Special Charges, Net (Tables)

3 Months Ended

Mar. 31, 2015

Special Charges

As part of our business strategy, the Company incurs amounts related to corporate-level decisions or actions by the Board of Directors. These actions are primarily associated with initiatives attributable to acquisition integration, restructuring and realignment of manufacturing operations and management structures as well as the pursuit of certain transaction opportunities when applicable. In addition, the Company evaluates its long-lived assets for impairment whenever events or changes in circumstances including the aforementioned, indicate that the carrying amounts may not be recoverable. These amounts are included in Special charges, net in the Consolidated Statements of Comprehensive Income (Loss).

A summary for each respective period is as follows:



In thousands	Three Months Ended March 31, 2015		Three Months Ended March 29, 2014
Restructuring and plant realignment costs	$	1,008	$	2,912
Acquisition and integration - Providência	1,093		2,431
Acquisition and integration - Fiberweb	1,816		3,034
Other charges	2,105		334
Total restructuring and plant realignment costs	$	6,022	$	8,711

Restructuring and Plant Realignment Costs

The Company incurs costs associated with restructuring initiatives intended to result in improved operating performance, profitability and working capital levels. Actions associated with these initiatives include reducing headcount, improving manufacturing productivity, realignment of management structures, reducing corporate costs and rationalizing certain assets, businesses and employee benefit programs. Amounts incurred for the current and prior period primarily relate to cost improvement initiatives associated with the acquisition and integration of Fiberweb. In addition, the Company incurs costs associated with less significant ongoing restructuring initiatives resulting from the continuous evaluation of opportunities to optimize manufacturing facilities and manufacturing processes. Costs associated with these initiatives primarily relate to professional consulting fees.

Acquisition and Integration - Providência

In association with the Providência Acquisition, the Company incurred direct acquisition costs associated with the transaction including investment banking, legal, accounting and other fees for professional services. Other costs included direct financing costs associated with both the Senior Unsecured Notes and the Incremental Amendment to the Term Loans. A majority of these costs have been capitalized as intangible assets on the Consolidated Balance Sheets as of the date of the Providência Acquisition. However, a portion of these costs related to the Incremental Term Loan were expensed as incurred. Costs incurred in the current period relate to integration activities and the Mandatory Tender Offer.

Acquisition and Integration - Fiberweb

In association with the Fiberweb Acquisition, the Company incurred direct acquisition costs associated with the transaction including investment banking, legal, accounting and other fees for professional services. Other expenses included direct financing costs associated with both the Secured Bridge Facility and the Unsecured Bridge Facility, as well as with the Term Loans. These costs have been capitalized as intangible assets on the Consolidated Balance Sheets as of the date of the Fiberweb Acquisition. In addition, the Company launched several initiatives during 2014 focused on the integration of Fiberweb into the existing operations and underlying processes of the Company. These initiatives include cost reduction initiatives and costs associated with integrating the back office activities of the combined business. As a result, the Company incurred costs directly associated with these activities which include legal, accounting and other fees for professional services.

Other Charges

In general, other charges consist primarily of expenses related to the Company’s pursuit of other business opportunities. The Company reviews its business operations on an ongoing basis in light of current and anticipated market conditions and other factors and, from time to time, may undertake certain actions in order to optimize overall business, performance or competitive position. To the extent any such decisions are made, the Company would likely incur costs associated with such actions, which could be material. Other charges also include various corporate-level initiatives and most recently, the relocation of our Nanhai, China manufacturing facility.

Restructuring Reserve

Amounts accrued for Restructuring and Plant Realignment costs are included in Accounts payable and accrued liabilities in the Consolidated Balance Sheets. Changes in the Company's reserves for the respective periods presented are as follows:



In thousands	North America			South America			Europe			Asia			Corporate			Total
December 31, 2014	$	598		$	1,145		$	1,718		$	39		$	180		$	3,680
Additions	248			(15		)	783			—			(8		)	1,008
Acquisitions	—			—			—			—			—			—
Cash payments	(458		)	(277		)	(1,146		)	(50		)	(131		)	(2,062		)
Adjustments	4			(59		)	(172		)	11			1			$	(215	)
March 31, 2015	$	392		$	794		$	1,183		$	—		$	42		$	2,411

The Company accounts for its restructuring programs in accordance with ASC 712, "Compensation - Non-retirement Postemployment Benefits" ("ASC 712") and ASC 420, "Exit of Disposal Cost Obligations" ("ASC 420"). Costs incurred for the respective periods presented primarily consisted of employee separation and severance expenses. Programs in existence prior to the acquisition of Fiberweb are substantially complete as of March 31, 2015. As a result of the acquisition of Fiberweb, the Company has initiated a restructuring program to integrate and optimize the combined footprint. Total projected costs for these programs are expected to range between $16.0 million and $23.0 million with payments continuing into 2015. Cost incurred since the Fiberweb Acquisition Date totaled $13.4 million.

A summary of special charges by reportable segment is as follows:



In thousands	Restructuring and Plant Realignment Costs			Acquisition and Integration Costs		Other Special Charges			Total Special Charges, Net
For the three months ended March 31, 2015
North America	$	248		$	490	$	71		$	809
South America	(15		)	227		—			212
Europe	783			225		(5		)	1,003
Asia	—			—		1,193			1,193
Corporate	(8		)	1,967		846			2,805
Total	$	1,008		$	2,909	$	2,105		$	6,022

For the three months ended March 29, 2014
North America	$	203		$	500	$	173		$	876
South America	57			9		—			66
Europe	2,628			605		1			3,234
Asia	6			—		100			106
Corporate	18			4,351		60			4,429
Total	$	2,912		$	5,465	$	334		$	8,711

Summary of special charges

A summary of special charges by reportable segment is as follows:



In thousands	Restructuring and Plant Realignment Costs			Acquisition and Integration Costs		Other Special Charges			Total Special Charges, Net
For the three months ended March 31, 2015
North America	$	248		$	490	$	71		$	809
South America	(15		)	227		—			212
Europe	783			225		(5		)	1,003
Asia	—			—		1,193			1,193
Corporate	(8		)	1,967		846			2,805
Total	$	1,008		$	2,909	$	2,105		$	6,022

For the three months ended March 29, 2014
North America	$	203		$	500	$	173		$	876
South America	57			9		—			66
Europe	2,628			605		1			3,234
Asia	6			—		100			106
Corporate	18			4,351		60			4,429
Total	$	2,912		$	5,465	$	334		$	8,711

These amounts are included in Special charges, net in the Consolidated Statements of Comprehensive Income (Loss).

A summary for each respective period is as follows:



In thousands	Three Months Ended March 31, 2015		Three Months Ended March 29, 2014
Restructuring and plant realignment costs	$	1,008	$	2,912
Acquisition and integration - Providência	1,093		2,431
Acquisition and integration - Fiberweb	1,816		3,034
Other charges	2,105		334
Total restructuring and plant realignment costs	$	6,022	$	8,711

Summary of components of accrued liability with respect to Company's business restructuring activities



In thousands	North America			South America			Europe			Asia			Corporate			Total
December 31, 2014	$	598		$	1,145		$	1,718		$	39		$	180		$	3,680
Additions	248			(15		)	783			—			(8		)	1,008
Acquisitions	—			—			—			—			—			—
Cash payments	(458		)	(277		)	(1,146		)	(50		)	(131		)	(2,062		)
Adjustments	4			(59		)	(172		)	11			1			$	(215	)
March 31, 2015	$	392		$	794		$	1,183		$	—		$	42		$	2,411

POLYMER GROUP INC 10-Q