration, with the exception of 2012 and 2017, which were 53 weeks in duration.
All years presented on pages 3 and 4 are in accordance with International Financial Reporting Standards (IFRS).
•
Defi nitions
(1) EBITDA (income before interest, tax, depreciation and amortization) is not a recognized measure under IFRS. Management believes that in addition
to net income attributable to equity holders of the Company, EBITDA is a useful supplemental measure as it provides investors with an indication of cash
available for distribution prior to debt service, capital expenditures, payment of lease liabilities and income taxes. Investors should be cautioned, however,
that EBITDA should not be construed as an alternative to net income attributable to equity holders of the Company determined in accordance with IFRS
as an indicator of the Company’s performance. The Company’s method of calculating EBITDA may differ from other companies and, accordingly, EBITDA
may not be comparable to measures used by other companies. Refer to the section entitled Selected Financial Information on page 5 of this document
for the calculation of EBITDA from 2020 to 2022.
(2) In 2017, a one-time income tax recovery of 17 cents per share was recorded due to the revaluation of deferred tax asset and liability balances within
the US operations as a result of US tax reform enacted in December 2017.
(3) Return on opening invested capital is defi ned as income from operations divided by invested capital, which is defi ned as the sum of total debt, equity,
net deferred tax liability, and accumulated goodwill amortization.
3
REVIEW
CAPEX
% of Revenue
4
MANAGEMENT’S DISCUSSION AND ANALYSIS
Forward-looking statements: Certain statements made in the following Management’s Discussion and Analysis contain forward-looking statements
including, but not limited to, statements concerning possible or assumed future results of operations of the Company. Forward-looking statements
represent the Company’s intentions, plans, expectations and beliefs, and are not guarantees of future performance. Such forward-looking statements
represent Winpak’s current views based on information as at the date of this report. They involve risks, uncertainties and assumptions and the Company’s
actual results could differ, which in some cases may be material, from those anticipated in these forward-looking statements. Factors that could cause
results to differ from those expected include, but are not limited to: the terms, availability and costs of acquiring raw materials and the ability to pass
on price increases to customers; ability to negotiate contracts with new customers or renew existing customer contracts with less favorable terms;
timely response to changes in customer product needs and market acceptance of our products; the potential loss of business or increased costs due to
customer or vendor consolidation; competitive pressures, including new product development; industry capacity, and changes in competitors’ pricing;
ability to maintain or increase productivity levels; ability to contain or reduce costs; foreign currency exchange rate fl uctuations; changes in governmental
regulations, including environmental, health and safety; changes in Canadian and foreign income tax rates, income tax laws and regulations. In addition,
factors arising as a result of the Coronavirus (COVID-19) global pandemic that could cause results to differ from those expected include, but are not
limited to: potential government actions, changes in consumer behaviors and demand, changes in customer requirements, disruptions of the Company’s
suppliers and supply chain, availability of personnel and uncertainty about the extent and duration of the pandemic. Unless otherwise required by
applicable securities law, Winpak disclaims any intention or obligation to publicly update or revise this information, whether as a result of new information,
future events or otherwise. The Company cautions investors not to place undue reliance upon forward-looking statements.
General Information
The following discussion and analysis dated February 28, 2023 was prepared by management and should be read in conjunction with the consolidated
fi nancial statements prepared in accordance with International Financial Reporting Standards (IFRS). The following discussion and analysis is presented
in US dollars except where otherwise noted. The consolidated fi nancial statements include the accounts of all subsidiaries. The Company’s functional
and reporting currency is the US dollar. The Company has fi led a separate Management’s Discussion and Analysis for its fourth quarter of 2022, which
is available on the Company’s website at www.winpak.com or on SEDAR at www.sedar.com.
The fi scal year of the Company ends on the last Sunday of the calendar year. As a result, the Company’s fi scal year is usually 52 weeks in duration, but
includes a 53rd week every fi ve to six years. The 2022 and 2021 fi scal years are both comprised of 52 weeks.
Company Overview
The Company provides three distinct types of packaging technologies: a) fl exible packaging, b) rigid packaging and fl exible lidding and c) packaging
machinery. Each is deemed to be a separate operating segment.
The fl exible packaging segment includes the modifi ed atmosphere packaging, specialty fi lms and biaxially oriented nylon product groups. Modifi ed
atmosphere packaging extends the shelf life of perishable foods, while at the same time maintains or improves the quality of the product. The packaging
is used for a wide range of markets and applications, including fresh and processed meats, poultry, cheese, medical device packaging, high performance
pouch applications and high-barrier fi lms for converting applications. Specialty fi lms include a full line of barrier and non-barrier fi lms which are ideal for
converting applications such as printing, laminating and bag making, including shrink bags. Biaxially oriented nylon fi lm is stretched by length and width
to add stability for further conversion using printing, metalizing or laminating processes and is ideal for food packaging applications such as cheese, fl uid
and viscous liquids, and industrial applications such as book covers and balloons.
The rigid packaging and fl exible lidding segment includes the rigid containers, lidding and specialized printed packaging product groups. Rigid containers
include portion control and single-serve containers, as well as plastic sheet, custom and retort trays, which are used for applications such as food, pet
food, beverage, dairy, industrial and healthcare. Lidding products are available in die-cut, daisy chain and rollstock formats and are used for applications
such as food, dairy, beverage, pet food, industrial and healthcare. Specialized printed packaging provides packaging solutions to the pharmaceutical,
healthcare, nutraceutical, cosmetic and personal care markets.
Packaging machinery includes a full line of horizontal fi ll/seal machines for preformed containers and vertical form/fi ll/seal pouch machines for pumpable
liquid and semi-liquid products and certain dry products.
Selected Financial Information
Millions of US dollars, except per share and margin amounts
Revenue
Income from operations
Net income attributable to equity holders of the Company
Gross profi t margin
Earnings per share (cents)
Reconciliation of EBITDA
Net income
Income tax expense
Net fi nance (income) expense
Depreciation and amortization
EBITDA
5
2022
1,181.1
172.3
128.3
28.1%
197
128.2
45.9
(1.8)
47.7
220.0
2021
1,002.0
142.4
103.8
27.4%
160
106.3
35.3
0.8
45.4
187.8
2020
852.5
146.8
106.3
30.9%
164
108.9
38.8
(1.0)
44.8
191.5
Highlights
∆ For the second year in a row, the level of revenue achieved represented the highest in the Company’s history. Revenue grew by $179.1 million
or 17.9 percent from 2021 to $1,181.1 million. Revenue growth refl ected the signifi cant infl uence of selling price and mix changes of $176.6
million.
∆ In dollar terms, gross profi t advanced by a remarkable 20.9 percent compared to the prior year whereas sales volume gains were less than
1 percent. The substantial expansion in the spread between selling prices and raw material costs was only somewhat counteracted by the
margin contraction attributable to the rate at which sales volumes increased in relation to the rise in manufacturing costs. After escalating by
43.8 percent in 2021, the annual average cost of raw materials purchased by the Company climbed by a further 9.4 percent in 2022. Towards
the end of 2022, costs began to recede as additional producer supply became available and the global demand for the Company’s key resins
declined because of the weakened global economic environment.
∆ Higher personnel and pre-production costs, along with elevated freight and distribution costs, contributed to the heightened operating
expenses. In addition, expected credit loss expenses on trade and other receivables were in contrast to the credit loss recoveries recorded in
2021. Overall, these items reduced earnings per share by 26.5 cents.
∆ Net income attributable to equity holders of the Company of $128.3 million was an all-time high for Winpak, surpassing the 2021 result by 23.6
percent. The exceptional result was largely a function of the sizeable progression in gross profi t.
∆ Capital expenditures in 2022 amounted to $49.1 million, highlighted by spending relating to the injection molded container endeavor, the
purchase of land and building next to the Winnipeg, Manitoba modifi ed atmosphere packaging operation and new conversion capacity.
∆ Cash and cash equivalents ended the year at $398.7 million, an increase of $21.2 million from the start of the year, despite the net investment
increase in working capital of $116.4 million. The Company generated $77.6 million in cash fl ow from operating activities, which was more than
suffi cient to fund $49.1 million in capital projects and $6.0 million in regular dividends. The Company will utilize its cash resources on hand
and generate additional cash fl ow from operations to fund its investing and operating activities in 2023. In addition, management will continue
to evaluate strategic acquisition opportunities in concert with implementing the organic capital investment program, all focused on enhancing
long-term shareholder value. There are no short-term borrowings or long-term debt outstanding.
6
MANAGEMENT’S DISCUSSION AND ANALYSIS
Results of Operations
Components of total increase (decrease) in earnings per share (EPS)
Organic growth
Gross profi t margins
Operating expenses, net fi nance (income) expense and non-controlling interests
Income taxes
Foreign exchange
Total increase (decrease) in EPS (cents)
2022
1.0
62.5
(19.5)
(3.5)
(3.5)
37.0
2021
15.0
(16.0)
(4.5)
3.5
(2.0)
(4.0)
2020
(4.0)
(7.5)
(1.5)
(0.5)
0.5
(13.0)
Ongoing operations
Organic growth is the impact on net income due entirely to increased sales volumes and excludes the infl uence of acquisitions, divestitures and foreign
exchange. In 2022, higher sales volumes enhanced EPS by 1.0 cent.
Gross profi t margins improved in 2022 as the signifi cant widening in the spread between selling prices and raw material costs was only partially offset by
the narrowing stemming from the rise in manufacturing costs in relation to relatively unchanged sales volumes.
Operating expenses vaulted ahead by a much greater rate than sales volumes, dampening EPS by 26.5 cents. Higher net fi nance income and the level
of net earnings attributable to non-controlling interests each had a positive effect on EPS, adding 3.0 cents and 4.0 cents, respectively.
The effective income tax rate surpassed the prior year by 1.4 percentage points, lowering EPS by 3.5 cents.
Foreign exchange had a negative impact of 3.5 cents on EPS versus the previous year. Signifi cantly higher negative translation differences were
recorded on the revaluation of Canadian dollar monetary assets and liabilities in the current year. Additionally, losses were realized on foreign exchange
contracts in 2022 in contrast to the gains that were recorded in 2021. These occurrences were only partially mitigated by the Company’s Canadian dollar
transactions being translated at a more benefi cial average exchange rate in 2022.
Revenue
Revenue Change
Volume increase (decrease)
Business acquisition
Price and mix gains (losses)
Foreign exchange (losses) gains
Total increase (decrease) in revenue
Millions of US dollars
2021
82.3
-
60.4
6.8
149.5
2022
5.8
-
176.6
(3.3)
179.1
2020
(21.4)
17.4
(16.3)
(1.1)
(21.4)
For 2022, revenue reached an all-time high of $1,181.1 million, growing by 17.9 percent from the 2021 level of $1,002.0 million. Volumes were virtually
unchanged, advancing by 0.6 percent. Within the fl exible packaging operating segment, volume gains amounted to 4 percent. Growth for the modifi ed
atmosphere packaging product group reached 11 percent, fueled by the frozen food packaging business as well as heightened demand for protein and
cheese packaging, particularly for customers that supply retail food industries. Conversely, specialty fi lm volumes retreated because of customer loss and
the strategic exit from certain low-margin business. Biaxially oriented nylon volumes fell signifi cantly as several key customers altered their order patterns
in response to the excess inventory they had accumulated in the prior year as a means to counteract the severe supply chain challenges. The rigid
packaging and fl exible lidding operating segment volumes receded by 3 percent. For the rigid container product group, lower condiment and specialty
beverage shipments caused volumes to decline by 5 percent. The lidding product group experienced a shortage of manufacturing labor throughout 2022,
limiting productive capacity. Additionally, severe aluminum foil procurement obstacles prevailed during the fi rst quarter of 2022. Consequently, volumes
contracted by 3 percent. Stemming from the nutraceutical packaging business secured during 2021, sizeable volume growth was generated by the
specialized printed packaging group. Packaging machinery volumes were essentially equal to the prior year. Selling price and mix changes had a large
favorable effect on revenue of 17.6 percent as the substantial overall rise in raw material and other costs over the past 18 months generated much higher
selling prices to customers. Foreign exchange had virtually no effect on revenue.
Gross profi t margins
For the current year, gross profi t margins of 28.1 percent of revenue exceeded the 2021 level of 27.4 percent. More importantly, gross profi t surged by
20.9 percent from $274.4 million to $331.8 million over the same time period while sales volumes expanded by only 0.6 percent. A sizeable increase in
EPS of 62.5 cents took place as a result. Selling prices rose to a much larger extent than raw material costs, which included signifi cant aluminum foil
transportation costs, raising EPS by 94.0 cents. During 2021, on account of the inherent delay prescribed within formal customer price indexing programs,
raw material costs escalated much greater than the related selling price adjustments. The opposite dynamic took place in 2022. Additionally, since the
fi nal quarter of 2021, a series of infl ationary selling price increases have been enacted to combat the growth in operating expenses. Compared to 2021,
the rate of acceleration of fi xed manufacturing overheads exceeded the muted rate of sales volume growth, tempering EPS by 31.5 cents.
7
Winpak’s average raw material index, which represents the weighted cost of the Company’s eight primary raw materials, rose by 9.4 percent from the
2021 average. The change in raw material pricing varied amongst the different raw materials. Nylon resin advanced by 40 percent and aluminum foil
increased by 30 percent. In contrast, polypropylene resin recorded a decrease of 24 percent.
Raw Material Index
Increase (decrease) in index compared to prior year
2022
9.4%
2021
43.8%
2020
(7.9%)
Expenses
For the 2022 fi scal year, operating expenses, adjusted for foreign exchange, advanced at a rate of 18.2 percent in comparison to the 0.6 percent
expansion in sales volumes, subtracting 26.5 cents from EPS. Heightened freight and distribution costs, in combination with higher personnel and
expected credit loss expenses, were the key variables leading to the rise in operating expenses. Furthermore, pre-production costs, which related mainly
to the commercialization of the new biaxially oriented polyamide (BOPA) line, were signifi cant.
Foreign Exchange
Year-end exchange rate of CDN dollar to US dollar
Year-end exchange rate of US dollar to CDN dollar
(Depreciation) appreciation of CDN dollar vs. US dollar year-end
exchange rate compared to the prior year
Average exchange rate of CDN dollar to US dollar
Average exchange rate of US dollar to CDN dollar
(Depreciation) appreciation of CDN dollar vs. US dollar average
exchange rate compared to the prior year
2022
0.736
1.359
(5.8%)
0.771
1.297
(3.1%)
2021
0.781
1.281
0.4%
0.796
1.256
7.1%
2020
0.778
1.285
1.7%
0.743
1.345
(1.2%)
Winpak utilizes the US currency as both its reporting and functional currency. However, with approximately 65 percent of its production capacity located
in Canada, it is exposed to foreign exchange risks and records foreign currency differences on transactions and translations denominated in Canadian
dollars as well as other foreign currencies. With a production facility located in Mexico, the Company is also exposed to foreign exchange risks on costs
denominated in Mexican pesos but these are less signifi cant.
On a net basis, foreign exchange had a negative impact on EPS of 3.5 cents in 2022 compared to the prior year. Approximately 11 percent of revenues
and 18 percent of costs in the current year were denominated in Canadian dollars. The net outfl ow of Canadian dollars exposes Winpak to transaction
differences arising from exchange rate fl uctuations. The depreciation in the average exchange rate of the Canadian dollar in relation to the US dollar in
2022 of 3.1 percent increased EPS by 2.0 cents compared to 2021. As part of the Company’s hedging program to manage this risk, the foreign exchange
contracts that matured during 2022 were at a less advantageous average exchange rate, generating foreign exchange losses. In the prior year, foreign
exchange gains were incurred on these fi nancial instruments and the relative change decreased EPS by 3.0 cents. Additionally, translation differences,
which arise when Canadian dollar monetary assets and liabilities are translated at exchange rates that change over time, subtracted 2.5 cents from EPS
in the current year in comparison to 2021.
