Management's discussion and analysis should be read in conjunction with the
consolidated financial statements and accompanying notes included in Item 8 of
this Annual Report on Form 10-K (annual report), which include additional
information about our accounting policies, practices and the transactions
underlying our financial results. The preparation of our consolidated financial
statements in conformity with accounting principles generally accepted in the
United States of America (U.S. GAAP) requires us to make estimates and
assumptions that affect the reported amounts in our consolidated financial
statements and the accompanying notes, including various claims and
contingencies related to lawsuits, taxes, environmental and other matters
arising during the normal course of business. We apply our best judgment, our
knowledge of existing facts and circumstances and actions that we may undertake
in the future in determining the estimates that affect our consolidated
financial statements. We evaluate our estimates on an ongoing basis using our
historical experience, as well as other factors we believe appropriate under the
circumstances, such as current economic conditions, and adjust or revise our
estimates as circumstances change. As future events and their effects cannot be
determined with precision, actual results may differ from these estimates. Ball
Corporation and its subsidiaries are referred to collectively as "Ball
Corporation," "Ball," "the company," "we" or "our" in the following discussion
and analysis.



OVERVIEW


Business Overview and Industry Trends

Ball Corporation is one of the world's leading aluminum packaging suppliers. Our
packaging products are produced for a variety of end uses, are manufactured
in facilities around the world and are competitive with other substrates, such
as plastics and glass. In the aluminum packaging industry, sales and earnings
can be increased by reducing costs, increasing prices, developing new products,
expanding volumes and making strategic acquisitions. We also provide aerospace
and other technologies and services to governmental and commercial customers,
including national defense hardware, antenna and video tactical solutions, civil
and operational space hardware and system engineering services.



We sell our aluminum packaging products mainly to large, multinational beverage,
personal care and household products companies with which we have developed
long-term relationships. This is evidenced by our high customer retention and
our large number of long-term supply contracts. While we have a diversified
customer base, we sell a significant portion of our packaging products to major
companies and brands, as well as to numerous regional customers. The overall
global aluminum beverage and aerosol container industries are growing and are
expected to continue to grow in the medium to long term. The primary customers
for the products and services provided by our aerospace segment are U.S.
government agencies or their prime contractors.



We purchase our raw materials from relatively few suppliers. We also have
exposure to inflation, in particular the rising costs of raw materials, as well
as other direct cost inputs. We mitigate our exposure to the changes in the
costs of aluminum through the inclusion of provisions in contracts covering the
majority of our volumes to pass through aluminum price changes, as well as
through the use of derivative instruments. The pass-through provisions generally
result in proportional increases or decreases in sales and costs with a greatly
reduced impact, if any, on net earnings. Because of our customer and supplier
concentration, our business, financial condition and results of operations could
be adversely affected by the loss, insolvency or bankruptcy of a major customer
or supplier or a change in a supply agreement with a major customer or supplier,
although our contract provisions generally mitigate the risk of customer loss,
and our long-term relationships represent a known, stable customer base.



The majority of our aerospace business involves work under contracts, generally
from one to five years in duration, as a prime contractor or subcontractor for
various U.S. government agencies. Intense competition and long operating cycles
are key characteristics of the company's aerospace and defense industry where it
is common for work on major programs to be shared among a number of companies. A
company competing to be a prime contractor may, upon ultimate award of the
contract to a competitor, become a subcontractor for the ultimate prime
contracting company.



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Corporate Strategy


Our Drive for 10 vision encompasses five strategic levers that are key to growing our business and achieving long-term success. Since launching Drive for 10 in 2011, we have made progress on each of the levers as follows:

Maximizing value in our existing businesses by expanding specialty container

production across our global plant network to meet current demand and improving

efficiencies in our beverage container and end facilities in North America,

South America and Europe; leveraging plant floor and integrated planning

systems to reduce costs and manage contractual provisions across our diverse

? customer base; successfully acquiring and integrating a large global aluminum

beverage business and regional aluminum aerosol facility while also divesting

underperforming steel food and steel aerosol packaging assets in North and

South America and four beverage packaging facilities in China; and in the

remaining aluminum aerosol business, installing new extruded aluminum aerosol

lines in our European, Mexican and Indian facilities while also implementing


   cost-out and value-in initiatives across all of our businesses;



