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Wiki Wiki Summary
Arithmetic Arithmetic (from Ancient Greek ἀριθμός (arithmós) 'number', and τική [τέχνη] (tikḗ [tékhnē]) 'art, craft') is an elementary part of mathematics that consists of the study of the properties of the traditional operations on numbers—addition, subtraction, multiplication, division, exponentiation, and extraction of roots. In the 19th century, Italian mathematician Giuseppe Peano formalized arithmetic with his Peano axioms, which are highly important to the field of mathematical logic today.
Operations research Operations research (British English: operational research), often shortened to the initialism OR, is a discipline that deals with the development and application of advanced analytical methods to improve decision-making. It is sometimes considered to be a subfield of mathematical sciences.
Emergency operations center An emergency operations center (EOC) is a central command and control facility responsible for carrying out the principles of emergency preparedness and emergency management, or disaster management functions at a strategic level during an emergency, and ensuring the continuity of operation of a company, political subdivision or other organization.\nAn EOC is responsible for strategic direction and operational decisions and does not normally directly control field assets, instead leaving tactical decisions to lower commands.
Bitwise operation In computer programming, a bitwise operation operates on a bit string, a bit array or a binary numeral (considered as a bit string) at the level of its individual bits. It is a fast and simple action, basic to the higher-level arithmetic operations and directly supported by the processor.
Nationally significant infrastructure project Nationally significant infrastructure projects (NSIP) are major infrastructure developments in England and Wales that bypass normal local planning requirements. These include proposals for power plants, large renewable energy projects, new airports and airport extensions, and major road projects.
Queen's Consent In the Commonwealth realms, Queen's Consent (or King's Consent when the monarch is male, or Royal Consent in Canada) is a convention whereby ministers and parliament allow the monarch to exercise consultative and veto powers over laws affecting the prerogatives or the interests (hereditary revenues, personal property, or other interests) of the relevant crown. In the United Kingdom, this extends to matters affecting the Duchy of Lancaster and the Duchy of Cornwall; for the latter, Prince's Consent must also be obtained.
Knight Night (also described as night time, unconventionally spelled as nite) is the period of ambient darkness from sunset to sunrise during each 24-hour day, when the Sun is below the horizon. The exact time when night begins and ends depends on the location and varies throughout the year, based on factors such as season and latitude.
Shareholder A shareholder (in the United States often referred to as stockholder) of a corporation is an individual or legal entity (such as another corporation, a body politic, a trust or partnership) that is registered by the corporation as the legal owner of shares of the share capital of a public or private corporation. Shareholders may be referred to as members of a corporation.
Equity (finance) In finance, equity is ownership of assets that may have debts or other liabilities attached to them. Equity is measured for accounting purposes by subtracting liabilities from the value of the assets.
Stockholder of record Stockholder of record is the name of an individual or entity shareholder that an issuer carries in its shareholder register as the registered holder (not necessarily the beneficial owner) of the issuer's securities. Dividends and other distributions are paid only to shareholders of record.
Friedman doctrine The Friedman doctrine, also called shareholder theory or stockholder theory, is a normative theory of business ethics advanced by economist Milton Friedman which holds that the social responsibility of business is to increase its profits. This shareholder primacy approach views shareholders as the economic engine of the organization and the only group to which the firm is socially responsible.
Management Management (or managing) is the administration of an organization, whether it is a business, a non-profit organization, or a government body. It is the art and science of managing resources of the business.
United States Treasury security United States Treasury securities, also called Treasuries or Treasurys, are government debt instruments issued by the United States Department of the Treasury to finance government spending as an alternative to taxation. Since 2012, U.S. government debt has been managed by the Bureau of the Fiscal Service, succeeding the Bureau of the Public Debt.
Cancellation of Debt Income Taxpayers in the United States may have tax consequences when debt is cancelled. This is commonly known as COD (Cancellation of Debt) Income.
Indebted Indebted is an American television sitcom that aired on NBC from February 6 to April 16, 2020. The series was created by Dan Levy and co-executive produced with Doug Robinson, Andy Ackerman and David Guarascio for Sony Pictures Television.
Heavily indebted poor countries The heavily indebted poor countries (HIPC) are a group of 39 developing countries with high levels of poverty and debt overhang which are eligible for special assistance from the International Monetary Fund (IMF) and the World Bank.\n\n\n== HIPC Initiative ==\nThe HIPC Initiative was initiated by the International Monetary Fund and the World Bank in 1996, following extensive lobbying by NGOs and other bodies.