Summary of quarterly results
Thousands of US dollars, except earnings per share (EPS) amounts (cents)
Quarter ended
Revenue
March 27
June 26
September 25
December 25
275,982
310,254
302,532
292,365
1,181,133
2022
Net income*
33,870
33,671
29,567
31,235
128,343
2021
EPS
Quarter ended
Revenue
Net income*
EPS
March 28
June 27
September 26
December 26
52
52
45
48
197
224,806
243,969
254,166
279,053
1,001,994
24,495
28,520
20,762
30,031
103,808
38
44
32
46
160
*attributable to equity holders of the Company
8
MANAGEMENT’S DISCUSSION AND ANALYSIS
Various factors affect timing of the Company’s earnings during the course of a year. Typically, seasonal factors contribute to stronger revenue and net
income in the second and fourth quarters compared to the fi rst and third quarters. Factors infl uencing seasonal trends are the higher demand for certain
food products in advance of the summer season and the greater number of holidays in the fourth quarter. During the third quarter, revenue and net
income are typically lower due to reduced order levels and plant maintenance shutdowns scheduled to coincide with the summer. Sudden and substantial
changes in the rate of exchange between the Canadian and US dollars from one quarter to another may cause revenue and net income to vary from the
historic trend. Similarly, sudden and signifi cant changes in the cost of raw materials consumed from one quarter to another can be expected to increase
or decrease net income in a manner that does not conform to the normal pattern. Furthermore, unexpected adverse weather conditions could infl uence
the supply and price of raw materials or customer order levels, and the timing of commercializing new manufacturing equipment can cause revenue and
net income to depart from established trends.
The following items infl uenced the timing of the Company’s reported results beyond historic trends. During the second half of 2021 and throughout
2022, selling prices increased signifi cantly as a result of the pass-through of higher raw materials to customers on formal contractual price indexing
arrangements. Furthermore, a sequence of non-contractual, infl ationary selling price adjustments were implemented over the same time horizon. Sales
volumes in the fi rst quarter of 2022 were tempered as the surge in COVID-19 infections limited the availability of labor, which lowered the Company’s
productive capacity. Additionally, supply chain disruptions were prevalent in the fi rst quarter of 2022, most notably for aluminum foil, restraining sales
volumes. During the third and fourth quarters of 2022, sales volumes were negatively impacted by the loss of business as well as customers unwinding
the exceptional inventory levels that were established over the preceding 18 months to address the unstable supply chain environment.
Cash Flow, Liquidity and Capital Resources
At December 25, 2022, Winpak’s cash and cash equivalents balance totalled $398.7 million, an increase of $21.2 million from the prior year-end. This
refl ected cash provided by operating activities of $77.6 million less disbursements for investing activities of $49.5 million and fi nancing activities of $6.9
million.
Operating activities
Cash from operating activities was $77.6 million. Cash generated from operating activities before changes in working capital reached $221.2 million,
an increase of $35.2 million from 2021. Additions to working capital amounted to $116.4 million. Inventory balances climbed by $101.1 million mainly
as a result of the substantial increase in aluminum foil inventories and to a lesser extent, due to the offering of customer inventory programs to help
mitigate the unprecedented supply chain challenges. Trade and other receivables expanded by $26.2 million following the growth in revenue in the fi nal
quarter of the year relative to the fourth quarter of 2021. Largely due to higher inventory balances, trade payables and other liabilities advanced by $10.6
million. Income tax payments were $26.8 million, $7.7 million greater than the previous year as the higher taxable income raised the required income
tax installments.
Investing activities
Investing activities in the current year totalled $49.5 million, of which property, plant and equipment additions represented $49.1 million. The major
expenditures included the acquisition of land and building adjacent to the Winnipeg, Manitoba modifi ed atmosphere packaging facility to accommodate
future expansion endeavors and to reduce the reliance on outside warehousing. Furthermore, new conversion capacity was added to the modifi ed
atmosphere packaging plant and the next phase of the injection molded container initiative at the Sauk Village, Illinois rigid container site commenced.
Over the long term, Winpak’s expenditures for maintaining the existing equipment’s capabilities have averaged approximately 2 percent of revenue.
Financing activities
Financing activities in 2022 included dividends to common shareholders of $6.0 million. A regular quarterly dividend of $0.03 Canadian was paid. The
Company’s objectives in managing capital are to have suffi cient liquidity to pursue organic growth along with strategic acquisitions so that an appropriate
return on investment is provided to shareholders.
Resources
Investments to drive organic and acquisitive growth can be signifi cant, requiring substantial fi nancial resources. A range of funding alternatives is
available including cash and cash equivalents, cash fl ow provided by operations, additional debt facilities, issuance of equity or a combination thereof. An
informal investment grade credit rating allows the Company access to relatively low interest rates on debt. The Company currently has unused operating
lines of $38 million, which are believed adequate for liquidity purposes. Based on discussions with various fi nancial institutions, Winpak believes that
additional credit can be arranged from banks and other major lenders as required. The Company is confi dent that all 2023 requirements for capital
expenditures, payment of lease liabilities, working capital and dividend payments can be fi nanced from cash resources, cash provided by operating
activities and unused credit facilities.
Risks and Financial Instruments
The Company recognizes that net income is exposed to changes in market interest rates, foreign exchange rates, prices of raw materials and risks
regarding the fi nancial condition of customers and fi nancial counterparties. These market conditions are regularly monitored and actions are taken, when
appropriate, according to Winpak’s policies established for the purpose. Despite the methods employed to manage these risks, future fl uctuations in
interest rates, foreign exchange rates, raw material costs and counterparty fi nancial condition can be expected to impact net income.
9
With respect to foreign exchange risk, Winpak employs hedging programs to minimize risks associated with changes in the value of the Canadian dollar
relative to the US dollar. To the extent possible, the Company maximizes natural currency hedging by matching infl ows from revenue in a currency with
outfl ows of costs and expenses denominated in the same currency. For the remaining exposure, the Company’s foreign exchange policy requires that
between 50 and 80 percent of the Company’s net requirement of Canadian dollars for the ensuing 9 to 15 months will be hedged at all times with forward
or zero-cost option contracts. The Company may also enter into foreign currency forward contracts when equipment purchases will be settled in other
foreign currencies. Purchases of foreign exchange products for the purpose of speculation are not permitted. Transactions are only conducted with
certain approved Schedule 1 Canadian fi nancial institutions.
Signifi cant fl uctuations in foreign exchange rates represent a material exposure for the Company’s fi nancial results. Hedging programs employed may
mitigate a portion of exposures to short-term fl uctuations in foreign currency exchange rates. However, the Company’s fi nancial results over the long term
will inevitably be affected by sizeable changes in the value of the Canadian dollar relative to the US dollar. Winpak estimates that each time the exchange
rate strengthens or weakens by one Canadian cent against the US dollar, net income with respect to transaction differences will decrease or increase by
approximately 0.8 of a US cent per share, respectively.
During 2022, certain foreign currency forward contracts matured and the Company realized pre-tax foreign exchange losses of $1.1 million. As at
December 25, 2022, the Company had US to CDN dollar foreign currency forward contracts outstanding with notional amounts of $45.0 million. The pre-
tax unrealized foreign exchange loss on these contracts of $1.3 million was recorded in other comprehensive income.
Winpak has not participated in any derivatives market for raw materials. Winpak is not aware of any instrument that fully mitigates fl uctuations in raw
material costs over the long term. To manage this risk, Winpak has entered into formal selling price-indexing agreements with certain customers whereby
changes in raw material prices are refl ected in selling price adjustments, albeit with a one to six-month time lag. For 2022, 74 percent of Winpak’s revenue
was governed by selling price-indexing agreements. For all other customers, the Company responds to changes in raw material costs by adjusting selling
prices on a customer-by-customer basis. However, market conditions can have an impact on these price adjustments such that the combined impact of
selling price adjustments and changes in raw material costs can be signifi cant to Winpak’s net income.
Credit risk arises from cash and cash equivalents held with banks, derivative fi nancial instruments (foreign currency forward and option contracts), as
well as credit exposure to customers, including outstanding accounts receivable. The Company assesses the credit quality of counterparties, taking
into account their fi nancial position, past experience and other factors. Management regularly monitors customer credit limits, performs credit reviews
and, in certain cases, insures accounts receivable balances against credit losses. The Company also sells certain extended term trade receivables
without recourse to fi nancial institutions in exchange for cash. The Company invests its excess cash on a short-term basis, to a maximum of six months,
with fi nancial institutions and/or governmental bodies that must be rated ‘AA’ or higher for CDN fi nancial institutions and ‘A-1’ or higher for US fi nancial
institutions by recognized international credit rating agencies or insured 100 percent by the US government or a ‘AAA’ rated Canadian federal or provincial
government. Nonetheless, unexpected deterioration in the fi nancial condition of a counterparty can have a negative impact on the Company’s net income
in the case of default.
The Company enters into contractual obligations in the normal course of business operations. These obligations, as at December 25, 2022, are
summarized below.
Contractual Obligations
Leases*
Purchase obligations
Total contractual obligations
Payment due, by period (thousands of US dollars)
Total
1 year
2 - 3 years
4 - 5 Years
After 5 years
7,061
31,061
38,122
1,354
31,061
32,415
2,401
-
2,401
1,265
-
1,265
2,041
-
2,041
*leases refl ect non-cancellable contract periods and do not include amounts relating to extension options that are exercisable by the Company
Accounting Policy Changes
The following accounting amendments came into effect commencing in the Company’s 2022 fi scal year:
In May 2020, the IASB issued “Property, Plant and Equipment: Proceeds Before Intended Use (Amendments to IAS 16)”, which prohibits deducting
amounts received from selling items produced while preparing the asset for its intended use from the cost of property, plant and equipment. Instead, such
sales proceeds and related costs will be recognized within the statement of income. The amendments were implemented with retrospective application,
effective December 27, 2021. The amendments had no impact on the Company’s consolidated fi nancial statements.
In May 2020, the IASB issued “Onerous Contracts - Cost of Fulfi lling a Contract (Amendments to IAS 37)”, which specifi es which costs a company
includes when assessing whether a contract will be loss-making. The amendments were implemented, effective December 27, 2021. The amendments
had no impact on the Company’s consolidated fi nancial statements.
10
MANAGEMENT’S DISCUSSION AND ANALYSIS
Future Accounting Changes
The IASB issued the following amended standards that have not been applied in preparing the consolidated fi nancial statements and notes thereto, for the
year ended December 25, 2022 as their effective dates fall within annual periods beginning subsequent to the current reporting period: “Deferred Taxes
Related to Assets and Liabilities Arising from a Single Transaction (Amendments to IAS 12)” and “Lease Liability in a Sale and Leaseback (Amendments
to IFRS 16)”.
In May 2021, the IASB issued “Deferred Taxes Related to Assets and Liabilities Arising from a Single Transaction (Amendments to IAS 12)”, which
introduces an exception to the initial recognition exemption for deferred tax on transactions such as leases and decommissioning obligations. Applying
this exception, a company does not apply the initial recognition exemption for transactions that give rise to equal taxable and deductible temporary
differences. The amendments are effective for annual reporting periods beginning on or after January 1, 2023 and are to be applied retrospectively. The
Company does not expect the amendments to have a signifi cant impact on the consolidated fi nancial statements when they are adopted in 2023.
In September 2022, the IASB issued “Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)”, that requires a seller-lessee to subsequently
measure lease liabilities arising from a leaseback in a way that it does not recognize any amount of the gain or loss that relates to the right of use it retains.
The amendments are effective for annual reporting periods beginning on or after January 1, 2024 and are to be applied retrospectively. The Company
does not expect the amendments to have a signifi cant impact on the consolidated fi nancial statements when they are adopted in 2024.
Looking Forward
Winpak is currently well positioned to build upon the record-setting revenue and profi tability levels achieved in 2022 in both the upcoming year and over
the long-term.
Central banks raised interest rates aggressively during 2022 and by the fourth quarter, the rate of infl ation declined from the peak experienced earlier in
the year. Throughout 2023, it is forecast that the rate of infl ation will decline considerably. This expectation, in addition to the continued easing of global
supply chain disruptions, the resilience of consumer consumption in the United States and the favorable shift in COVID-19 policies in China, has improved
the economic outlook for the upcoming year in relation to projections made in the fi nal two quarters of 2022.
As new production capacity becomes available in 2023, business gains will be sought by the modifi ed atmosphere packaging, biaxially oriented nylon
and rigid container product groups. Additionally, both the rigid container and fl exible lidding product groups will benefi t from gains in retort pet food and
snack food activity. New nutraceutical and pharmaceutical business has been awarded to the specialized printed packaging product group. Overall, the
challenges faced in 2022 regarding supply chain and availability of labor will persist again in 2023 but are expected to moderate. On the other hand,
indications are that customers will continue to signifi cantly reduce the abnormally high level of inventories that was built up in the preceding year, reducing
demand for the Company’s products. This headwind is projected to have a more profound infl uence on the fi rst half of 2023. Taking the above factors
into account, Winpak expects sales volume growth in 2023 to moderately outpace the 0.6 percent increase achieved in 2022.
After experiencing tremendous volatility in 2021, and to a lesser extent in 2022, current market views are for raw material costs to be relatively stable
throughout the upcoming year in relation to the prices in effect at the start of 2023. Falling energy prices and weaker economic conditions are putting
downward pressure on raw material costs. In response, suppliers have curtailed supply in order to maintain the current pricing levels to the extent
possible. During the fi rst half of 2023, Winpak should benefi t from the notable drop in raw material costs that took place in the fourth quarter of 2022 as the
pass-through of these declines to customers with selling price indexing agreements are estimated to be delayed by an average of four months. Although
infl ationary forces have begun to abate, the rate of infl ation is still well above historical norms. In addition, the limited availability of labor resources will put
further pressure on the Company’s cost structure. Rising costs will likely dampen profi tability as the ability to implement additional selling price increases
will be limited given the large cumulative adjustments already put into effect over the past two years.
Capital spending for the upcoming year is anticipated to be signifi cantly higher than the 2022 level and is forecast to be in the range of $80 to $90 million.
Extensive pre-production activities relating to the installation of the new BOPA line in Winnipeg, Manitoba were undertaken during 2022 and it is currently
projected that the line will be fully operational by the fourth quarter of 2023. In the second half of 2023, new co-extrusion modifi ed atmosphere packaging
and injection molded rigid container capacity will become available and contribute favorably to the Company’s growth aspirations, including the strategy
to enter adjacent product markets. At two of its main production facilities, Winpak is also poised to undertake sizeable building expansions and acquire
additional extrusion capacity. As a complement to this robust, internal capital spending plan, acquisition candidates will be considered and evaluated
when they align strategically with the Company’s strengths in sophisticated packaging for food, beverage and healthcare applications and provide a
satisfactory economic return for shareholders.
Critical Accounting Estimates and Judgments
The Company believes the following accounting estimates and judgments are critical to determining and understanding the operating results and the
fi nancial position of the Company.
Aggregation of operating segments – Judgment is applied in aggregating operating segments into a reportable segment. Aggregation occurs when the
operating segments have similar economic characteristics and have similar products, production processes, types of customers and distribution methods.
11
Business combinations – The determination of fair value associated with identifi able property, plant and equipment and intangible assets following a
business combination requires management to make assumptions. More specifi cally, this is the case when the Company calculates fair values using
appropriate valuation techniques, which are generally based on a forecast of expected future cash fl ows for intangible assets, and on a replacement cost
approach, an income-based approach and/or a market-based approach for property, plant and equipment. These valuations are closely related to the
assumptions made by management about the future return on the related assets and the discount rate applied. Signifi cant changes to these assumptions
could signifi cantly change the fair values associated with intangible assets following a business combination, which would impact the amortization
expense.
Employee benefi t plans – Accounting for employee benefi t plans requires the use of actuarial assumptions. The assumptions include the discount rate,
rate of compensation increase, mortality rate and healthcare costs. These assumptions depend on underlying factors such as economic conditions,
government regulations and employee demographics. These assumptions could change in the future and may result in material adjustments to employee
benefi t plan assets or liabilities.
Impairment of property, plant and equipment, intangible assets and goodwill – An integral component of impairment testing is determining the asset’s
recoverable amount. The determination of the recoverable amount involves signifi cant management judgment, including projections of future cash fl ows
and the appropriate discount rate. The cash fl ows are derived from the fi nancial forecast for the next fi ve years and do not include restructuring activities
that the Company is not yet committed to or signifi cant future investments that will enhance the asset’s performance of the cash-generating unit (CGU)
being tested. Qualitative factors, including market presence and trends, strength of customer relationships, strength of local management, strength of
debt and capital markets, and degree of variability in cash fl ows, as well as other factors, are considered when making assumptions with regard to future
cash fl ows and the appropriate discount rate. The recoverable amount is most sensitive to the discount rate used for the discounted cash fl ow model
as well as the average projected sales volume growth, the average projected gross profi t percentage and the terminal growth rate used for extrapolation
purposes. A change in any of the signifi cant assumptions or estimates could result in a material change in the recoverable amount. The company has
nine CGUs, of which the carrying values for three include goodwill and must be tested for impairment annually.
Timing of revenue recognition – Signifi cant judgment is required to determine whether revenue should be recognized over time or at a point in time. To
assess whether any revenue should be recognized over time, the Company analyzes customer-specifi c products without alternative use to determine
whether a legally enforceable right to payment exists as performance is completed, including a reasonable return.