Expanding further into new products and capabilities through commercializing

our new lightweight, infinitely recyclable aluminum cup and providing

? next-generation extruded aluminum aerosol packaging that utilizes proprietary

technology to significantly lightweight the can; and successfully introducing


   new specialty beverage cans and aluminum bottle-shaping technology;



Aligning ourselves with the right customers and markets by investing capital to

meet continued growth for specialty beverage containers throughout our global

network, which represent approximately 45 percent of our global beverage

? packaging mix; aligning with spiked seltzer and craft brewers, sparkling and

still water fillers, wine producers and other new beverage producers who

continue to use aluminum beverage containers to grow their business; and in our

new aluminum cup business, utilizing online platforms and North American

retailers to provide infinitely recyclable aluminum cups directly to consumers;

Broadening our geographic reach with our acquisition of Rexam and our new

investments in beverage manufacturing facilities in the United States, Brazil,

? Paraguay, Spain, Mexico, Myanmar and Panama, as well as an extruded aluminum

aerosol manufacturing facility in India and successful start-up of a dedicated


   aluminum cup manufacturing facility in the U.S.; and



Leveraging our technological expertise in packaging innovation, including the

introduction of our new proprietary, brandable lightweight aluminum cup and

providing next-generation aluminum bottle-shaping technologies and the

increased production of lightweight ReAl® containers, which utilize technology

? that increases the strength of aluminum used in the manufacturing process while

lightweighting the can by up to 20 percent over a standard aluminum aerosol

can, as well as our investment in cyber, data analytics methane monitoring, 5G

and LIDAR capabilities to further enhance our aerospace technical expertise


   across a broader customer portfolio.




These ongoing business developments help us stay close to our customers while
expanding and/or sustaining our industry positions and global reach with major
beverage, personal care, household products and aerospace customers. In order to
successfully execute our strategy and reach our goals, we realize the importance
of excelling in the following areas: customer focus, operational excellence,
innovation and business development, people and culture focus and
sustainability.



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RESULTS OF OPERATIONS



Management's discussion and analysis for our results of operations on a
consolidated and segment basis include a quantification of factors that had a
material impact. Other factors that did not have a material impact, but that are
significant to understand the results, are qualitatively described.



Refer to Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations   of the company's Annual Report on Form 10-K for the year
ended December 31, 2019,   filed on February 19, 2020, for a comparison of our
2019 results of operations to the 2018 results. Prior Forms 10-K have not been
restated to reflect changes to Ball's internal reporting structure that were
effective January 1, 2020.



Novel Coronavirus (COVID-19)



The novel coronavirus (COVID-19) had a material effect upon the global business
environment during the year ended December 31, 2020. Ball provides key products
and services to the consumer beverage and household markets and the U.S.
aerospace markets and, consequently, the operations of Ball and of its principal
customers and suppliers have been designated as essential across our key
markets. This designation allowed Ball to operate its manufacturing facilities
throughout 2020, and it is expected that Ball will continue to operate its
facilities without disruption in the foreseeable future. However, countries
around the globe have issued stay-at-home orders and mandated operational
closures of non-essential businesses, which has impacted certain of our
customers by constraining some supply of products to certain consumers. The
risks that COVID-19 continues to present to Ball's business have been outlined
in Item 1. Risk Factors and Note 1 to the consolidated financial statements
within Item 8 of this annual report.



Consolidated Sales and Earnings






                                                          Years Ended December 31,
($ in millions)                                         2020        2019        2018

Net sales                                             $ 11,781    $ 11,474    $ 11,635

Net earnings attributable to Ball Corporation              585         566 

454


Net earnings attributable to Ball Corporation as a
% of net sales                                               5 %         5 %         4 %




Sales in 2020 were $307 million higher compared to 2019 primarily as a result of
increased sales volumes in our beverage packaging segments and increased sales
in our aerospace segment, partially offset by the pass through of lower aluminum
prices, the sale of the China beverage packaging can business in the third
quarter of 2019 and the sale of the Argentine steel aerosol business in the
fourth quarter of 2019.



Net earnings attributable to Ball Corporation in 2020 were $19 million higher
than 2019 primarily due to higher comparable operating earnings for reportable
segments and lower interest expense, partially offset by higher business
consolidation and debt refinancing costs and a higher effective tax rate.