Gratitude Gratitude, thankfulness or gratefulness, from the Latin word gratus, meaning "pleasing" or "thankful", is regarded as a feeling of appreciation (or similar positive response) by a recipient of another's kindness, gifts, help, favours, or other form of generosity to the giver of such gifts.\nHistorically, gratitude has been a part of several world religions.
Competition Competition is a rivalry where two or more parties strive for a common goal which cannot be shared: where one's gain is the other's loss (an example of which is a zero-sum game). Competition can arise between entities such as organisms, individuals, economic and social groups, etc.
Telecommunications facility In telecommunications, a facility is defined by Federal Standard 1037C as:\n\nA fixed, mobile, or transportable structure, including (a) all installed electrical and electronic wiring, cabling, and equipment and (b) all supporting structures, such as utility, ground network, and electrical supporting structures.\nA network-provided service to users or the network operating administration.
Senate Staff Health and Fitness Facility Senate Staff Health and Fitness Facility is the gym of the United States Senate located in Washington, D.C. Prior to 2001, it was referred to as the Senate Health and Fitness Facility (without mentioning the "staff").\nA revolving fund administered by the Department of the Treasury for the Architect of the Capitol to run the facility was established in Chapter 4, Section 121f of the Title 2 of the United States Code.
List of mergers and acquisitions by Alphabet Google is a computer software and a web search engine company that acquired, on average, more than one company per week in 2010 and 2011. The table below is an incomplete list of acquisitions, with each acquisition listed being for the respective company in its entirety, unless otherwise specified.
Language acquisition Language acquisition is the process by which humans acquire the capacity to perceive and comprehend language (in other words, gain the ability to be aware of language and to understand it), as well as to produce and use words and sentences to communicate.\nLanguage acquisition involves structures, rules and representation.
Transformational acquisition Transformational acquisition is an acquisition of a company or a division of it with the aim to jointly establish a new business model or to enrich the offer for its customers by different expertise and new solutions. This may be different production technologies or new capacity.This definition is used in recent years only, but a significant number of mergers & acquisitions allocate their transaction to this type.
List of acquisitions by Oracle This is a listing of Oracle Corporation's corporate acquisitions, including acquisitions of both companies and individual products.\nOracle's version does not include value of the acquisition.See also Category:Sun Microsystems acquisitions (Sun was acquired by Oracle).
Mergers & Acquisitions In corporate finance, mergers and acquisitions (M&A) are transactions in which the ownership of companies, other business organizations, or their operating units are transferred or consolidated with other entities. As an aspect of strategic management, M&A can allow enterprises to grow or downsize, and change the nature of their business or competitive position.
Customer Profitability Analysis Customer Profitability Analysis (in short CPA) is a management accounting and a credit underwriting method, allowing businesses and lenders to determine the profitability of each customer or segments of customers, by attributing profits and costs to each customer separately. CPA can be applied at the individual customer level (more time consuming, but providing a better understanding of business situation) or at the level of customer aggregates / groups (e.g.
Small Is Profitable Small Is Profitable: The Hidden Economic Benefits of Making Electrical Resources the Right Size is a 2002 book by energy analyst Amory Lovins and others. The book describes 207 ways in which the size of "electrical resources"—devices that make, save, or store electricity—affects their economic value.
Network management Network management is the process of administering and managing computer networks. Services provided by this discipline include fault analysis, performance management, provisioning of networks and maintaining quality of service.
Sport management Sport management is the field of business dealing with sports and recreation. Sports management involves any combination of skills that correspond with planning, organizing, directing, controlling, budgeting, leading, or evaluating of any organization or business within the sports field.
Project management Project management is the process of leading the work of a team to achieve all project goals within the given constraints. This information is usually described in project documentation, created at the beginning of the development process.
Women Management Women Management is a modeling agency based in New York. Founded by Paul Rowland in 1988, Women also has two sister agencies, Supreme Management and Women 360 Management, which is also part of the Women International Agency Chain.
Creative director A creative director (or creative supervisor) is a person that makes high-level creative decisions, and with those decisions oversees the creation of creative assets such as advertisements, products, events, or logos. Creative director positions are often found within the television production, graphic design, film, music, video game, fashion, advertising, media, or entertainment industries, but may be useful in other creative organizations such as web development and software development firms as well.