Leases – Management assesses at lease commencement date whether it is reasonably certain to exercise lease extension options. In addition,
assumptions are made as to the discount rate applied to the lease liability. If there is a signifi cant event or signifi cant change in circumstances within the
Company’s control, these judgments and assumptions could change and may result in material adjustments to right-of-use assets and lease liabilities.
Disclosure Controls and Internal Controls
Disclosure controls
Management is responsible for establishing and maintaining disclosure controls and procedures in order to provide reasonable assurance that material
information relating to the Company is made known to them in a timely manner and that information required to be disclosed is reported within time periods
prescribed by applicable securities legislation. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures,
including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls
and procedures can only provide reasonable assurance of achieving their control objectives. Based on management’s evaluation of the design and
effectiveness of the Company’s disclosure controls and procedures, the Company’s Chief Executive Offi cer and Chief Financial Offi cer have concluded
that these controls and procedures are designed and operating effectively as of December 25, 2022 to provide reasonable assurance that the information
being disclosed is recorded, summarized and reported as required.
Internal controls over fi nancial reporting
Management is responsible for establishing and maintaining adequate internal controls over fi nancial reporting to provide reasonable assurance regarding
the reliability of fi nancial reporting and the preparation of fi nancial statements for external purposes in accordance with IFRS. Internal control systems,
no matter how well designed, have inherent limitations and therefore can only provide reasonable assurance as to the effectiveness of internal controls
over fi nancial reporting, including the possibility of human error and the circumvention or overriding of the controls and procedures. Management used
the Internal Control – Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission (COSO 2013) as
the control framework in designing its internal controls over fi nancial reporting. Based on management’s design and testing of the effectiveness of
the Company’s internal controls over fi nancial reporting, the Company’s Chief Executive Offi cer and Chief Financial Offi cer have concluded that these
controls and procedures are designed and operating effectively as of December 25, 2022 to provide reasonable assurance that the fi nancial information
being reported is materially accurate. During the year ended December 25, 2022, there have been no changes in the design of the Company’s internal
controls over fi nancial reporting that have materially affected, or are reasonably likely to materially affect, its internal controls over fi nancial reporting.
Other
Additional information relating to the Company is available on the Company’s website at www.winpak.com or SEDAR at www.sedar.com, including the
Annual Information Form dated February 28, 2023.
12
REPORTING
Management’s Report to the Shareholders
The accompanying consolidated fi nancial statements, Management’s Discussion and Analysis (MD&A) and other information in the Annual Report are
the responsibility of management. The consolidated fi nancial statements have been prepared by management and include the selection of appropriate
accounting principles, judgments and estimates necessary to prepare these statements in accordance with International Financial Reporting Standards.
The MD&A and fi nancial information contained in this Annual Report are consistent with the consolidated fi nancial statements.
To provide reasonable assurance that assets are safeguarded and that relevant and reliable fi nancial information is being reported, management has
developed and maintains a system of internal controls. An integral part of the system is the requirement that employees maintain the highest standard
of ethics in their activities. Business reviews and internal audits are performed by corporate management and an internal audit team to evaluate internal
controls, systems and procedures.
The Board of Directors, acting through the Audit Committee, is responsible for determining that management fulfi lls its responsibilities in the preparation
of the consolidated fi nancial statements and MD&A, and in the fi nancial control of operations. The Board of Directors recommends the appointment of
the independent auditor to the shareholders. The Audit Committee meets regularly with fi nancial management and the independent auditor to discuss
internal controls, auditing matters and fi nancial reporting issues and presents its fi ndings to the Board of Directors. The Audit Committee reviews the
consolidated fi nancial statements, MD&A and material fi nancial announcements with management and the external auditor prior to submission to the
Board of Directors for approval.
The consolidated fi nancial statements have been audited on behalf of the shareholders by the independent external auditor, KPMG LLP, whose report
follows.
O.Y. Muggli
President and Chief Executive Offi cer
February 28, 2023
S.M. Taylor
Vice President and Chief Financial Offi cer
February 28, 2023
13
REPORTING
Auditor’s Report to the Shareholders
Independent Auditor’s Report
To the Shareholders of Winpak Ltd.
Opinion
We have audited the consolidated fi nancial statements of Winpak Ltd. (the Entity), which comprise the consolidated balance sheets as at December
25, 2022 and December 26, 2021, the consolidated statements of income, comprehensive income, changes in equity and cash fl ows for the years then
ended, and notes to the fi nancial statements, including a summary of signifi cant accounting policies (hereinafter referred to as the “fi nancial statements”).
In our opinion, the accompanying fi nancial statements present fairly, in all material respects, the consolidated fi nancial position of the Entity as at
December 25, 2022 and December 26, 2021, and its consolidated fi nancial performance and its consolidated cash fl ows for the years then ended in
accordance with International Financial Reporting Standards (IFRS).
Basis for Opinion
We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further
described in the “Auditor’s Responsibilities for the Audit of the Financial Statements” section of our auditor’s report.
We are independent of the Entity in accordance with the ethical requirements that are relevant to our audit of the fi nancial statements in Canada and we
have fulfi lled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most signifi cance in our audit of the fi nancial statements for the year ended
December 25, 2022. These matters were addressed in the context of our audit of the fi nancial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.
We have determined the matter described below to be the key audit matter to be communicated in our auditor’s report.
Evaluation of the intangible assets and goodwill impairment analysis for the specialized printed packaging cash generating unit
Description of the matter
We draw attention to Notes 3(p), 4(d) and 18 to the fi nancial statements. The intangible assets and goodwill balance is $33,110,000, of which $19,494,000
relates to the specialized printed packaging cash generating unit (CGU). The Entity reviews the carrying amount of intangible assets at each reporting
date to determine whether there is any indication of impairment. The Entity performs goodwill impairment testing annually or at any time if an indicator of
impairment exists. In determining the recoverable amount of its CGUs, the Entity uses the value in use, which is determined using a discounted cash fl ow
model, or the fair value less costs to sell, if greater. The determination of each of these amounts is subject to estimation uncertainty. The Entity’s signifi cant
assumptions include projected sales volume and gross profi t, terminal growth rate, and discount rate.
Why the matter is a key audit matter
We identifi ed the evaluation of the intangible assets and goodwill impairment analysis for the specialized printed packaging cash generating unit as a key
audit matter. This matter represented an area of signifi cant risk of material misstatement given the magnitude of intangible assets and goodwill and the
high degree of estimation uncertainty in assessing the Entity’s signifi cant assumptions. Signifi cant auditor judgment and the involvement of professionals
with specialized skill and knowledge was required to evaluate the evidence supporting the Entity’s signifi cant assumptions due to the sensitivity of the
recoverable amounts to minor changes in signifi cant assumptions.
How the matter was addressed in the audit
The primary procedures we performed to address this key audit matter included the following:
We took into account changes, conditions and events affecting the Entity and assessed the adjustments or lack of adjustments made by the Entity at
arriving at the projected sales volume and gross profi t.
We compared the Entity’s historical sales volume forecasts to actual results to assess the Entity’s ability to accurately project future sales volume.
We evaluated the terminal growth rate by comparing to overall market and industry conditions and overall macro-economic conditions.
We involved valuation professionals with specialized skills and knowledge, who assisted in evaluating the discount rate assumption used in the estimated
recoverable amount. The valuation professionals compared the discount rate against a range that was independently developed using publicly available
external data for comparable entities.
14
REPORTING
Other Information
Management is responsible for the other information. Other information comprises:
•
•
the information included in Management’s Discussion and Analysis fi led with the relevant Canadian Securities Commissions.
the information, other than the fi nancial statements and the auditor’s report thereon, included in the Annual Report.
Our opinion on the fi nancial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon.
In connection with our audit of the fi nancial statements, our responsibility is to read the other information identifi ed above and, in doing so, consider
whether the other information is materially inconsistent with the fi nancial statements or our knowledge obtained in the audit, or otherwise appears to be
materially misstated.
We obtained the information included in Management’s Discussion and Analysis fi led with the relevant Canadian Securities Commissions, and information,
other than the fi nancial statements and the auditor’s report thereon, included in the Annual Report as at the date of this auditor’s report. If, based on the
work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report
that fact in the auditor’s report.
We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the fi nancial statements in accordance with IFRS, and for such internal control as
management determines is necessary to enable the preparation of fi nancial statements that are free from material misstatement, whether due to fraud
or error.
In preparing the fi nancial statements, management is responsible for assessing the Entity’s ability to continue as a going concern, disclosing as applicable,
matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Entity or to cease
operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Entity’s fi nancial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the fi nancial statements as a whole are free from material misstatement, whether due
to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted
auditing standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to infl uence
the economic decisions of users taken on the basis of the fi nancial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional
skepticism throughout the audit.
We also:
•
•
•
•
Identify and assess the risks of material misstatement of the fi nancial statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is suffi cient and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the Entity’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by
management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that may cast signifi cant doubt on the Entity’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures
in the fi nancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the Entity to cease to continue as a going
concern.
15
REPORTING
•
•
•
•
•
Evaluate the overall presentation, structure and content of the fi nancial statements, including the disclosures, and whether the fi nancial
statements represent the underlying transactions and events in a manner that achieves fair presentation.
Communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and signifi cant
audit fi ndings, including any signifi cant defi ciencies in internal control that we identify during our audit.
Provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence,
and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where
applicable, related safeguards.
Obtain suffi cient appropriate audit evidence regarding the fi nancial information of the entities or business activities within the group Entity to
express an opinion on the fi nancial statements. We are responsible for the direction, supervision and performance of the group audit. We
remain solely responsible for our audit opinion.
Determine, from the matters communicated with those charged with governance, those matters that were of most signifi cance in the audit of
the fi nancial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless
law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our auditor’s report because the adverse consequences of doing so would reasonably be expected to outweigh the
public interest benefi ts of such communication.
Chartered Professional Accountants
The engagement partner on the audit resulting in this auditor’s report is Scott Sissons.
Winnipeg, Canada
February 28, 2023
16
CONSOLIDATED STATEMENTS OF INCOME
Years ended December 25, 2022 and December 26, 2021
(thousands of US dollars, except per share amounts)
Revenue
Cost of sales
Gross profi t
Sales, marketing and distribution expenses
General and administrative expenses
Research and technical expenses
Pre-production expenses
Other (expenses) income
Income from operations
Finance income
Finance expense
Income before income taxes
Income tax expense
Net income for the year
Attributable to:
Equity holders of the Company
Non-controlling interests
Basic and diluted earnings per share - cents
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Years ended December 25, 2022 and December 26, 2021
(thousands of US dollars)
Net income for the year
Items that will not be reclassifi ed to the statements of income:
Cash fl ow hedge losses recognized
Employee benefi t plan remeasurements
Income tax effect
Items that are or may be reclassifi ed subsequently to the statements of income:
Cash fl ow hedge losses recognized
Cash fl ow hedge losses (gains) transferred to the statements of income
Income tax effect
Other comprehensive income for the year - net of income tax
Comprehensive income for the year
Attributable to:
Equity holders of the Company
Non-controlling interests
See accompanying notes to consolidated fi nancial statements.
17
Note
8
11
12
12
13
26
19
13
11
13
2022
1,181,133
(849,369)
331,764
(95,378)
(38,783)
(18,249)
(3,401)
(3,669)
172,284
6,414
(4,612)
174,086
(45,861)
128,225
128,343
(118)
128,225
197
2022
128,225
-
1,578
(372)
1,206
(1,703)
1,090
165
(448)
758
2021
1,001,994
(727,546)
274,448
(83,848)
(31,556)
(17,831)
(43)
1,268
142,438
913
(1,738)
141,613
(35,265)
106,348
103,808
2,540
106,348
160
2021
106,348
(867)
12,727
(3,419)
8,441
(102)
(1,751)
495
(1,358)
7,083
128,983
113,431
129,101
(118)
128,983
110,891
2,540
113,431
CONSOLIDATED BALANCE SHEETS
(thousands of US dollars)
Assets
Current assets:
Cash and cash equivalents
Trade and other receivables
Income taxes receivable
Inventories
Prepaid expenses
Non-current assets:
Property, plant and equipment
Intangible assets and goodwill
Employee benefi t plan assets
Total assets
Equity and Liabilities
Current liabilities:
Trade payables and other liabilities
Contract liabilities
Income taxes payable
Derivative fi nancial instruments
Non-current liabilities:
Employee benefi t plan liabilities
Deferred income
Provisions and other long-term liabilities
Deferred tax liabilities
Total liabilities
Equity:
Share capital
Reserves
Retained earnings
Total equity attributable to equity holders of the Company
Non-controlling interests
Total equity
Total equity and liabilities
See accompanying notes to consolidated fi nancial statements.
On behalf of the Board of Directors:
December 25
December 26
Note
2022
2021
14
15
16
17
18
19
21
8
19
22
20
25
25
398,673
204,040
3,573
288,118
5,602
900,006
518,590
33,110
10,783
562,483
1,462,489
102,382
2,621
18,393
1,328
124,724
8,334
17,946
12,062
60,648
98,990
223,714
29,195
(972)
1,174,551
1,202,774
36,001
1,238,775
1,462,489
377,461
177,382
9,825
187,058
6,702
758,428
515,247
34,472
13,547
563,266
1,321,694
91,717
3,503
1,102
715
97,037
9,837
17,685
13,029
68,367
108,918
205,955
29,195
(524)
1,050,949
1,079,620
36,119
1,115,739
1,321,694
Director
Director
18
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(thousands of US dollars)
Note
Capital Reserves
Earnings
Total
Interests
Attributable to Equity Holders of the Company
Share
Retained
Non-
Controlling
Total
Equity
Balance at December 28, 2020
29,195
834 1,103,435 1,133,464
33,579 1,167,043
Comprehensive (loss) income for the year
Cash fl ow hedge losses, net of tax
Cash fl ow hedge gains transferred to the statements
of income, net of tax
Employee benefi t plan remeasurements, net of tax
Other comprehensive (loss) income
Net income for the year
Comprehensive (loss) income for the year
Dividends
25
-
-
-
-
-
-
-
(75)
(867)
(942)
(1,283)
-
-
(1,358)
9,308
8,441
(1,283)
9,308
7,083
-
-
-
-
(942)
(1,283)
9,308
7,083
-
103,808
103,808
(1,358)
112,249
110,891
2,540
2,540
106,348
113,431
-
(164,735)
(164,735)
-
(164,735)
Balance at December 26, 2021
29,195
(524) 1,050,949 1,079,620
36,119 1,115,739
Balance at December 27, 2021
29,195
(524) 1,050,949 1,079,620
36,119 1,115,739
Comprehensive (loss) income for the year
Cash fl ow hedge losses, net of tax
Cash fl ow hedge losses transferred to the statements
of income, net of tax
Employee benefi t plan remeasurements, net of tax
Other comprehensive (loss) income
Net income (loss) for the year
Comprehensive (loss) income for the year
Dividends
25
-
-
-
-
-
-
-
(1,247)
799
-
(448)
-
-
-
1,206
1,206
(1,247)
799
1,206
758
128,343
128,343
(448)
129,549
129,101
-
-
-
-
(1,247)
799
1,206
758
(118)
(118)
128,225
128,983
-
(5,947)
(5,947)
-
(5,947)
Balance at December 25, 2022
29,195
(972) 1,174,551 1,202,774
36,001 1,238,775
See accompanying notes to consolidated fi nancial statements.
19
CONSOLIDATED STATEMENTS OF CASH FLOWS
Years ended December 25, 2022 and December 26, 2021
(thousands of US dollars)
Cash provided by (used in):
Operating activities:
Net income for the year
Items not involving cash:
Depreciation
Amortization - deferred income
Amortization - intangible assets
Employee defi ned benefi t plan expenses
Net fi nance (income) expense
Income tax expense
Other
Cash fl ow from operating activities before the following
Change in working capital:
Trade and other receivables
Inventories
Prepaid expenses
Trade payables and other liabilities
Contract liabilities
Employee defi ned benefi t plan contributions
Income tax paid
Interest received
Interest paid
Net cash from operating activities
Investing activities:
Acquisition of property, plant and equipment - net
Acquisition of intangible assets
Financing activities:
Payment of lease liabilities
Dividends paid
Change in cash and cash equivalents
Cash and cash equivalents, beginning of year
Cash and cash equivalents, end of year
See accompanying notes to consolidated fi nancial statements.