Cost of Sales (Excluding Depreciation and Amortization)


Cost of sales, excluding depreciation and amortization, was $9,323 million in
2020 compared to $9,203 million in 2019. These amounts represented 79 percent
and 80 percent of consolidated net sales for the years ended 2020 and 2019,
respectively.



Depreciation and Amortization


Depreciation and amortization expense was $668 million in 2020 compared to $678
million in 2019. These amounts represented 6 percent of consolidated net sales
for the years ended 2020 and 2019. Amortization expense in 2020 and 2019
included $150 million and $155 million, respectively, for the amortization

of
acquired Rexam intangibles.



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Selling, General and Administrative





Selling, general and administrative (SG&A) expenses were $525 million in 2020
compared to $417 million in 2019. These amounts represented 4 percent of
consolidated net sales for both years. Personnel and other costs increased year
over year to support growth investments.



Business Consolidation Costs and Other Activities

Business consolidation costs and other activities were $262 million in 2020 compared to $244 million in 2019. These amounts represented 2 percent of consolidated net sales for both years.





Interest Expense



Total interest expense was $316 million in 2020 compared to $324 million in
2019. Interest expense, excluding the effect of debt refinancing and other
costs, as a percentage of average borrowings decreased by approximately 85 basis
points from 4.4 percent in 2019 to 3.5 percent in 2020 due to the drop in global
interest rates.



Tax Provision



The company's effective tax rate is affected by recurring items such as income
earned in foreign jurisdictions with tax rates that differ from the U.S. tax
rate and by discrete items that may occur in any given year but are not
consistent from year to year.



The 2020 effective income tax rate was 14.4 percent compared to 11.7 percent for
2019. As compared with the statutory U.S. federal income tax rate of 21 percent,
the 2020 effective rate was reduced by 6.8 percent for equity compensation
benefits, by 5.7 percent for the impact of the U.S. R&D credit and by 2 percent
for various uncertain tax positions. These reductions were partially offset by
an increase of 3.4 percent for the impact of foreign exchange fluctuations on
certain deferred tax assets. While these items are expected to recur, the
potential magnitude of each item is uncertain.



The 2020 effective income tax rate was also increased by 2.6 percent for enacted changes to tax rates in the UK and by 2.3 percent for the impact of non-deductible goodwill. These items are not expected to recur.

Further details of taxes on income are included in Note 16 to the consolidated financial statements within Item 8 of this annual report.





RESULTS OF BUSINESS SEGMENTS



Segment Results



Ball's operations are organized and reviewed by management along its product
lines and geographical areas, and its operating results are presented in the
four reportable segments discussed below. Effective January 1, 2020, Ball
implemented changes to its management and internal reporting structure for cost
reduction and operational efficiency purposes. As a result of these changes, the
company's plants in Cairo, Egypt, and Manisa, Turkey, are now included in the
beverage packaging, Europe, Middle East and Africa (beverage packaging, EMEA),
segment. In addition, the company's operations in India and Saudi Arabia are now
combined with the former non-reportable beverage packaging, Asia Pacific,
operating segment as a new non-reportable beverage packaging, other, operating
segment. The company's segment results and disclosures for the years ended
December 31, 2019 and 2018, have been retrospectively adjusted to conform to the
current year presentation.



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  Table of Contents

Beverage Packaging, North and Central America






                                                         Years Ended December 31,
($ in millions)                                        2020         2019        2018

Net sales                                            $   5,076    $  4,758    $  4,626
Comparable operating earnings                              683         555 

551


Business consolidation and other activities (a)            (5)        (14) 

(6)


Amortization of acquired Rexam intangibles                (27)        (29) 

(31)


Total segment earnings                               $     651    $    512    $    514
Comparable operating earnings as a % of segment
net sales                                                   13 %        12

% 12 %

(a) Further details of these items are included in Note 6 to the consolidated


    financial statements within Item 8 of this annual report.




Segment sales in 2020 were $318 million higher compared to 2019. The increase in
2020 was primarily due to higher volumes, higher specialty mix and improved
customer contractual terms, partially offset by lower aluminum prices. We cannot
predict the impact on sales that will result from future changes in aluminum
input prices.


Comparable operating earnings in 2020 were $128 million higher compared to 2019 primarily due to higher sales volumes, higher specialty mix, benefits from improved customer contractual terms and improved operating performance, partially offset by increased capacity expansion and labor costs.