Nelson (director) Nelson Dilipkumar, credited in films as Nelson, is an Indian director and screenwriter who predominantly works in Tamil cinema. His films are known for featuring elements of Dark Humour.
Risk Factors
PACKAGING DYNAMICS CORP Item 1A Risk Factors In addition to the other information contained in this Form 10-K, the following risk factors should be considered carefully in evaluating our business
Our business, financial condition, or results of operations could be materially adversely affected by any of these risks
Please note that additional risks not presently known to the Company or that the Company currently deems immaterial may also impair its business and operations
Obtaining required approvals and satisfying closing conditions may delay or prevent completion of our merger with Thilmany
Completion of the merger is conditioned upon the receipt of all governmental consents, orders and approvals, including the expiration or termination of the applicable waiting period, and any extension of the waiting period, under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended
No assurance can be given that the required consents, orders and approvals will be obtained or that the required conditions to closing will be satisfied, and, if all required consents, orders and approvals are obtained and the conditions are satisfied, no assurance can be given as to the terms, conditions and timing of the approvals or that they will satisfy the terms of the merger agreement
Additionally, completion of the merger is conditioned on the absence of any statute, rule, regulation, executive order, decree, ruling or injunction or other order of a court or governmental or regulatory agency that would restrain or prohibit consummation of the merger
We are subject to recent claims related to the Merger from 6 _________________________________________________________________ [56]Table of Contents plaintiffs seeking to enjoin the Merger and other forms of relief
Completion of the merger is also conditioned upon approval of the transaction by the stockholders of the Company
Failure to complete the merger could adversely impact the market price of our common stock as well as our business and operating results
If the merger is not completed for any reason, the price of our common stock may decline to the extent that the market price of our common stock reflects positive market assumptions that the merger will be completed and the related benefits that will be realized
We may also be subject to additional risks if the merger is not completed, including: • depending on the reasons for termination of the merger agreement, the requirement that we pay Thilmany a termination fee of dlra5dtta0 million; • substantial costs related to the merger, such as legal, accounting, filing and printing fees, that must be paid regardless of whether the merger is completed; and • potential disruption of our business and the distraction of our workforce and management team
Our substantial indebtedness may impair our operations and depress our financial results
We have a substantial amount of outstanding indebtedness
Our total debt was dlra111dtta0 million as of December 31, 2005, including approximately dlra104dtta0 million outstanding under our senior credit facility which contains certain restrictive and maintenance covenants
Our substantial indebtedness could have significant consequences for our stockholders
For example, it could • increase our vulnerability to general adverse economic and industry conditions; • limit our ability to obtain additional financing; • require us to dedicate a substantial portion of our cash flow from operations to interest and amortization payments on our indebtedness, reducing the amount of cash available for other purposes, including capital expenditures and other general corporate purposes; • require us to sell debt or equity securities or to sell some of our core assets, possibly on unfavorable terms, to meet payment obligations; • restrict us from making strategic acquisitions, introducing new technologies or exploiting business opportunities; • limit our flexibility in planning for, or reacting to, changes in our business and our industry; and • place us at a possible disadvantage compared to our competitors that have less debt
Covenants in our senior credit facility could adversely affect our business by limiting our operating and strategic flexibility
Our senior credit facility contains covenants which require maintenance of specified levels of consolidated net worth as well as financial ratios relating to leverage and fixed charge coverage
Our senior credit facility also contains restrictive covenants that limit our subsidiaries’ ability to, among other things: • incur more debt or guarantee indebtedness; • create liens; • make acquisitions or investments; • enter into transactions with affiliates; • enter into sale-leaseback transactions; 7 _________________________________________________________________ [57]Table of Contents • merge, consolidate or sell assets; and • pay dividends
If we were unable to comply with the covenants under the senior credit facility, we would need to renegotiate the terms of the senior credit facility
Renegotiation would likely entail the payment of significant fees to the lenders under the senior credit facility
If we were unable to renegotiate satisfactorily the terms of the senior credit facility, the lenders could require we find replacement financing
Any alternative financing could have interest rates and other terms that are less attractive than those under the senior credit facility
We may encounter difficulties arising from integrating acquisitions, restructuring operations or closing or disposing of facilities
We have completed acquisitions, closed facilities, sold assets and otherwise restructured operations in an effort to improve cost competitiveness and profitability
Some of these activities are ongoing, and there is no guarantee that any such activities will not divert the attention of management or disrupt our operations