20
Note
2022
2021
128,225
106,348
17
18
19
12
13
8
19
18
25
14
47,688
(1,687)
1,698
4,233
(1,802)
45,861
(3,046)
221,170
(26,180)
(101,060)
1,100
10,589
(882)
(1,912)
(26,794)
5,848
(4,310)
77,569
(49,125)
(336)
(49,461)
(862)
(6,034)
(6,896)
21,212
377,461
398,673
45,604
(1,881)
1,660
4,533
825
35,265
(6,352)
186,002
(41,976)
(51,429)
(3,574)
27,056
1,728
(1,074)
(19,069)
791
(1,400)
97,055
(48,291)
(245)
(48,536)
(807)
(165,597)
(166,404)
(117,885)
495,346
377,461
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(thousands of US dollars, unless otherwise indicated)
1. General
Winpak Ltd. (the “Company” or “Winpak”) is incorporated under the Canada Business Corporations Act. The Company manufactures and distributes
high-quality packaging materials and related packaging machines. The Company’s products are used primarily for the packaging of perishable foods,
beverages and in healthcare applications. The address of the Company’s registered offi ce is 100 Saulteaux Crescent, Winnipeg, Manitoba, Canada R3J
3T3. The ultimate controlling party of Winpak Ltd. is Wihuri International Oy of Helsinki, Finland, a privately held company.
2. Basis of presentation
Statement of compliance
The Company prepares its consolidated fi nancial statements in accordance with International Financial Reporting Standards (IFRS). The fi scal year of
the Company ends on the last Sunday of the calendar year. As a result, the Company’s fi scal year is usually 52 weeks in duration, but includes a 53rd
week every fi ve to six years. The 2022 and 2021 fi scal years are both comprised of 52 weeks.
The Company’s functional and reporting currency is the US dollar. The US dollar is the reporting currency as more than 85 percent of the Company’s
business is conducted in US dollars and therefore management believes this increases transparency by signifi cantly reducing volatility of reported results
due to fl uctuations in the rate of exchange between the Canadian and US currencies.
The consolidated fi nancial statements have been prepared under the historical-cost convention, except that certain fi nancial instruments, employee
benefi t plans and share-based payments are stated at their fair value.
The consolidated fi nancial statements were approved by the Board of Directors on February 28, 2023.
3. Signifi cant accounting policies
(a) Principles of consolidation
The consolidated fi nancial statements include the accounts of the Company, its wholly-owned subsidiaries: Winpak Portion Packaging Ltd.; Winpak
Heat Seal Packaging Inc.; Winpak Holdings Ltd.; Winpak Inc.; Winpak Films Inc.; Winpak Portion Packaging, Inc.; Winpak Lane, Inc.; Winpak Heat Seal
Corporation; Winpak Control Group Inc.; Grupo Winpak de Mexico, S.A. de C.V.; Embalajes Winpak de Mexico, S.A. de C.V.; and Administracion Winpak
de Mexico, S.A. de C.V.; and its majority-owned subsidiary American Biaxis Inc. Subsidiaries are entities controlled by the Company. The Company
controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns
through its power over the entity. Subsidiaries are fully consolidated from the date on which control is obtained until the date that control ceases. The
fi nancial statements of all subsidiaries are prepared as of the same reporting date using consistent accounting policies. All inter-company balances and
transactions, including any unrealized income arising from inter-company transactions have been eliminated.
(b) Business combinations
Business combinations are accounted for using the acquisition method of accounting. The consideration transferred for the acquisition of a subsidiary is
the fair values of the assets transferred, the liabilities assumed from the former owners of the acquiree and the equity interests issued by the Company.
The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition costs
incurred are expensed and included in general and administrative expenses. Any contingent consideration to be transferred by the acquirer will be
recognized at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or
liability will be recognized in accordance with IFRS 9 “Financial Instruments” in the statement of income.
Identifi able assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at
the acquisition date, irrespective of the extent of any non-controlling interest. Goodwill is initially measured as the excess of the aggregate of the
consideration transferred over the net identifi able assets acquired and liabilities assumed. If this consideration is less than the fair value of the net assets
of the subsidiary acquired, the difference is recognized directly in the statement of income.
(c) Non-controlling interests
Winpak Ltd. owns 51 percent of the equity interest in American Biaxis Inc., a subsidiary located in Winnipeg, Manitoba, Canada. Non-controlling interests
represent the remaining 49 percent equity interest owned by third parties. The share of net assets attributable to non-controlling interests is presented as
a component of equity. Their share of net income and other comprehensive income is recognized directly in equity.
(d) Foreign currency translation
The fi nancial statements for the Company and its subsidiaries are prepared using their functional currency, that being the US dollar. The functional
currency is the currency of the primary economic environment in which the Company and its subsidiaries operate. Foreign currency transactions are
translated into the functional currency using exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in
foreign currencies at the reporting date are translated to the functional currency at the exchange rate at that date. Foreign currency differences arising
on translation are recognized directly to the statement of income. Non-monetary assets and liabilities arising from transactions in foreign currencies are
translated to the functional currency at the exchange rate prevailing at the date of the transaction.
21
(e) Revenue
The Company determines revenue recognition through the following steps: a) identifi cation of the contract with a customer, b) identifi cation of the
performance obligations in the contract, c) determination of the transaction price, d) allocation of the transaction price to the performance obligations
in the contract and e) recognition of revenue when the Company satisfi es a performance obligation. Revenue is recognized when control of a product
is transferred to a customer. Revenue is measured based on the consideration specifi ed in the contract with a customer, net of variable consideration,
including rebates, returns and discounts. Rebates are accrued using sales data and rebate percentages specifi c to each customer contract. Accruals
for sales returns are calculated based on the best estimate of the amount of product that will ultimately be returned by customers, refl ecting historical
experience and the magnitude of non-conforming inventory claims made by customers that have either been approved or are pending review. For
customer contracts where the Company expects to be paid within one year, the consideration is not adjusted for the effects of a fi nancing component.
Packaging machinery contract liabilities are recorded when cash payments are received or due in advance of the Company’s performance.
(f) Research and technical expenses
Research and technical expenses are expensed in the period in which the costs are incurred.
(g) Government grants/tax credits
Grants/tax credits from government are recognized at their fair value when there is a reasonable assurance that the grant/tax credit will be received and/
or earned and any specifi ed conditions will be met.
Grants/tax credits received in relation to the purchase and construction of plant and equipment are included in non-current liabilities as deferred income
and are credited to the statement of income on a straight-line basis over the estimated useful life of the related asset. Grants/tax credits received in
relation to research and development activities and labor subsidy programs are recorded to reduce these costs when it is determined there is reasonable
assurance the grants/tax credits will be realized.
(h) Leases
At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys
the right to control the use of an identifi ed asset for a period of time in exchange for consideration.
The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost,
which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct
costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located,
less any lease incentives received. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined
on the same basis as those of plant and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted
for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the
interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate. Generally, the Company uses
its incremental borrowing rate as the discount rate. Lease payments included in the measurement of the lease liability comprise the following: a) fi xed
payments, including in-substance fi xed payments, b) variable lease payments that depend on an index or a rate, initially measured using the index or rate
as at the commencement date, c) amounts expected to be payable under a residual value guarantee and d) the exercise price under a purchase option
that the Company is reasonably certain to exercise, lease payments in an optional renewal period if the Company is reasonably certain to exercise an
extension option, and penalties for early termination of a lease unless the Company is reasonably certain not to terminate early.
The lease liability is measured at amortized cost using the effective interest method. It is remeasured when there is a change in future lease payments
arising from a change in an index or rate, if there is a change in the Company’s estimate of the amount expected to be payable under a residual value
guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is
remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in the statement of income
if the carrying amount of the right-of-use asset has been reduced to zero.
Rental income received from packaging machine operating leases is recognized on a straight-line basis over the term of the corresponding lease.
Inventories
(i)
Inventories are stated at the lower of cost and net realizable value. The cost of inventories is based on the fi rst-in fi rst-out principle and includes
expenditures incurred in acquiring the inventories and bringing them to their existing location and condition. In the case of manufactured inventories,
cost includes an appropriate share of variable and fi xed overheads based on normal operating capacity. Any excess, unallocated, fi xed overhead costs
are expensed as incurred. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion
and selling expenses.
(j) Cash and cash equivalents
Cash and cash equivalents include cash on hand, cash invested in interest-bearing money market accounts and short-term deposits with maturities of
less than three months. Cash equivalents are all highly liquid investments. Bank overdrafts are shown within current liabilities. Bank overdrafts that are
repayable on demand and form an integral part of the Company’s cash management are included as a component of cash and cash equivalents for the
purpose of the statement of cash fl ows.
22
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(k) Trade and other receivables
The Company applies the simplifi ed approach to providing for expected credit losses, which requires the use of the lifetime expected credit loss provision
for all trade and other receivables. Expected credit losses are measured as the difference in the present value of the contractual cash fl ows that are
due under the contract and the cash fl ows that the Company expects to receive. The expected cash fl ows refl ect all available information, including the
Company’s historical experience, the past due status, the existence of third-party insurance and forward-looking macroeconomic factors.
The Company has ongoing agreements in place with fi nancial institutions whereby certain extended term trade receivables are sold without recourse
in exchange for cash. When the trade receivable is sold, the Company removes them from the balance sheet, recognizes the amount received as the
consideration for the transfer and records the corresponding costs within fi nance expense and general and administrative expenses. The Company
assumes the risk on trade receivables not sold, and accordingly, the amounts are included within trade and other receivables.
(l) Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. All costs directly attributable to
bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management are included in the
carrying value of the asset. When the Company has a legal or constructive obligation to restore a site on which an asset is located either through make-
good provisions in lease agreements or decommissioning of environmental risks, the present value of the estimated costs of dismantling and removing
the asset and restoring the site are included in the carrying value of the asset with a corresponding increase to provisions. Borrowing costs directly
attributable to the acquisition, construction or production of qualifying property, plant and equipment that takes an extended period of time to be placed
into service are added to the cost of the assets, until such time as the assets are substantially ready for their intended use. See note 3(p) on impairment.
When parts of an item of plant and equipment have different useful lives, they are accounted for as separate items (major components). The cost of
replacing a component of an item of plant and equipment is recognized in the carrying amount of the item if it is probable that the future economic benefi ts
of the item will occur and its cost can be measured reliably. The costs of day-to-day maintenance of plant and equipment are recognized directly in the
statement of income.
Depreciation is computed using the straight-line method over the estimated useful lives of the assets, commencing the date the assets are ready for use
as follows:
Buildings 20 - 40 years
Equipment 4 - 20 years
Packaging machines 3 - 7 years
Depreciation methods, useful lives and residual values are reassessed annually or more frequently when there is an indication that they have changed.
The gain or loss on the retirement of an item of property, plant and equipment is the difference between the net sale proceeds and the carrying amount of
the asset and is recognized in the statement of income.
(m) Pre-production expenses
Pre-production costs relating to installations of major new production equipment are expensed in the period in which incurred.
Intangible assets
(n)
Intangible assets are stated at cost less accumulated amortization and accumulated impairment losses. See note 3(p) on impairment. Computer software
that is integral to a related item of hardware is included with plant and equipment. All other computer software is treated as an intangible asset. The
cost of intangible assets acquired in an acquisition is the fair value at the acquisition date. The cost of separately acquired intangible assets, including
computer software, comprises the purchase price and any directly attributable costs of preparing the asset for use. Amortization is computed using the
straight-line method over the estimated useful lives of the assets, as follows:
Computer software 3 - 12 years
Patents 8 - 17 years
Customer-related 5 - 15 years
(o) Goodwill
Goodwill represents the excess of the consideration transferred over the Company’s interest in the fair value of the net identifi able assets, including
intangible assets, and liabilities of the acquiree at the date of acquisition. At the date of acquisition, goodwill is allocated to cash-generating units (CGUs)
for the purpose of impairment testing. A CGU is the smallest group of assets that generates cash infl ows that are largely independent of the cash infl ows
from other assets or groups of assets. Goodwill is tested at least annually for impairment at the CGU level and is carried at cost less accumulated
impairment losses (see note 3(p)).
Impairment
(p)
The carrying amount of the Company’s property, plant and equipment and intangible assets (other than goodwill) are reviewed at each reporting date to
determine whether there is any indication of impairment. Goodwill is tested for impairment annually or at any time if an indicator of impairment exists. If
any such indication exists, the applicable asset’s recoverable amount is estimated.
23
The recoverable amount of the Company’s assets are calculated as the value-in-use, being the present value of future cash fl ows, using a pre-tax discount
rate that refl ects the current assessment of the time value of money, or the fair value less costs to sell, if greater. For an asset that does not generate
largely independent cash fl ows, the recoverable amount is determined for the CGU to which it belongs. The Company bases its impairment calculation on
detailed fi nancial forecasts, which are prepared separately for each of the Company’s CGUs to which the individual assets are allocated. These fi nancial
forecasts are generally covering a period of fi ve years. For longer periods, a long-term growth rate is calculated and applied to project future cash fl ows
after the fi fth year.
An impairment loss is recognized whenever the carrying amount of an asset or its respective CGU exceeds its recoverable amount. Impairment losses
are recognized in the statement of income. Impairment losses recognized in respect of CGUs are allocated fi rst to reduce the carrying amount of any
goodwill allocated to the CGU and then, to reduce the carrying amount of other assets in the CGU on a pro rata basis. Impairment losses in respect of
goodwill are not reversed. In respect of property, plant and equipment and intangible assets, an impairment loss is reversed if there has been an indication
that an impairment loss recognized in prior periods may no longer exist or may have decreased. An impairment loss is reversed only to the extent that
the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment
loss had been previously recognized.
Income taxes
(q)
Income tax expense comprises current and deferred tax. Income tax expense is recognized in the statement of income except to the extent that it relates
to items recorded directly to other comprehensive income or equity, in which case it is recognized directly in other comprehensive income or equity,
respectively.
Current income tax comprises the expected income tax payable or receivable on the taxable income or loss for the period, using income tax rates enacted
or substantively enacted in the jurisdictions the Company is required to pay income tax at the reporting date, and any adjustments to income taxes payable
or receivable in respect of previous periods. Current income tax is adjusted by changes in deferred tax assets and liabilities attributable to temporary
differences between the tax bases of assets and liabilities and their carrying amounts in the fi nancial statements, and by the availability of unused income
tax losses.
Deferred tax is recognized using the balance sheet method in which temporary differences are calculated based on the carrying amounts of assets and
liabilities for fi nancial reporting purposes and the tax bases of assets and liabilities for income taxation purposes. Deferred tax is not recognized for the
following temporary timing differences: the initial recognition for both goodwill and assets and liabilities in a transaction that is not a business combination
and that affects neither accounting nor taxable income; and differences relating to investments in subsidiaries to the extent that it is probable that they will
not reverse in the foreseeable future. Deferred tax is measured at the income tax rates that are expected to be applied when the temporary difference
reverses, that is, when the asset is realized or the liability is settled, based on the income tax laws that have been enacted or substantively enacted at
the reporting date.
Deferred tax assets are recognized only to the extent that it is probable that future taxable income will be available against which the assets can be
utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related income tax
benefi t will be realized.
Current tax assets and liabilities are offset when the Company and its subsidiaries have a legally enforceable right to offset the amounts and intend to
either settle on a net basis, or to realize the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset when there is a
legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income
taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balance
on a net basis.
The Company regularly evaluates positions taken in income tax returns with respect to situations in which applicable income tax regulation is subject to
interpretation. Management establishes provisions where appropriate on the basis of amounts expected to be paid to income tax authorities, refl ecting
any uncertainty over tax treatments.