Beverage Packaging, EMEA




                                                       Years Ended December 31,
($ in millions)                                      2020         2019        2018

Net sales                                          $   2,945    $  2,857    $  2,809
Comparable operating earnings                            354         351   

328

Business consolidation and other activities (a) (10) (39)

(49)


Amortization of acquired Rexam intangibles              (64)        (67)   

(73)


Total segment earnings                             $     280    $    245    $    206
Comparable operating earnings as a % of segment
net sales                                                 12 %        12 % 

12 %

(a) Further details of these items are included in Note 6 to the consolidated


    financial statements within Item 8 of this annual report.



Segment sales in 2020 were $88 million higher compared to 2019. The increase in 2020 was primarily due to higher sales volumes and improved customer and specialty mix, partially offset by the pass through of lower aluminum prices.





Comparable operating earnings in 2020 were $3 million higher compared to 2019
primarily due to higher sales volumes and improved customer and specialty mix,
partially offset by higher labor and warehousing costs and intermittent
production line downtime during the second quarter of 2020.





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Beverage Packaging, South America






                                                          Years Ended December 31,
($ in millions)                                         2020         2019       2018

Net sales                                             $   1,695    $  1,670    $ 1,701

Comparable operating earnings                               280         288        313

Business consolidation and other activities (a)               1          15

11


Amortization of acquired Rexam intangibles                 (55)        (56)

(56)


Total segment earnings                                $     226    $    247    $   268
Comparable operating earnings as a % of segment net
sales                                                        17 %        17

% 18 %

(a) Further details of these items are included in Note 6 to the consolidated


    financial statements within Item 8 of this annual report.



Segment sales in 2020 were $25 million higher compared to 2019. The increase in 2020 was primarily related to higher volumes, partially offset by regional pricing and the pass through of lower aluminum prices.





Comparable operating earnings in 2020 were $8 million lower compared to 2019
primarily related to adverse cost absorption due to intermittent production line
downtime in the second quarter of 2020 and regional pricing, partially offset by
increased sales volumes.



Aerospace




                                                       Years Ended December 31,
($ in millions)                                      2020         2019        2018

Net sales                                          $   1,741    $  1,479    $  1,196

Comparable operating earnings                            153         140   

113


Comparable operating earnings as a % of segment
net sales                                                  9 %         9 %         9 %




Segment sales in 2020 were $262 million higher compared to 2019, and comparable
operating earnings were $13 million higher. The increase in sales and operating
earnings for 2020 was primarily the result of increases from significant U.S.
national defense contracts.



Sales to the U.S. government, either directly as a prime contractor or
indirectly as a subcontractor, represented 97 percent of segment sales in 2020
compared to 98 percent of segment sales in 2019. The aerospace contract mix in
2020 consisted of 49 percent cost-type contracts, which are billed at our costs
plus an agreed-upon and/or earned profit component, and 48 percent fixed-price
contracts. The remaining sales were for time and materials contracts.



Contracted backlog for the aerospace segment at December 31, 2020 and 2019, was
$2.4 billion and $2.5 billion, respectively. The segment has numerous
outstanding bids for future contract awards. The backlog at December 31, 2020,
consisted of 42 percent cost-type contracts. Comparisons of backlog are not
necessarily indicative of the trend of future operations due to the nature of
varying delivery and milestone schedules on contracts, funding of programs and
the uncertainty of timing of future contract awards.



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Management Performance Measures





Management internally uses various measures to evaluate company performance,
including comparable operating earnings (earnings before interest, taxes and
business consolidation and other non-comparable costs); comparable net earnings
(earnings before business consolidation costs and other non-comparable costs
after tax); comparable diluted earnings per share (comparable net earnings
divided by diluted weighted average shares outstanding); return on average
invested capital (net operating earnings after tax over the relevant performance
period divided by average invested capital over the same period); economic value
added (EVA®) dollars (net operating earnings after tax less a capital charge on
average invested capital employed); earnings before interest and taxes (EBIT);
earnings before interest, taxes, depreciation and amortization (EBITDA); and
diluted earnings per share. In addition, management uses free cash flow
(generally defined by the company as cash flow from operating activities less
capital expenditures) as a measure to evaluate the company's liquidity. We
believe this information is also useful to investors as it provides insight into
the earnings and cash flow criteria that management uses to make strategic
decisions. These financial measures may be adjusted at times for items that
affect comparability between periods such as business consolidation costs and
gains or losses on acquisitions and dispositions.