We have made three acquisitions since 2002 and may actively seek new acquisitions that meet our strategic and financial return criteria
However, there can be no assurance that we will be able to continue to locate or acquire suitable acquisition candidates on acceptable terms or, because of limitations imposed by the agreements governing our indebtedness, that we will be able to finance future acquisitions
Acquisitions also involve special risks, including, without limitation, the potential assumption of unanticipated liabilities and contingencies, difficulty in assimilating the operations and personnel of the acquired businesses, disruption of our existing business, dissipation of our limited management resources, and impairment of relationships with employees and customers of the acquired business as a result of changes in ownership and management
While we believe that our acquisitions will improve the Company’s competitiveness and profitability, no assurance can be given that acquisitions will be successful
Intense competition in our markets may harm our financial performance and growth prospects
As discussed in “Business — Competition”, we operate in markets that are highly competitive and face substantial competition in each of our product lines from numerous competitors of various sizes
If we are not as cost efficient as our competitors, or if our competitors are otherwise able to offer lower prices, we may lose customers or be forced to reduce prices, which could negatively impact our financial results
Our financial performance may be harmed by raw material cost increases
As discussed in “Business — Raw Materials”, our business requires various raw materials which are purchased from various third party suppliers
These materials include paper, aluminum foil, inks, adhesives, coatings, films, waxes and packaging supplies
The costs of these materials are subject to substantial market fluctuations that are beyond our control
Although we generally seek to offset the impact of rising raw material costs through selling price increases, future market conditions and/or the terms of our contracts with customers may prevent us from passing raw material cost increases to our customers in a timely manner
In addition, we may not be able achieve manufacturing productivity gains or other cost reductions to offset the impact of rising raw material cost increases
As a result, higher raw material costs could result in reduced profitability
Inability to attract and retain key officers and management personnel could harm our performance and prospects
Our future success depends to a significant extent on the continued services of our senior officers and on our ability to attract and retain other qualified management personnel
The loss of the services of our executive officers, or any lack of success in recruiting and retaining qualified management, could have a material adverse effect on our business and results of operations
8 _________________________________________________________________ [58]Table of Contents Our business could suffer in the event of a work stoppage by our unionized labor force
As discussed in “Business — Employees”, as of December 31, 2005, approximately 27prca of our workforce was employed pursuant to collective bargaining agreements at three facilities which expire at various times in 2007 through 2009
Although there have been no interruptions of our operations due to labor disputes since our inception, future strikes, work stoppages or other labor disputes, in connection with labor contract negotiations or otherwise, could have a material adverse effect on our ability to operate our business and impair our financial results
We are subject to potential liability under environmental laws
As discussed in “Business — Environmental Matters and Government Regulation”, our manufacturing operations are subject to federal, state and local regulations governing the environment and the discharge of materials into air, land and water, as well as the handling and disposal of solid and hazardous wastes
Although we believe that we are in material compliance with applicable environmental regulations, changes in environmental laws and/or the discovery of new information could have a material adverse effect on our operating results and financial condition
A significant write down of goodwill and/or other intangible assets could have a material adverse effect on our operating results and net worth
At December 31, 2005, we had recorded dlra81dtta3 million of goodwill and dlra19dtta7 million of other intangible assets as a result of acquisitions
As discussed in “Disclosure About Critical Accounting Policies” in Part II, Item 7, we evaluate our goodwill for impairment on an annual basis or whenever indicators of impairment exist
The annual impairment test is based on several factors requiring judgment
A decrease in reporting unit cash flows or changes in market conditions may indicate potential impairment of recorded goodwill or other intangible assets which could have a material adverse effect on our operating results and net worth
Packaging Investors, LP owns a significant interest in us and will significantly influence the election of directors and the outcome of stockholder votes, and its interests may conflict with your interests
Packaging Investors, LP, which beneficially owns approximately 37prca of the issued and outstanding shares of our common stock as of the date hereof, can significantly influence the outcome of matters submitted for stockholder action, including election of directors and approval of change-in-control transactions
Packaging Investors is also party to a stockholders agreement pursuant to which it is permitted to designate a member of our board of directors and has effective veto power over specified significant corporate actions
This stockholder may act in a manner that does not coincide with the interests of other stockholders
You can read more about the stockholders agreement in “Certain Relationships and Related Transactions — Stockholders Agreement