24
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(r) Employee benefi t plans
The Company maintains four funded non-contributory defi ned benefi t pension plans in Canada and the US and one funded non-contributory supplementary
income postretirement plan for certain CDN-based executives. A market discount rate is used to measure the benefi t obligations based on the yield of
high quality corporate bonds denominated in the same currency in which the benefi ts are expected to be paid and with terms to maturity that, on average,
match the terms of the benefi t obligations. The cost of providing the benefi ts is actuarially determined using the projected unit credit method. Actuarial
valuations are conducted, at a minimum, on a triennial basis with interim valuations performed as deemed necessary. Consideration is given to any
event that could impact the benefi t plan assets or obligation up to the balance sheet date where interim valuations are performed. For fi nancial reporting
purposes, the Company measures the benefi t obligations and fair value of assets for the defi ned benefi t plans as of the year-end date. The amount
recognized in the balance sheet at each year-end reporting date represents the present value of the benefi t obligation, reduced by the fair value of benefi t
plan assets. Any recognized asset or surplus is limited to the present value of economic benefi ts available in the form of any future refunds from the plan
or reductions in future contributions. To the extent that there is uncertainty regarding entitlement to the surplus, no asset is recorded. Current service
costs are charged to the statement of income and included in the same line items as the related compensation cost. The net fi nance cost is computed
based on the application of the discount rate to the net defi ned benefi t pension plan asset or liability at the start of the annual period, taking into account
any anticipated changes during the upcoming year as a result of contributions and benefi t payments and also refl ects the impact of any pension plan
asset ceiling adjustments. The net fi nance cost is shown within either fi nance income or fi nance expense within the statement of income depending on
whether the defi ned benefi t pension plan was in an asset or liability position at the start of the year. Remeasurements, which comprise actuarial gains
and losses, the return on benefi t plan assets and the effect of the pension plan asset ceiling adjustment, are recognized directly in equity within other
comprehensive income. When the benefi ts of a plan are changed or when a plan is curtailed, the resulting change in benefi t that relates to past service
or the gain or loss on curtailment is recognized immediately in the statement of income. The Company recognizes gains and losses on the settlement of
a defi ned benefi t plan when the settlement occurs in the statement of income. The Company’s funding policy is in compliance with statutory regulations
and amounts funded are deductible for income tax purposes.
One of the Company’s subsidiaries maintains one unfunded contributory defi ned benefi t postretirement plan for healthcare benefi ts for a limited group
of US individuals. A market discount rate is used to measure the benefi t obligation based on the yield of high quality corporate bonds denominated in
the same currency in which the benefi ts are expected to be paid and with terms to maturity that, on average, match the terms of the benefi t obligation.
The cost of providing the benefi ts is actuarially determined using the projected unit credit method. The amount recognized in the balance sheet at each
year-end reporting date represents the present value of the benefi t obligation. Current service costs are charged to the statement of income as they
accrue and are included in general and administrative expenses. Interest costs on the benefi t obligation are charged to the statement of income as
fi nance expense. Remeasurements are recognized directly in equity within other comprehensive income. When the benefi ts of the plan are changed or
when the plan is curtailed, the resulting change in benefi t that relates to past service or the gain or loss on curtailment is recognized immediately in the
statement of income.
The Company maintains seven defi ned contribution pension plans in Canada and the US. The pension expense charged to the statement of income for
these plans is the annual funding contribution by the Company.
Termination benefi ts are recognized as an expense in the statement of income at the earlier of when the Company can no longer withdraw the offer of
those benefi ts and when the Company recognizes costs for a restructuring.
Short-term benefi t obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the
amount expected to be paid under short-term cash bonus or profi t-sharing plans if the Company has a legal or constructive obligation to pay this amount
as a result of past service provided by the employee.
(s) Provisions
A provision is recognized when there is a legal or constructive obligation as a result of a past event and it is probable that a future outlay of cash will be
required to settle the obligation and the amount can be reliably estimated. Provisions are determined by discounting the expected future cash fl ows at a
pre-income tax rate that refl ects the current market assessments of the time value of money and the risks specifi c to the obligation. When some or all of
the monies required to settle a provision are expected to be recovered from a third party, the recovery is recognized as an asset when it is virtually certain
that the recovery will be received.
When the Company has a legal or constructive obligation to restore a site on which an asset is located either through make-good provisions in lease
agreements or decommissioning of environmental risks, the present value of the estimated costs of dismantling and removing the asset and restoring the
site is recognized as a provision with a corresponding increase to the related item of property, plant and equipment. At each reporting date, the obligation
is remeasured in line with changes in discount rates, estimated cash fl ows and the timing of those cash fl ows. Any changes in the obligation are added
or deducted from the related asset. The change in the present value of the obligation due to the passage of time is recognized as a fi nance expense or
fi nance income in the statement of income.
At each reporting date, other provisions are remeasured in line with changes in discount rates, estimated cash fl ows and the timing of those cash fl ows.
Any changes in the provision are recognized in the statement of income. The change in the present value of the provision due to the passage of time is
recognized as a fi nance expense or fi nance income in the statement of income.
25
(t) Financial assets and liabilities
Financial assets are initially measured at fair value. On initial recognition, the Company classifi es its fi nancial assets at either amortized cost, fair value
through other comprehensive income (FVOCI) or fair value through profi t or loss (FVTPL), depending on its business model for managing the fi nancial
assets and the contractual cash fl ow characteristics of the fi nancial assets. Financial assets are not reclassifi ed subsequent to their initial recognition,
unless the Company changes its business model for managing fi nancial assets. Financial liabilities are classifi ed at amortized cost.
A fi nancial asset is classifi ed as measured at amortized cost if it meets both of the following conditions: a) the asset is held within a business model whose
objective is to hold assets to collect contractual cash fl ows and b) the contractual terms of the fi nancial asset give rise on specifi ed dates to cash fl ows
that are solely payments of principal and interest on the principal amount outstanding.
A fi nancial asset is classifi ed as measured at FVOCI if it meets both of the following conditions: a) it is held within a business model whose objective is
achieved by both collecting contractual cash fl ows and selling fi nancial assets and b) its contractual terms give rise on specifi ed dates to cash fl ows that
are solely payments of principal and interest on the principal amount outstanding.
All fi nancial instruments, including derivatives, are included in the consolidated balance sheet and are measured at fair value except cash and cash
equivalents, trade and other receivables and trade payables and other liabilities, which are measured at amortized cost. All changes in fair value are
recorded to the consolidated statement of income unless cash fl ow hedge accounting is used, in which case changes in fair value are recorded in other
comprehensive income to the extent the derivatives are deemed to be effective hedges.
(u) Hedge accounting
The Company operates principally in Canada and the United States, which gives rise to risks that its income and cash fl ows may be adversely impacted
by fl uctuations in foreign exchange rates. The Company enters into foreign currency forward contracts to manage foreign exchange exposures on
anticipated labor, operating costs, property, plant and equipment expenditures and dividend payments to be incurred in Canadian dollars and equipment
expenditures to be incurred in other foreign currencies. The Company has elected to designate these instruments in their entirety as hedging instruments
for hedge accounting purposes, including both the spot and forward elements of the contract in the valuation of the instrument.
With respect to hedges of foreign currency exposure, the Company determines the existence of an economic relationship between the hedging instrument
and hedged item based on the currency, amount and timing of their respective cash fl ows. An assessment is made whether the derivative designated in
each hedging relationship is expected to be and has been effective in offsetting changes in cash fl ows of the hedged item using the hypothetical derivative
method.
The fair value of each contract is included on the consolidated balance sheet within derivative fi nancial instrument assets or liabilities, depending on
whether the fair value was in an asset or liability position. In the case of labor and operating costs, changes in the fair value of these contracts are initially
recorded in other comprehensive income and subsequently recorded in the consolidated statement of income when the hedged item affects income or
loss. In the case of property, plant and equipment expenditures, changes in the fair value of these contracts are initially recorded in other comprehensive
income and upon settlement of the contract, the gain or loss is included in the cost of the corresponding asset. For dividend payments, changes in the
fair value of these contracts are recorded directly in equity.
If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, is terminated or is exercised, then hedge
accounting is discontinued prospectively. When hedge accounting for cash fl ow hedges is discontinued, the amount that has been accumulated in the
hedging reserve remains in equity until, for a hedge of a transaction resulting in recognition of a non-fi nancial item, it is included in the non-fi nancial item’s
cost on its initial recognition or, for other cash fl ow hedges, it is reclassifi ed to the consolidated statement of income in the same period or periods as the
hedged expected future cash fl ows affects income or loss.
If the hedged future cash fl ows are no longer expected to occur, then the amounts that have been accumulated in the hedging reserve are immediately
reclassifi ed to the consolidated statement of income.
(v) Share-based payments
The Company maintains a share-based compensation plan, which provides restricted share units under the Executive Enhanced Long-Term Deferred
Income Benefi ts Plan. The long-term component of the incentive entitlement for a given year is converted to units based on the current market value of
the Company’s common shares and after a period of three years, the cash value of the units is paid to the Executive based on the market value of the
Company’s common shares in effect at that point in time. Units under the plan vest immediately. The fair value of the units granted is recognized as a
personnel expense, with a corresponding increase in liabilities, over the period that the units pertain. The liability is remeasured at each reporting date.
Any changes in the fair value of the liability are recognized as a personnel expense in the statement of income.
(w) Earnings per share
Basic earnings per share are calculated by dividing the net income attributable to equity holders of the Company for the period by the weighted average
number of common shares outstanding during the period. Diluted earnings per share are calculated on the same basis as there are no potentially dilutive
common shares.
26
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4. Critical accounting estimates and judgments
The application of the Company’s accounting policies requires management to use estimates and judgments that can have a signifi cant effect on the
revenues, expenses, comprehensive income, assets and liabilities recognized and disclosures made in the consolidated fi nancial statements. Actual
results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized
prospectively.
The following areas require management’s most critical estimates and judgments:
(a) Aggregation of operating segments
Management applies judgment in aggregating operating segments into a reportable segment. Aggregation occurs when the operating segments have
similar economic characteristics and have similar products, production processes, types of customers and distribution methods.
(b) Business combinations
The determination of fair value associated with identifi able property, plant and equipment and intangible assets following a business combination
requires management to make assumptions. More specifi cally, this is the case when the Company calculates fair values using appropriate valuation
techniques, which are generally based on a forecast of expected future cash fl ows for intangible assets, and on a replacement cost approach, an income-
based approach and/or a market-based approach for property, plant and equipment. These valuations are closely related to the assumptions made by
management about the future return on the related assets and the discount rate applied. Signifi cant changes to these assumptions could signifi cantly
change the fair values associated with intangible assets following a business combination, which would impact the amortization expense.
(c) Employee benefi t plans
Accounting for employee benefi t plans requires the use of actuarial assumptions. The assumptions include the discount rate, rate of compensation
increase, mortality rate and healthcare costs. These assumptions depend on underlying factors such as economic conditions, government regulations
and employee demographics. These assumptions could change in the future and may result in material adjustments to employee benefi t plan assets or
liabilities.
Impairment of property, plant and equipment, intangible assets and goodwill
(d)
An integral component of impairment testing is determining the asset’s recoverable amount. The determination of the recoverable amount involves
signifi cant management judgment, including projections of future cash fl ows and the appropriate discount rate. The cash fl ows are derived from the
fi nancial forecast for the next fi ve years and do not include restructuring activities that the Company is not yet committed to or signifi cant future investments
that will enhance the asset’s performance of the CGU being tested. Qualitative factors, including market presence and trends, strength of customer
relationships, strength of local management, strength of debt and capital markets and degree of variability in cash fl ows, as well as other factors, are
considered when making assumptions with regard to projected revenue and gross profi t and the appropriate discount rate. The recoverable amount is
most sensitive to the discount rate used for the discounted cash fl ow model as well as the average projected sales volume growth, the average projected
gross profi t percentage and the terminal growth rate used for extrapolation purposes. A change in any of the signifi cant assumptions or estimates could
result in a material change in the recoverable amount. The Company has nine CGUs, of which the carrying values for three include goodwill and must
be tested for impairment annually.
(e) Timing of revenue recognition
Signifi cant judgment is required to determine whether revenue should be recognized over time or at a point in time. To assess whether any revenue
should be recognized over time, the Company analyzes customer-specifi c products without alternative use to determine whether a legally enforceable
right to payment exists as performance is completed, including a reasonable return.
(f) Leases
Management assesses at lease commencement date whether it is reasonably certain to exercise lease extension options. In addition, assumptions are
made as to the discount rate applied to the lease liability. If there is a signifi cant event or change in circumstances within the Company’s control, these
judgments and assumptions could change and may result in material adjustments to right-of-use assets and lease liabilities.
5. Accounting standards implemented in 2022
The following accounting standards came into effect commencing in the Company’s 2022 fi scal year:
(a) Property, plant and equipment: proceeds before intended use
In May 2020, the IASB issued “Property, Plant and Equipment: Proceeds Before Intended Use (Amendments to IAS 16)”, which prohibits deducting
amounts received from selling items produced while preparing the asset for its intended use from the cost of property, plant and equipment. Instead, such
sales proceeds and related costs will be recognized within the statement of income. The amendments were implemented with retrospective application,
effective December 27, 2021. The amendments had no impact on the Company’s consolidated fi nancial statements.
(b) Onerous contracts - cost of fulfi lling a contract
In May 2020, the IASB issued “Onerous Contracts - Cost of Fulfi lling a Contract (Amendments to IAS 37)”, which specifi es which costs a company
includes when assessing whether a contract will be loss-making. The amendments were implemented, effective December 27, 2021. The amendments
had no impact on the Company’s consolidated fi nancial statements.
27
6. Future accounting standards
(a) Deferred taxes related to assets and liabilities arising from a single transaction
In May 2021, the IASB issued “Deferred Taxes Related to Assets and Liabilities Arising from a Single Transaction (Amendments to IAS 12)”, which
introduces an exception to the initial recognition exemption for deferred tax on transactions such as leases and decommissioning obligations. Applying
this exception, a company does not apply the initial recognition exemption for transactions that give rise to equal taxable and deductible temporary
differences. The amendments are effective for annual reporting periods beginning on or after January 1, 2023 and are to be applied retrospectively. The
Company does not expect the amendments to have a signifi cant impact on the consolidated fi nancial statements when they are adopted in 2023.
(b) Lease liability in a sale and leaseback
In September 2022, the IASB issued “Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)”, that requires a seller-lessee to subsequently
measure lease liabilities arising from a leaseback in a way that it does not recognize any amount of the gain or loss that relates to the right of use it retains.
The amendments are effective for annual reporting periods beginning on or after January 1, 2024 and are to be applied retrospectively. The Company
does not expect the amendments to have a signifi cant impact on the consolidated fi nancial statements when they are adopted in 2024.
7. Segment reporting
Operating segments and product groups
The Company provides three distinct types of packaging technologies: a) fl exible packaging, b) rigid packaging and fl exible lidding and c) packaging
machinery. Each is deemed to be a separate operating segment.
The fl exible packaging segment includes the modifi ed atmosphere packaging, specialty fi lms and biaxially oriented nylon product groups. Modifi ed
atmosphere packaging extends the shelf life of perishable foods, while at the same time maintains or improves the quality of the product. The packaging
is used for a wide range of markets and applications, including fresh and processed meats, poultry, cheese, medical device packaging, high performance
pouch applications and high-barrier fi lms for converting applications. Specialty fi lms include a full line of barrier and non-barrier fi lms which are ideal for
converting applications such as printing, laminating and bag making, including shrink bags. Biaxially oriented nylon fi lm is stretched by length and width
to add stability for further conversion using printing, metalizing or laminating processes and is ideal for food packaging applications such as cheese, fl uid
and viscous liquids, and industrial applications such as book covers and balloons.
The rigid packaging and fl exible lidding segment includes the rigid containers, lidding and specialized printed packaging product groups. Rigid containers
include portion control and single-serve containers, as well as plastic sheet, custom and retort trays, which are used for applications such as food, pet
food, beverage, dairy, industrial and healthcare. Lidding products are available in die-cut, daisy chain and rollstock formats and are used for applications
such as food, dairy, beverage, pet food, industrial and healthcare. Specialized printed packaging provides packaging solutions to the pharmaceutical,
healthcare, nutraceutical, cosmetic and personal care markets.
Packaging machinery includes a full line of horizontal fi ll/seal machines for preformed containers and vertical form/fi ll/seal pouch machines for pumpable
liquid and semi-liquid products and certain dry products.
Due to similar economic characteristics, including long-term sales volume growth and long-term average gross profi t margins, and having similar products,
production processes, types of customers and distribution methods, the fl exible packaging and rigid packaging and fl exible lidding operating segments
have been aggregated as one reportable segment. In addition, the packaging machinery operating segment has been aggregated with these two
segments as the segment’s revenue and assets represents less than 3 percent of total Company revenue and assets.
The Company operates principally in Canada and the United States. See note 8 for a breakdown of revenue by operating and geographic segment. The
following summary presents property, plant and equipment, intangible assets and goodwill information by geographic segment:
United States
Canada
Mexico
December 25
December 26
2022
249,075
284,019
18,606
551,700
2021
258,001
272,552
19,166
549,719
28
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
8. Revenue
Signifi cant judgments in applying revenue accounting policy
Signifi cant judgment is required to determine whether revenue should be recognized over time or at a point in time. To assess whether any revenue
should be recognized over time, the Company analyzes customer-specifi c products without alternative use to determine whether a legally enforceable
right to payment exists as performance is completed, including a reasonable return. During 2022, no material arrangements satisfi ed these criteria,
and as a result, the Company did not recognize any revenue over time. Accordingly, all revenue was recognized at a point in time giving consideration
to whether the customer has: a) assumed the risks and rewards of ownership, b) a present obligation to pay and c) obtained legal title and physical
possession. These conditions are usually fulfi lled upon shipment of products.