Nonfinancial measures in the packaging businesses include production efficiency
and spoilage rates; quality control figures; environmental, health and safety
statistics; production and sales volumes; asset utilization rates; and measures
of sustainability. Additional measures used to evaluate financial performance in
the aerospace segment include contract revenue realization, award and incentive
fees realized, proposal win rates and backlog (including awarded, contracted and
funded backlog).



Many of the above noted financial measurements are presented on a non-U.S. GAAP
basis and should be considered in connection with the consolidated financial
statements within Item 8 of this annual report. Non-U.S. GAAP measures should
not be considered in isolation, nor should they not be considered superior to,
or a substitute for, financial measures calculated in accordance with U.S. GAAP.
A presentation of earnings in accordance with U.S. GAAP is available in Item 8
of this annual report.


Based on the above definitions, our calculations of comparable operating earnings, comparable net earnings, comparable diluted earnings per share and free cash flow are summarized as follows:






                                                        Years Ended December 31,
($ in millions)                                      2020         2019         2018

Net earnings attributable to Ball Corporation $ 585 $ 566

  $     454
Net earnings (loss) attributable to
noncontrolling interests, net of tax                     (3)         (30)  

(1)


Net earnings                                             582          536  

453


Equity in results of affiliates, net of tax                6            1  

(5)


Tax provision (benefit)                                   99           71  

185


Earnings before taxes, as reported                       687          608  

633


Total interest expense                                   316          324  

302


Earnings before interest and taxes                     1,003          932  

935


Business consolidation and other activities              262          244  

191


Amortization of acquired Rexam intangibles               150          155  

164


Comparable operating earnings                     $    1,415    $   1,331
 $   1,290


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                                                           Years Ended December 31,

($ in millions, except per share amounts)               2020          2019 

2018

Net earnings attributable to Ball Corporation $ 585 $ 566 $ 454 Business consolidation and other activities

                 262           244         191
Amortization of acquired Rexam intangibles                  150           155         164
Share of equity method affiliate non-comparable
costs, net of tax                                            31            16           8
Debt refinancing and other costs                             41             7           1
Impact of U.S. tax reform                                     -             -        (45)
Non-controlling interest share of non-comparable
costs, net of tax                                             1          (32)           -
Noncomparable taxes                                        (83)          (95)           2
Net earnings attributable to Ball Corporation
before above transactions (Comparable Net
Earnings)                                             $     987     $     861    $    775

Diluted earnings per share                            $    1.76     $    1.66    $   1.29
Comparable diluted earnings per share                 $    2.97     $    2.53    $   2.20

CRITICAL AND SIGNIFICANT ACCOUNTING POLICIES AND NEW ACCOUNTING PRONOUNCEMENTS

For information regarding the company's critical and significant accounting policies, as well as recent accounting pronouncements, see Notes 1 and 2 to the consolidated financial statements within Item 8 of this annual report.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

Cash Flows and Capital Expenditures


Our primary sources of liquidity are cash provided by operating activities and
external borrowings. We believe that cash flows from operating activities and
cash provided by short-term, long-term and committed revolver borrowings, when
necessary, will be sufficient to meet our ongoing operating requirements,
scheduled principal and interest payments on debt, dividend payments,
anticipated share repurchases and anticipated capital expenditures. We have no
debt maturities until 2022, our senior credit facilities are in place until 2024
and we are focused in the near term on maintaining liquidity and flexibility in
the current economic environment. The following table summarizes our cash flows:




                                                          Years Ended December 31,
($ in millions)                                         2020        2019        2018

Cash flows provided by (used in) operating activities $ 1,432 $ 1,548

   $   1,566
Cash flows provided by (used in) investing activities   (1,181)      (422) 

(206)

Cash flows provided by (used in) financing activities (602) (46)


    (1,040)




Cash flows provided by operating activities were $116 million lower in 2020
compared to 2019, primarily due to higher working capital outflows of $106
million in 2020 compared to inflows of $236 million in 2019, partially offset by
lower pension contributions. The higher working capital outflows in 2020
resulted from seasonal working capital build which was more sizeable than
typical due largely to the timing of aluminum payments in the first quarter,
increased personnel costs to support growth and a proportionally larger increase
in days sales outstanding as compared to days payable outstanding. In comparison
to the same period of 2019, our working capital movements reflect an increase of
days sales outstanding from 38 days in 2019 to 42 days in 2020 and an increase
of inventory days on hand from 48 days in 2019 to 50 days in 2020, partially
offset by an increase of days payable outstanding from 118 days in 2019 to

128
days in 2020.