For customer contracts that include a volume rebate program, judgment is required to estimate the eventual amount that will be paid to the customer.
Most volume rebate programs entitle a customer to an increasing rebate percentage based upon the attainment of purchase level thresholds. At each
reporting date, the Company updates its estimates regarding variable consideration.
Disaggregation of revenue
Operating segment
Flexible packaging
Rigid packaging and fl exible lidding
Packaging machinery
Geographic segment
United States
Canada
Mexico and other
2022
2021
640,209
510,425
30,499
1,181,133
950,073
152,173
78,887
1,181,133
519,798
451,729
30,467
1,001,994
806,232
126,765
68,997
1,001,994
The Company’s products are primarily used for the packaging of perishable foods and beverages, which accounted for more than 90 percent of sales
during 2022 and 2021. Other markets include medical, pharmaceutical, nutraceutical, personal care, industrial and other consumer goods.
Contract balances
The following table provides information about trade receivables and contract liabilities with customers:
Trade receivables, which are included in ‘Trade and other receivables’ (note 15)
Contract liabilities
Changes in contract liabilities during the period
Opening balance, December 27, 2021
Revenue recognized during the year that was included in the opening balance
Increases due to cash received, excluding amounts recognized as revenue during the year
Closing balance, December 25, 2022
December 25
2022
December 26
2021
188,981
(2,621)
166,467
(3,503)
(3,503)
3,503
(2,621)
(2,621)
Performance obligations
Most of the Company’s contracts have a single performance obligation as the promise to transfer the individual goods. Revenue for each of the three
operating segments is recognized at a point in time when the customer obtains control of a product, which typically takes place when legal title and
physical possession of the product is transferred to the customer. These conditions are usually fulfi lled upon shipment, however, in some instances, upon
delivery. Invoices are generated when control has transferred and are usually payable within 30 to 60 days.
No revenue was recognized in 2022 or 2021 relating to performance obligations that were satisfi ed or partially satisfi ed in previous years. Similarly, no
revenue will be recognized in subsequent years relating to unsatisfi ed performance obligations as at December 25, 2022.
29
9. Expenses by nature
Raw materials and consumables used
Depreciation and amortization
Personnel expenses (note 10)
Freight
Other expenses
Foreign exchange and cash fl ow hedge (losses) gains transferred from other comprehensive income (note 11)
10. Personnel expenses
Wages and salaries
Social security
Employee defi ned benefi t plan expenses (note 19)
Employee defi ned contribution plan expenses (note 19)
Share-based payments (note 24)
2022
(638,416)
(47,699)
(224,791)
(37,642)
(56,632)
(3,669)
(1,008,849)
2022
(195,797)
(17,289)
(4,233)
(7,326)
(146)
2021
(522,652)
(45,383)
(214,073)
(30,518)
(48,198)
1,268
(859,556)
2021
(185,865)
(16,350)
(4,533)
(7,325)
-
During 2022, the Company received $0 with respect to the Canada Emergency Wage Subsidy (CEWS) program (2021 - $1,177) which was netted against
wages and salaries.
(224,791)
(214,073)
11. Other (expenses) income
Foreign exchange losses
Cash fl ow hedge (losses) gains transferred from other comprehensive income
12. Finance income and expense
Finance income on cash and cash equivalents
Net fi nance income on defi ned benefi t plans (note 19)
Finance income
Finance expense on bank overdrafts
Finance expense on lease liabilities
Finance expense on sale of extended term trade receivables (note 29)
Net fi nance expense on defi ned benefi t plans (note 19)
Finance expense
Net fi nance income (expense)
30
2022
(2,579)
(1,090)
(3,669)
2022
5,959
455
6,414
(21)
(467)
(3,843)
(281)
(4,612)
1,802
2021
(483)
1,751
1,268
2021
804
109
913
(18)
(499)
(919)
(302)
(1,738)
(825)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
13. Income tax expense
Current tax expense
Current year
Deferred tax recovery (expense)
Origination and reversal of temporary differences
Income tax expense
Income tax expense recognized in other comprehensive income
Cash fl ow hedges
Employee benefi t plan remeasurements
Reconciliation of effective income tax rate
Combined Canadian federal and provincial income tax rate
United States income taxed at rates lower than Canadian tax rates
Permanent differences and other
Effective income tax rate
14. Cash and cash equivalents
Bank balances
Money market and short-term deposits
15. Trade and other receivables
Trade receivables
Less: Allowance for expected credit losses
Net trade receivables
Other receivables
16. Inventories
Raw materials
Work-in-process
Finished goods
Spare parts
2022
2021
(53,787)
(25,775)
7,926
(45,861)
165
(372)
(207)
26.8%
(0.4)
(0.1)
26.3%
(9,490)
(35,265)
495
(3,419)
(2,924)
26.7%
(0.2)
(1.6)
24.9%
December 25
December 26
2022
35,430
363,243
398,673
2021
18,755
358,706
377,461
December 25
December 26
2022
188,981
(1,517)
187,464
16,576
204,040
2021
166,467
(1,007)
165,460
11,922
177,382
December 25
December 26
2022
128,371
46,022
97,163
16,562
288,118
2021
65,065
32,435
74,834
14,724
187,058
During 2022, the Company recorded, within cost of sales, inventory write-downs for slow-moving and obsolete inventory of $11,760 (2021 - $6,392) and
reversals of previously written-down items of $2,279 (2021 - $2,666).
31
17. Property, plant and equipment
Land
Buildings
Equipment
Machines
In Progress
Total
Packaging
Capital
Net book value
At December 28, 2020
Cost
Accumulated depreciation
2021 Activity
Additions
Disposals
Transfers
Depreciation
At December 26, 2021
At December 26, 2021
Cost
Accumulated depreciation
Net book value
At December 27, 2021
Cost
Accumulated depreciation
2022 Activity
Additions
Disposals
Transfers
Depreciation
At December 25, 2022
At December 25, 2022
Cost
Accumulated depreciation
-
-
-
24,486
211,736
682,042
-
(71,233)
(406,804)
20,348
(20,007)
66,893
1,005,505
24,486
140,503
275,238
341
66,893
-
-
-
-
3,315
-
24,778
(7,853)
24,486
160,743
31,041
(145)
18,364
(37,664)
286,834
837
(110)
-
(87)
981
18,452
-
(43,142)
-
42,203
24,486
239,690
721,321
-
(78,947)
(434,487)
14,693
(13,712)
42,203
1,042,393
24,486
160,743
286,834
981
42,203
(498,044)
507,461
53,645
(255)
-
(45,604)
515,247
(527,146)
515,247
24,486
239,690
721,321
-
(78,947)
(434,487)
14,693
(13,712)
24,486
160,743
286,834
981
42,203
42,203
1,042,393
(527,146)
515,247
586
9,637
-
-
-
-
-
(8,873)
25,072
161,507
18,459
(69)
6,346
(38,650)
272,920
659
21,759
51,100
-
-
(165)
1,475
-
(6,346)
-
57,616
(69)
-
(47,688)
518,590
25,072
249,287
732,415
-
(87,780)
(459,495)
25,072
161,507
272,920
15,352
(13,877)
1,475
57,616
1,079,742
-
57,616
(561,152)
518,590
At December 25, 2022, property, plant and equipment includes right-of-use assets of $11,505 (2021 - $12,665) related to leased facilities (see note 23).
Government grants/tax credits in respect of property, plant and equipment were recognized within deferred income totaling $1,948 in 2022 (2021 - $5,207).
No impairment losses or impairment reversals were recorded during 2022 and 2021. No borrowing costs were capitalized during 2022 and 2021.
32
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
18. Intangible assets and goodwill
Net book value
At December 28, 2020
Cost
Accumulated amortization
2021 Activity
Additions
Disposals
Amortization
At December 26, 2021
At December 26, 2021
Cost
Accumulated amortization
Net book value
At December 27, 2021
Cost
Accumulated amortization
2022 Activity
Additions
Disposals
Amortization
At December 25, 2022
At December 25, 2022
Cost
Accumulated amortization
Goodwill
Software
Patents
Customer
Related
Total
18,435
-
18,435
-
-
-
18,435
18,435
-
18,435
18,435
-
18,435
-
-
-
18,435
18,435
-
18,435
10,106
(9,069)
1,037
222
-
(383)
876
9,750
(8,874)
876
9,750
(8,874)
876
288
-
(421)
743
9,767
(9,024)
743
72
(11)
61
-
-
23
84
95
(11)
84
95
(11)
84
48
-
-
132
143
(11)
132
18,830
(2,476)
16,354
-
-
(1,277)
15,077
18,830
(3,753)
15,077
18,830
(3,753)
15,077
-
-
(1,277)
13,800
18,830
(5,030)
13,800
47,443
(11,556)
35,887
245
-
(1,660)
34,472
47,110
(12,638)
34,472
47,110
(12,638)
34,472
336
-
(1,698)
33,110
47,175
(14,065)
33,110
The 2022 intangible assets and goodwill balance includes $12,698 (2021 - $12,596) related to the lidding CGU. The impairment testing for this CGU
was conducted under the value-in-use approach, using a pre-tax discount rate of 13.1 percent (2021 - 10.8 percent). Cash fl ows were projected based
on actual operating results and the fi ve-year business plan. Average sales volume growth projected for the next fi ve years was 5.1 percent (2021 - 6.4
percent) and the average gross profi t percentage projected over the same time-frame was within seven percentage points (2021 - within two percentage
points) of the actual gross profi t percentage attained in the current year. Cash fl ows after the fi ve-year period were assumed to increase at a terminal
growth rate of 1.5 percent (2021 - 1.5 percent).
The 2022 intangible assets and goodwill balance includes $19,494 (2021 - $20,770) related to the specialized printed packaging CGU. The impairment
testing for this CGU was conducted under the value-in-use approach, using a pre-tax discount rate of 15.0 percent (2021 - 12.6 percent). Cash fl ows
were projected based on actual operating results and the fi ve-year business plan. Average sales volume growth projected for the next fi ve years was
10.2 percent (2021 - 9.7 percent) and the average gross profi t percentage projected over the same time-frame was within seven percentage points (2021
- within fi ve percentage points) of the actual gross profi t percentage attained in the current year. Cash fl ows after the fi ve-year period were assumed to
increase at a terminal growth rate of 1.5 percent (2021 - 1.5 percent).
At December 25, 2022 and December 26, 2021, there were no indefi nite life intangible assets other than goodwill. The amortization of software and
patents is included within general and administrative expenses and the amortization of customer-related intangibles is included within sales, marketing
and distribution expenses. At December 25, 2022 the weighted average remaining useful life of customer-related intangible assets was 11.6 years (2021
- 12.5 years).
No impairment losses or impairment reversals were recorded during 2022 and 2021.
33
19. Employee benefi t plans
The Company maintains four funded non-contributory defi ned benefi t pension plans, one funded non-contributory supplementary income postretirement
plan for certain CDN-based executives, one unfunded contributory defi ned benefi t postretirement plan for healthcare benefi ts for a limited group of US
individuals and seven defi ned contribution pension plans. Effective January 1, 2005, all defi ned benefi t pension plans were frozen to new entrants except
one, which was frozen effective January 1, 2009. All new CDN employees are required, and all new US employees have the option, to participate in
defi ned contribution plans upon satisfaction of certain eligibility requirements.
The employee benefi t plans are overseen by the Company Pension Committee (CPC) which is comprised of two members from senior management and
one Board of Directors member. The CPC is responsible for determining and recommending the following items to the Company’s Board of Directors for
approval: (a) the benefi t plan asset investment policies, (b) the Company’s cash funding and (c) the employee benefi t entitlements within the respective
benefi t plans.
Total amounts paid by the Company on account of all benefi t plans, consisting of: defi ned benefi t pension plans, supplementary income postretirement
plan, direct payments to benefi ciaries for the unfunded postretirement plan and the defi ned contribution plans, amounted to $9,342 (2021 - $8,340).
Defi ned contribution pension plans
The Company maintains four defi ned contribution pension plans for employees in Canada and three retirement savings plans (401(k) Plans) for employees
in the United States. The Company’s total expense for these plans was $7,326 (2021 - $7,325).
Defi ned benefi t plans
For fi nancial reporting purposes, the Company measures the benefi t obligations and fair value of the benefi t plan assets as of the year-end date. The
most recent actuarial valuations for funding purposes for the funded non-contributory plans were completed as at the following dates: January 1, 2022 for
one plan, December 31, 2021 for one plan, January 1, 2020 for one plan and October 31, 2020 for one inactive plan. These actuarial valuations establish
the minimum funding requirements. The most recent actuarial valuations for funding purposes for the supplementary income postretirement plan and
the postretirement plan for healthcare benefi ts were dated December 25, 2022. The supplementary income postretirement plan has no minimum funding
requirements. The next required actuarial valuations for all of the Company’s active defi ned benefi t plans are three years from the aforementioned dates.
Based on the most recent actuarial valuations, the Company expects to contribute $1,424 in cash to its defi ned benefi t plans in 2023. The CPC also
reviews the funding position of each plan on an annual basis and makes recommendations to the Company’s Board of Directors regarding any additional
cash funding by the Company deemed appropriate.
On April 26, 2022, the Company entered into contracts to purchase annuities totaling $27,696 with respect to the retired and deferred vested members
of two Canadian defi ned benefi t pension plans. The corresponding benefi t obligation relating to these plan members was $23,120, resulting in a $4,576
actuarial loss on benefi t plan assets which was recorded in other comprehensive income. The benefi t obligation remains in the two Canadian defi ned
benefi t pension plans and Winpak retains administrative responsibility to pay benefi ts to plan members. The fair value of benefi t plan assets in respect of
the annuities is set equal to the covered obligations, eliminating any investment and mortality risk to Winpak and any net pension defi cit in respect of the
benefi t payments covered by the annuity contracts.
Regarding the funded non-contributory plans and the supplementary income postretirement plan, the normal retirement age is 65. The option to retire
early and receive a reduced pension begins at age 55. For most plan members, the annual pension entitlement is based on years of credited service and
the earnings attained in each of those years. However, for certain CDN-based executives, the annual pension entitlement is based on years of credited
service and the highest average annual base compensation excluding incentive payments during the highest 36 consecutive months of earnings prior to
retirement. At December 25, 2022 and December 26, 2021, the benefi t obligation pertaining to these plan members represented less than 10 percent of
the Company’s total benefi t obligation.
All equity and debt securities have quoted prices in active markets. The defi ned benefi t pension plans do not invest in the shares of the Company. The
objective of the benefi t plan asset allocation policy is to manage the funded status of the benefi t plans at an appropriate level of risk, giving consideration
to the security of the assets and the potential volatility of market returns. The long-term rate of return is targeted to exceed the return indicated by a
benchmark portfolio by at least 1 percent annually. The CPC also pays attention to potential fl uctuations in the benefi t obligations. In the ideal case,
benefi t plan assets and obligations move in the same direction when interest rates change, creating a natural hedge against possible underfunding of
the benefi t plans.
The following presents the fi nancial position of the Company’s defi ned benefi t pension plans and other postretirement benefi ts, which include the
supplementary income plan and the postretirement plan for healthcare benefi ts:
Amounts recognized in the balance sheet
Employee benefi t plan assets
Employee benefi t plan liabilities
34
December 25
December 26
2022
2021
10,783
(8,334)
2,449
13,547
(9,837)
3,710
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Funded status
Present value of funded obligations
Fair value of benefi t plan assets
Status of funded obligations
Present value of unfunded obligations
Total funded status of obligations
Benefi t plan assets not recognized due to pension plan asset ceiling limit
Change in benefi t obligation
Benefi t obligation, beginning of year
Current service cost
Finance expense
Remeasurement gains recognized in other comprehensive income
Benefi ts paid
Foreign exchange (loss) gain
Benefi t obligation, end of year
Change in benefi t plan assets
Fair value of benefi t plan assets, beginning of year
Expected return on benefi t plan assets
Remeasurement (losses) gains recognized in other comprehensive income
Employer contributions
Benefi ts paid
Benefi t plan administration cost paid from the plan assets recognized in income
Foreign exchange (loss) gain
Fair value of benefi t plan assets, end of year
Change in benefi t plan assets not recognized due to pension plan asset ceiling limit
Balance, beginning of year
Remeasurement losses recognized in other comprehensive income
Foreign exchange loss
Balance, end of year
Benefi t plan obligation
The following represents the geographical breakdown of the benefi t obligation:
Canada
United States
The following represents the membership status breakdown of the benefi t obligation:
Active members
Retired members
Deferred vested members
Other
Benefi t plan assets
The following represents the weighted average allocation of benefi t plan assets:
Asset category
Equity securities
Debt securities
Annuities
Cash
Total
35
December 25
2022
December 26
2021
(83,457)
88,444
4,987
(1,168)
3,819
(1,370)
2,449
114,618
3,812
3,385
(29,565)
(4,306)
(3,319)
84,625
119,342
3,559
(27,574)
1,912
(4,306)
(421)
(4,068)
88,444
1,014
413
(57)
1,370
(48,852)
(35,773)
(84,625)
(35,510)
(45,059)
(3,652)
(404)
(84,625)
38%
34%
23%
5%
100%
(113,189)
119,342
6,153
(1,429)
4,724
(1,014)
3,710
120,183
4,095
2,986
(8,538)
(4,395)
287
114,618
114,978
2,793
5,038
1,074
(4,395)
(438)
292
119,342
165
849
-
1,014
(66,692)
(47,926)
(114,618)
(58,725)
(49,916)
(5,159)
(818)
(114,618)
35%
61%
0%
4%
100%
Net benefi t plan expense
Current service cost
Plan administration cost
Net fi nance income
Net fi nance expense
Actual return on benefi t plan assets
Cumulative remeasurements recognized in other comprehensive income
Cumulative amount, beginning of year
Annual activity
Remeasurement of benefi t obligation:
Actuarial losses arising from changes in demographic assumptions
Actuarial gains arising from changes in fi nancial assumptions
Actuarial gains arising from experience adjustments
Remeasurement of benefi t plan assets - actuarial (losses) gains arising from experience adjustments
Remeasurement of benefi t plan assets not recognized due to pension plan asset ceiling limit
Cumulative amount, end of year
Signifi cant assumptions
The following weighted averages were used to value the benefi t obligation:
Discount rate
Rate of compensation increase
2022
2021
(3,812)
(421)
(4,233)
455
(281)
(4,059)
(24,015)
(4,095)
(438)
(4,533)
109
(302)
(4,726)
7,831
17,929
5,202
-
28,817
748
29,565
(27,574)
(413)
1,578
19,507
(146)
8,120
564
8,538
5,038
(849)
12,727
17,929
December 25
December 26
2022
2021
5.3%
3.6%
3.0%
3.6%
Assumptions regarding future mortality were based on the following mortality tables: Canada - CPM - RPP2014 private generational (2021 - CPM -
RPP2014 private generational) and United States - RP2021 (2021 - RP2021).
At December 25, 2022, the weighted average duration of the benefi t obligations was 12.2 years (2021 - 15.0 years).
Sensitivity analysis
The sensitivity analysis provided in the following table is hypothetical and should be used with caution. The sensitivities of each key assumption have
been calculated independently of any changes in other key assumptions. Actual experience may result in changes in a number of key assumptions
simultaneously. Changes in one factor may result in changes in another, which could amplify or reduce the impact of such assumptions.
At December 25, 2022, the present value of the benefi t obligation was $84,625. Based on changes to the defi nitive actuarial assumptions, the benefi t
obligation would have been as follows:
Discount rate - one percentage point
Future mortality - one year
Rate of compensation increase - one percentage point
Increase
Decrease
75,710
86,519
85,235
95,427
82,658
84,071
36
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
20. Deferred tax assets and liabilities
The following are the components of the deferred tax assets and liabilities recognized by the Company:
Assets
Liabilities
Net
December 25
December 26
December 25
December 26
December 25
December 26
Trade and other receivables
Inventories
Prepaid expenses
Derivative fi nancial instruments
Property, plant and equipment
Intangible assets and goodwill
Employee benefi t plans
Trade payables and other liabilities
Provisions and other long-term liabilities
Tax assets (liabilities)
Set off of tax
Net tax assets (liabilities)
Movement in deferred tax assets and liabilities:
2022
267
5,658
-
356
-
4
2,038
3,787
2,819
14,929
(14,929)
-
2021
196
4,689
-
191
-
4
2,313
1,472
3,175
12,040
(12,040)
-
2022
2021
2022
2021
-
-
(194)
-
(70,098)
(2,386)
(2,831)
(68)
-
(75,577)
14,929
(60,648)
-
-
(157)
-
(74,360)
(2,260)
(3,557)
(73)
-
(80,407)
12,040
(68,367)
267
5,658
(194)
356
(70,098)
(2,382)
(793)
3,719
2,819
(60,648)
-
(60,648)
196
4,689
(157)
191
(74,360)
(2,256)
(1,244)
1,399
3,175
(68,367)
-
(68,367)
2021
Trade and other receivables
Inventories
Prepaid expenses
Derivative fi nancial instruments
Property, plant and equipment
Intangible assets and goodwill
Employee benefi t plans
Trade payables and other liabilities
Provisions
Provisions and other long-term liabilities
2022
Trade and other receivables
Inventories
Prepaid expenses
Derivative fi nancial instruments
Property, plant and equipment
Intangible assets and goodwill
Employee benefi t plans
Trade payables and other liabilities
Provisions and other long-term liabilities
Opening
Balance
Recognized
In Income
Recognized
In Equity
Ending
Balance
395
5,465
(108)
(304)
(65,557)
(2,259)
1,491
1,069
40
3,815
(55,953)
(199)
(776)
(49)
-
(8,803)
3
684
330
(40)
(640)
(9,490)
-
-
-
495
-
-
(3,419)
-
-
-
(2,924)
Opening
Balance
Recognized
In Income
Recognized
In Equity
196
4,689
(157)
191
(74,360)
(2,256)
(1,244)
1,399
3,175
(68,367)
71
969
(37)
-
4,262
(126)
823
2,320
(356)
7,926
-
-
-
165
-
-
(372)
-
-
(207)
196
4,689
(157)
191
(74,360)
(2,256)
(1,244)
1,399
-
3,175
(68,367)
Ending
Balance
267
5,658
(194)
356
(70,098)
(2,382)
(793)
3,719
2,819
(60,648)
Deferred tax assets have been recognized where it is probable that they will be recovered. In recognizing deferred tax assets, the Company has
considered if it is probable that suffi cient future income will be available to absorb temporary differences.
37
No deferred tax liability has been recognized in respect of temporary differences associated with investments in subsidiaries where the Company controls
the timing of the reversal and it is probable that such temporary differences will not reverse in the foreseeable future. The aggregate amount of temporary
differences associated with investments in domestic and foreign subsidiaries for which a deferred tax liability has not been recognized is $720,997 (2021
- $657,752). Temporary differences relating to unremitted earnings of foreign subsidiaries which would be subject to withholding and other taxes totalled
$576,698 (2021 - $521,651).
21. Trade payables and other liabilities
Trade payables
Current portion of lease liabilities (note 23)
Other current liabilities and accrued expenses
22. Provisions and other long-term liabilities
Provisions
Non-current portion of lease liabilities (note 23)
23. Leases
Right-of-use assets
Opening balance, December 27, 2021
Additions
Depreciation
Closing balance, December 25, 2022
Lease liabilities
As lessee, the Company’s leases are for offi ce and manufacturing facilities.
The following tables provide information about the timing of future lease payments:
Less than one year
One to fi ve years
More than fi ve years
Total contractual undiscounted lease liabilities
Current
Non-current
Total discounted lease liabilities
December 25
December 26
2022
(65,285)
(1,321)
(35,776)
(102,382)
2021
(63,789)
(1,314)
(26,614)
(91,717)
December 25
December 26
2022
(850)
(11,212)
(12,062)
2021
(850)
(12,179)
(13,029)
December 25
2022
12,665
-
(1,160)
11,505
December 25
2022
(1,343)
(4,030)
(11,242)
(16,615)
December 25
2022
(1,321)
(11,212)
(12,533)
During 2022, total cash outfl ow for leases was $2,460 (2021 - $1,995), including $1,144 for short-term leases (2021 - $790). Expenses for leases of
low-dollar value items were not material.
38
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Extension options
Some leases of offi ce and manufacturing facilities contain extension options exercisable by the Company up to one year before the end of the non-
cancellable contract period. Where practicable, the Company seeks to include extension options in new leases to provide operational fl exibility. The
extension options held are exercisable only by the Company and not by the lessors. The Company assesses at lease commencement whether it is
reasonably certain to exercise the extension options. The Company reassesses whether it is reasonably certain to exercise the options if there is a
signifi cant event or signifi cant change in circumstances within its control. At December 25, 2022, potential future lease payments not included in lease
liabilities totalled $4,396 on a discounted basis.
Lease income
Lease contracts in which the Company acts as a lessor are classifi ed as operating leases because they do not transfer substantially all of the risks and
rewards incidental to ownership of the assets. Lease income from these lease contracts during 2022 totalled $552 (2021 - $660).
24. Share-based payments:
Effective January 1, 2022, the Board of Directors established the Executive Enhanced Long-Term Deferred Income Benefi ts Plan (the “Plan”), whereby
the Company grants to members of the Executive Committee (“EC Member”) a number of restricted share units (RSUs), based on the EC Member’s
long-term incentive entitlement. There is no cost to the EC Member for the RSUs and the RSUs vest immediately. The Company pays to the EC Member
the cash value of the RSUs based on the average closing share price over the last ten trading days preceding December 15 of the third year subsequent
to the year the RSUs were granted. In the event of the termination of the EC Member’s employment for any reason, the cash value of the RSUs shall be
paid immediately to the EC Member or their personal representative, as the case may be, based on the closing share price on the date of termination.
The cash value of a RSU is the market value of the common shares of the Company on the day prior to the date of payment. In addition, the Company
is required to pay the EC Member an amount equal to the dividends paid on the common shares of the Company with respect to each RSU if, as and
when, declared and paid.
Details of RSUs issued and outstanding during the current and prior year are as follows:
Outstanding, beginning of year
Settled
Granted
Outstanding, end of year
Available for settlement, end of year
2022
-
-
4,543
4,543
-
2021
-
-
-
-
-
The 4,543 RSUs outstanding at the end of 2022 were granted for service rendered in 2022.
The fair value of the RSUs at the grant date and each subsequent reporting date is based upon the market value of the Company’s common shares.
The personnel expense recorded in the statement of income under the Plan was $146 (2021 - $0). No settlements occurred during 2022. At December
25, 2022, the carrying value of the liability, as well as the intrinsic value of the vested liability in respect of the Plan, was $141 (2021 - $0).
25. Share capital and reserves
Share capital
At December 25, 2022, the authorized voting common shares were unlimited (2021 - unlimited). The issued and fully paid voting common shares at
December 25, 2022 were 65,000,000 (2021 - 65,000,000). The shares have no par value. The Company has no stock option plans in place.
Reserves
Reserves comprise the effective portion of the cumulative net change in the fair value of cash fl ow hedging instruments related to the hedged transactions
that have not yet occurred.
Dividends
During 2022, dividends in Canadian dollars of 12 cents per common share were declared (2021 - 12 cents). In addition, the Company paid a special
dividend in Canadian dollars of $3.00 per common share on July 9, 2021.
26. Earnings per share
Net income attributable to equity holders of the Company
Weighted average shares outstanding (000’s)
Basic and diluted earnings per share - cents
39
2022
128,343
65,000
197
2021
103,808
65,000
160
27. Financial instruments
The following sets out the classifi cation and the carrying/fair value of fi nancial instruments:
Assets (Liabilities)
Cash and cash equivalents
Trade and other receivables
Classifi cation
Amortized cost
Amortized cost
Trade and other receivables - factoring arrangements
FVOCI
Trade payables and other liabilities
Amortized cost
Derivative fi nancial instrument liabilities
Fair value - hedging instrument
Total trade and other receivables
Carrying /
Fair Value
398,673
189,956
14,084
204,040
(102,382)
(1,328)
The fair value of cash and cash equivalents, trade and other receivables, including trade and other receivables subject to factoring arrangements and
classifi ed as measured at FVOCI, trade payables and other liabilities approximate their carrying value because of the short-term maturity of these
instruments. The fair value of foreign currency forward contracts, designated as cash fl ow hedges, has been determined by valuing those contracts to
market against prevailing forward foreign exchange rates as at the year-end reporting date. The inputs used for fair value measurements, including their
classifi cation within the required three levels of the fair value hierarchy that prioritizes the inputs used for fair value measurement, are as follows:
Level 1 - unadjusted quoted prices in active markets for identical assets or liabilities;
Level 2 - inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and
Level 3 - inputs that are not based on observable market data.
The following table presents the classifi cation of fi nancial instruments within the fair value hierarchy:
Financial Assets (Liabilities)
Level 1
Level 2
Level 3
Total
At December 25, 2022
Foreign currency forward contracts - net
At December 26, 2021
Foreign currency forward contracts - net
-
-
(1,328)
(715)
-
-
(1,328)
(715)
When the Company has a legally enforceable right to set off supplier rebates accounts receivable against supplier trade payables and intends to settle the
amount on a net basis or simultaneously, the balance is presented as an offset within ‘Trade payables and other liabilities’ on the consolidated balance
sheet. At December 25, 2022, the supplier rebate receivable balance that was offset was $7,002 (2021 - $6,972).
28. Commitments and guarantees
(a) Commitments
At December 25, 2022, the Company has commitments to purchase plant and equipment of $31,061 (2021 - $15,769).
(b) Guarantees
Directors and offi cers
The Company and its subsidiaries have entered into indemnifi cation agreements with their respective directors and offi cers to indemnify them, to the
extent permitted by law, against any and all amounts paid in settlement and damages incurred by the directors and offi cers as a result of any lawsuit, or
any judicial, administrative or investigative proceeding involving the directors and offi cers. Indemnifi cation claims will be subject to any statutory or other
legal limitation period. The Company has purchased directors’ and offi cers’ liability insurance to mitigate losses from any such claims.
Leased real property
The Company and its subsidiaries enter into leases in the ordinary course of business for real property. In certain instances, the Company and its
subsidiaries have indemnifi ed the landlord from any obligations that may arise from any occurrences of personal bodily injury, loss of life and property
damages. The Company’s property and liability insurance coverage mitigates losses from any such claims.
Pension plan
The Company has indemnifi ed the Manitoba Pension Commission from any and all claims that may be made by any benefi ciary under a certain defi ned
benefi t pension plan. The indemnity relates to the transfer of a portion of the surplus in the respective pension plan to a non-contributory supplementary
income plan.
40
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Given the nature of the aforementioned indemnifi cation agreements, the Company is unable to reasonably estimate its maximum potential liability under
these agreements. The Company believes the likelihood of a material payment pursuant to these indemnifi cation agreements is remote. No amounts
have been recorded in the consolidated fi nancial statements with respect to these indemnifi cation agreements.
29. Financial risk management
In the normal course of business, the Company has risk exposures consisting primarily of foreign exchange risk, interest rate risk, commodity price risk,
credit risk and liquidity risk. The Company manages its risks and risk exposures through a combination of derivative fi nancial instruments, insurance,
a system of internal and disclosure controls and sound business practices. The Company does not purchase any derivative fi nancial instruments for
speculative purposes.
Financial risk management is primarily the responsibility of the Company’s corporate fi nance function. Signifi cant risks are regularly monitored and
actions are taken, when appropriate, according to the Company’s approved policies, established for that purpose. In addition, as required, these risks are
reviewed with the Company’s Board of Directors.
Foreign exchange risk
Translation differences arise when foreign currency monetary assets and liabilities are translated at foreign exchange rates that change over time. These
foreign exchange gains and losses are recorded in other (expenses) income. As a result of the Company’s CDN dollar net asset monetary position as
at December 25, 2022, a one-cent change in the year-end foreign exchange rate from 0.7356 to 0.7256 (CDN to US dollars) would have decreased net
income by $42 for 2022. Conversely, a one-cent change in the year-end foreign exchange rate from 0.7356 to 0.7456 (CDN to US dollars) would have
increased net income by $42 for 2022.
The Company’s foreign exchange policy requires that between 50 and 80 percent of the Company’s net requirement of CDN dollars for the ensuing 9
to 15 months will be hedged at all times with a combination of cash and cash equivalents and forward or zero-cost option foreign currency contracts.
The Company may also enter into foreign currency forward contracts when equipment purchases and special dividend payments will be settled in other
foreign currencies. Transactions are only conducted with certain approved ‘AA’ rated or higher Schedule 1 CDN fi nancial institutions. All foreign currency
contracts are designated as cash fl ow hedges of the highly probable CDN dollar expenditures. These derivatives meet the hedge effectiveness criteria
as a result of the following factors:
a) An economic relationship exists between the hedged item and the hedging instrument as notional amounts match and both the hedged item and hedging
instrument fair values move in response to the same risk - foreign exchange rates. There are no signifi cant reasons or causes for the designated hedged
item and hedging instrument to be mismatched since the hedging instrument matures during the same month as the expected hedged expenditures are
incurred. The correlation between the foreign exchange rate of the hedged item and the hedging instrument should be highly correlated and closely
aligned as the maturity and the notional amount are the same.
b) The hedge ratio is one to one for this hedging relationship as the hedged item is foreign currency risk that is hedged with a foreign currency hedging
instrument.
c) Credit risk is not material in the fair value of the hedging instrument.
The Company has identifi ed two sources of potential ineffectiveness: a) the timing of cash fl ow differences between the expenditure and the related
derivative and b) the inclusion of credit risk in the fair value of the derivative not replicated in the hedged item. The Company expects the impact of these
sources of hedge ineffectiveness to be minimal. The timing of hedge settlements and incurred expenditures are closely aligned as they are expected to
occur within 30 days of each other. Credit risk is not a material component of the fair value of the Company’s hedging instruments as all counterparties
are ‘AA’ rated or higher Schedule 1 CDN fi nancial institutions.
Certain foreign currency forward contracts matured during the year and the Company realized pre-tax foreign exchange losses of $1,090 (2021 gains -
$884). Of these foreign exchange differences, losses of $1,090 (2021 gains - $1,751) were recorded in other (expenses) income and $0 was recorded
directly to equity (2021 losses - $867).
As at December 25, 2022, the Company had US to CDN dollar foreign currency forward contracts outstanding with a notional amount of US $45.0
million at an average exchange rate of 1.3170 maturing between January and September 2023. The fair value of these fi nancial instruments was
negative $1,328 US and the corresponding unrealized loss has been recorded in other comprehensive income. The Company did not recognize any
ineffectiveness on the hedging instruments during 2022 or 2021.
Interest rate risk
The Company’s interest rate risk arises from interest rate fl uctuations on the fi nance income that it earns on its cash invested in money market accounts
and short-term deposits. The Company developed and implemented an investment policy, which was approved by the Company’s Board of Directors,
with the primary objective to preserve capital, minimize risk and provide liquidity. Regarding the December 25, 2022 cash and cash equivalents balance
of $398.7 million, a 1.0 percent increase/decrease in interest rate fl uctuations would increase/decrease income before income taxes by $3,987 annually.
41
Commodity price risk
The Company’s manufacturing costs are affected by the price of raw materials, namely petroleum-based and natural gas-based plastic resins and
aluminum. In order to manage its risk, the Company has entered into selling price-indexing programs with certain customers. Changes in raw material
prices for these customers are refl ected in selling price adjustments but there is a slight time lag. For 2022, 74 percent (2021 - 69 percent) of revenue was
generated from customers with selling price-indexing programs. For all other customers, the Company’s preferred practice is to match raw material cost
changes with selling price adjustments, albeit with a slight time lag. This matching is not always possible, as customers react to selling price pressures
related to raw material cost fl uctuations according to conditions pertaining to their markets.
Credit risk
The Company is exposed to credit risk from its cash and cash equivalents held with banks and fi nancial institutions, derivative fi nancial instruments
(foreign currency forward contracts), as well as credit exposure to customers, including outstanding trade and other receivable balances.
The following table details the maximum exposure to the Company’s counterparty credit risk which represents the carrying value of the fi nancial asset:
Cash and cash equivalents
Trade and other receivables
December 25
2022
December 26
2021
398,673
204,040
602,713
377,461
177,382
554,843
Credit risk on cash and cash equivalents and fi nancial instruments arises in the event of non-performance by the counterparties when the Company is
entitled to receive payment from the counterparty who fails to perform. The Company has established an investment policy to manage its cash. The
policy requires that the Company manage its risk by investing its excess cash on hand on a short-term basis, up to a maximum of six months, with
several fi nancial institutions and/or governmental bodies that must be rated ‘AA’ or higher for CDN fi nancial institutions and ‘A-1’ or higher for US fi nancial
institutions by recognized international credit rating agencies or insured 100 percent by the US government or a ‘AAA’ rated CDN federal or provincial
government. The Company manages its counterparty risk on its fi nancial instruments by only dealing with ‘AA’ rated or higher Schedule 1 CDN fi nancial
institutions.
In the normal course of business, the Company is exposed to credit risk on its trade and other receivables from customers. To mitigate such risk, the
Company performs ongoing customer credit evaluations and assesses their credit quality by taking into account their fi nancial position, past experience
and other pertinent factors. Management regularly monitors customer credit limits, performs credit reviews and, in certain cases insures trade receivable
balances against credit losses.
During 2022, the Company incurred costs on the sale of trade receivables of $4,274 (2021 - $1,275). Of these costs, $3,843 was recorded in fi nance
expense (2021 - $919) and $431 was recorded in general and administrative expenses (2021 - $356).
As at December 25, 2022, the Company believes that the credit risk for trade and other receivables is mitigated due to the following: (a) a broad
customer base which is dispersed across varying market sectors and geographic locations, (b) 97 percent (2021 - 97 percent) of the gross trade and
other receivables balance is within 30 days of the agreed upon payment terms with customers, c) the sale of certain extended term trade receivables
without recourse to a third party and (d) 28 percent (2021 - 32 percent) of the trade and other receivables balance is insured against credit losses. The
Company’s exposure to the ten largest customer balances, on aggregate, accounted for 39 percent (2021 - 35 percent) of the total trade and other
receivables balance.
The carrying amount of trade and other receivables is reduced through the use of an allowance for expected credit losses and the amount of the loss is
recognized in the statement of income within general and administrative expenses. When a receivable balance is considered uncollectible, it is written off
against the allowance for expected credit losses. Subsequent recoveries of amounts previously written off are credited against general and administrative
expenses in the statement of income. During 2022, the Company recorded impairment losses on trade and other receivables of $249 (2021 - $946
impairment recoveries).
The following table sets out the aging details of the Company’s trade and other receivables balances outstanding based on when the receivable was due
and payable and related allowance for expected credit losses:
Current (not past due)
1 - 30 days past due
31 - 60 days past due
More than 60 days past due
Less: Allowance for expected credit losses
Total trade and other receivables, net
42
December 25
December 26
2022
176,720
22,119
3,145
3,573
205,557
(1,517)
204,040
2021
149,824
22,504
3,351
2,710
178,389
(1,007)
177,382
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Liquidity risk
Liquidity risk is the risk that the Company would not be able to meet its fi nancial obligations as they come due. Management believes that the liquidity
risk is low due to the strong fi nancial condition of the Company. This risk assessment is based on the following: (a) cash and cash equivalents amounts
of $398.7 million, (b) no outstanding bank loans, (c) unused credit facilities comprised of unsecured operating lines of $38 million, (d) the ability to obtain
term-loan fi nancing to fund an acquisition, if needed, (e) an informal investment grade credit rating and (f) the Company’s ability to generate positive cash
fl ows from ongoing operations. Management believes that the Company’s cash fl ows are more than suffi cient to cover its operating costs, working capital
requirements, capital expenditures, payment of lease liabilities and dividend payments in 2023. The Company’s trade payables and other liabilities and
derivative fi nancial instrument liabilities are all due within twelve months.
Capital management
The Company’s objectives in managing capital are to ensure the Company will continue as a going concern and have suffi cient liquidity to pursue its
strategy of organic growth combined with strategic acquisitions and to deploy capital to provide an appropriate return on investment to its shareholders.
In the management of capital, the Company includes bank overdrafts, bank loans and shareholders’ equity. The Board of Directors has established
quantitative return on capital criteria for management and year-over-year sustainable earnings growth targets. The Board of Directors also reviews, on a
regular basis, the level of dividends paid to the Company’s shareholders.
The Company has externally imposed capital requirements as governed through its bank operating line credit facilities. The Company monitors capital
on the basis of funded debt to EBITDA (income before interest, income taxes, depreciation and amortization) and debt service coverage. Funded debt
is defi ned as the sum of bank loans and bank overdrafts less cash and cash equivalents. The funded debt to EBITDA is calculated as funded debt, as
at the fi nancial reporting date, over the 12-month rolling EBITDA. This ratio is to be maintained under 3.00:1. As at December 25, 2022, the ratio was
0.00:1. Debt service coverage is calculated as a 12-month rolling income from operations over debt service. Debt service is calculated as the sum of
one-sixth of bank loans outstanding plus annualized fi nance expense and dividends. This ratio is to be maintained over 1.50:1. As at December 25,
2022, the ratio was 39.66:1.
There were no changes in the Company’s approach to capital management during 2022.
30. Contingencies
In the normal course of business activities, the Company may be subject to various legal actions. Management contests these actions and believes
resolution of the actions will not have a material adverse impact on the Company’s fi nancial condition.
31. Related party transactions
The Company had revenue of $0 (2021 - $122), purchases of $21,215 (2021 - $17,534) and commission income of $1,041 (2021 - $716) with its majority
shareholder company. Trade and other receivables and trade payables and other liabilities include amounts of $0 (2021 - $184) and $3,650 (2021 -
$3,757) respectively with the majority shareholder company. These transactions were completed at market values with normal payment terms.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company.
The Board of Directors and Executive Committee are key management personnel. The following table details the compensation earned by these key
management personnel:
Salaries, fees and short-term benefi ts
Post-employment benefi ts
Share-based payments
2022
(3,740)
(348)
(146)
(4,234)
2021
(3,226)
(422)
-
(3,648)
No loans were advanced to key management personnel during the year.
The aggregate remuneration earned by the Board of Directors in 2022 was $798 (2021 - $812). As a group, the Board of Directors hold, directly or
indirectly, 52.7 percent (2021 - 52.7 percent) of the outstanding shares of the Company. The members of the Executive Committee hold, directly or
indirectly, 0.0 percent (2021 - 0.0 percent) of the outstanding shares of the Company.
43
CORPORATE INFORMATION
Annual Meeting
The Annual Meeting of Shareholders will be held as an audio/video webcast meeting
on Tuesday, April 25, 2023 at 11:00 a.m. (CDT)
Meeting link: https://meetnow.global/MTXUHTA
Listing
Winpak Ltd. shares are listed WPK on the Toronto Stock Exchange
Transfer Agent
Computershare Investor Services Inc.
Annual Information Form
The most recent version of the Annual Information Form for Winpak Ltd.
is available on Winpak’s website: www.winpak.com
Board of Directors
Chairman, A.I. Aarnio-Wihuri (2), Kaarina, Finland; Chairman, Wihuri International Oy
M.H. Aarnio-Wihuri (2), Kaarina, Finland; Deputy CEO, Wihuri International Oy
R.J. Aarnio-Wihuri (2), Kaarina, Finland; Chief Development Offi cer, Wihuri International Oy
B.J. Berry (2), Winnipeg, Canada
K.P. Kuchma (1), Winnipeg, Canada
D. Spiring (1), Winnipeg, Canada; President and CEO, Economic Development Winnipeg Inc.
I.T. Suominen (1), Helsinki, Finland; Vice President and Chief Financial Offi cer, Wihuri International Oy
(1) Member of the Audit Committee
(2) Member of the Corporate Governance, Sustainability, Compensation and Nomination Committee
Executive Committee
The Executive Committee, in consultation with the Board of Directors, establishes the objectives and the long-term direction of the Company. The
Committee meets regularly throughout the year to review progress towards achievement of the Company’s goals and to implement policies and
procedures directed at optimizing performance.
M. Bilgen, Vice President, Technology and Innovation, Winpak Ltd.
J.C. Holland, President, Winpak Division, a division of Winpak Ltd. and President, Winpak Films Inc.
O.Y. Muggli, President and Chief Executive Offi cer, Winpak Ltd.
S.M. Taylor, Vice President and Chief Financial Offi cer, Winpak Ltd.
R.W. Zasitko, Vice President, Supply Chain and Procurement, Winpak Ltd.
Auditor
KPMG LLP, Winnipeg, Canada
Legal Counsel
Thompson Dorfman Sweatman LLP, Winnipeg, Canada
Bond Schoeneck & King PLLC, Buffalo, U.S.A.
44
Winpak Ltd. Corporate Offi ce, 100 Saulteaux Crescent, Winnipeg, MB, Canada, R3J 3T3
T: (204) 889-1015 F: (204) 888-7806
www.winpak.com
Winpak Division,
A division of Winpak Ltd.
100 Saulteaux Crescent
Winnipeg, MB R3J 3T3
Canada
T: (204) 889-1015
F: (204) 832-7781
American Biaxis Inc.
100 Saulteaux Crescent
Winnipeg, MB R3J 3T3
Canada
T: (204) 837-0650
F: (204) 837-0659
Winpak Group www.winpak.com
Winpak Inc.
P.O. Box 14748
Minneapolis, MN 55414
U.S.A
T: (204) 889-1015
F: (204) 832-7781
Embalajes Winpak de México S.A. de C.V.
Avenida Jalpan de Serra #140
Ampliación Parque Industrial Querétaro
Santa Rosa Jáuregui 76220
Querétaro, Querétaro
México
T: (52) 442-256-1900
Winpak Portion Packaging Ltd.
26 Tidemore Avenue
Toronto, ON M9W 7A7
Canada
T: (416) 741-6182
F: (416) 741-2918
Winpak Portion Packaging, Inc.
3345 Butler Avenue
South Chicago Heights, IL 60411
U.S.A.
T: (708) 755-4483
F: (708) 755-7257
Winpak Portion Packaging, Inc.
1111 Winpak Way
Sauk Village, IL 60411
U.S.A.
T: (708) 753-5700
F: (708) 757-2447
Winpak Heat Seal Packaging Inc.
21919 Dumberry Road
Vaudreuil-Dorion, QC J7V 8P7
Canada
T: (450) 424-0191
F: (450) 424-0563
Winpak Heat Seal Corporation
1821 Riverway Drive
Pekin, IL 61554
U.S.A.
T: (309) 477-6600
F: (309) 477-6699
Winpak Films Inc.
100 Wihuri Parkway
Senoia, GA 30276
U.S.A.
T: (770) 599-6656
F: (770) 599-8387
Winpak Control Group Inc.
500 Walnut Street
Norwood, NJ 07648
U.S.A.
T: (201) 784-8721
F: (201) 784-1527
Winpak Lane, Inc.
1365 North Ayala Avenue
Rialto, CA 92376
U.S.A.
T: (909) 885-0715
F: (909) 381-1934
45
Wihuri Group, Head Offi ce, Wihurinaukio 2, FI-00570 Helsinki, Finland
T: +358 20 510 10 F: +358 20 510 2658
www.wihuri.com
Wipak Group www.wipak.com
Wipak Oy
Wipaktie 2
FI-15560 Nastola
Finland
T: +358 20 510 311
F: +358 20 510 3300
Wipak Gryspeert S.A.S.
Zone des Bois, CS 20006
59558 Bousbecque Cédex
France
T: +33 320 115 656
F: +33 320 115 670
Wipak Oy
Kaivolankatu 5
FI-37630 Valkeakoski
Finland
T: +358 20 510 311
F: +358 20 510 3444
Wipak Bordi s.r.l.
Via Finlandia 4 A
IT-29012 Caorso
Italy
T: +39 523 821 382
F: +39 523 822 185
Wipak Walsrode GmbH & Co. KG
Bahnhofstrasse 13
DE-29699 Bomlitz
Germany
T: +49 5161 4880 0
F: +49 5161 4880 100
Wipak UK Ltd.
Buttington Business Park, Unit 3
UK-Welshpool, Powys SY21 8SL
United Kingdom
T: +44 1938 555 255
F: +44 1938 555 277
Wipak Polska Sp z.o.o.
Ul. Smakow 10
PL-49-318 Skarbimierz Osiedle
Poland
T: +48 77 404 2000
F: +48 77 404 2001
Wipak B.V.
Nieuwstadterweg 17
NL-6136 KN Sittard
Netherlands
T: +31 46 420 2999
F: +31 46 458 1311
Wipak Iberica S.L.
C/Sant Celoni, n°76, P.I. Can Prat
08450 Llinars del Vallés, Barcelona
Spain
T: +34 937 812 020
F: +34 937 812 033
Wipak Packaging (Changshu) Co. Ltd. Biaxis Oy Ltd.
Teknikonkatu 2
No. 88 Fuchunjiang Road
FI-15520 Lahti
Changshu New & Hi-Tech
Finland
Industrial Development Zone
T: +358 20 510 312
CN-215533 Jiangsu, China
T: +86 512 82365958
F: +358 20 510 3500
F: +86 512 82365957
46
I T ’ S O U R N AT U R E TO P R OT E CT ™
W I N P A K . C O M