Cash outflows from investing activities increased by $759 million from $422
million in 2019 to $1,181 million in 2020. This predominantly reflected a $515
million increase in capital expenditures for large growth projects, a $160
million inflow from the 2019 sale of the steel food and steel aerosol business
and a $69 million outflow for the 2020 acquisition of the Brazil aluminum
aerosol packaging business.



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Cash outflows from financing activities increased by $556 million from $46 million in 2019 to $602 million in 2020, primarily related to total debt activity changing from net borrowings of $1.1 billion in 2019 to net repayments of $262 million in 2020, partially offset by a reduction in net share repurchases from $945 million in 2019 to $75 million in 2020.





We have entered into several regional committed and uncommitted accounts
receivable factoring programs with various financial institutions for certain of
our accounts receivable. Programs accounted for as true sales of the
receivables, without recourse to Ball, had combined limits of approximately $1.6
billion and $1.4 billion at December 31, 2020, and December 31, 2019,
respectively. A total of $232 million and $230 million were available for sale
under these programs at December 31, 2020 and 2019, respectively.



As of December 31, 2020, approximately $684 million of our cash was held outside
of the U.S. In the event we need to utilize any of the cash held outside of the
U.S. for purposes within the U.S., there are no material legal or other economic
restrictions regarding the repatriation of cash from any of the countries
outside the U.S. where we have cash. The company believes its U.S. operating
cash flows, cash on hand, as well as availability under its long-term, revolving
credit facilities, uncommitted short-term credit facilities and committed and
uncommitted accounts receivable factoring programs will be sufficient to meet
the cash requirements of the U.S. portion of our ongoing operations, scheduled
principal and interest payments on U.S. debt, dividend payments, capital
expenditures and other U.S. cash requirements. If foreign funds are needed for
our U.S. cash requirements and we are unable to provide the funds through
intercompany financing arrangements, we would be required to repatriate funds
from foreign locations where the company has previously asserted indefinite
reinvestment of funds outside the U.S.

Based on its indefinite reinvestment assertion, the company has not provided deferred taxes on earnings in certain non-U.S. subsidiaries because such earnings are intended to be indefinitely reinvested in its international operations. It is not practical to estimate the additional taxes that might become payable if these earnings were remitted to the U.S.





Share Repurchases



The company's share repurchases, net of issuances, totaled $75 million in 2020
and $945 million in 2019. The repurchases were completed using cash on hand,
cash provided by operating activities, proceeds from the sale of businesses

and
available borrowings.


Debt Facilities and Refinancing





Given our cash flow projections and unused credit facilities that are available
until March 2024, our liquidity is strong and is expected to meet our ongoing
cash and debt service requirements. Total interest-bearing debt was $7.8 billion
at both December 31, 2020 and 2019.



In the third quarter of 2020, Ball issued $1.3 billion of 2.875% senior notes
due in 2030. In the first quarter of 2020, Ball redeemed the outstanding
euro-denominated 3.50% senior notes due in 2020 in the amount of €400 million
and the outstanding 4.375% senior notes due 2020 in the amount of $1 billion. We
recorded debt refinancing and other costs of $41 million in 2020.



In November 2019, Ball issued €1.3 billion in aggregate principal amount of
1.50% and 0.875% euro-denominated senior notes for general corporate purposes.
In March 2019, the company refinanced its existing credit facilities with a U.S.
dollar term loan facility, a U.S. dollar revolving facility and a multi-currency
revolving facility that mature in March 2024. The revolving facilities provide
the company with up to the U.S. dollar equivalent of $1.75 billion.



At December 31, 2020, taking into account outstanding letters of credit, approximately $1.7 billion was available under the company's long-term, multi-currency committed revolving credit facilities, which are available until March 2024. In addition to these facilities, the company had $1 billion of short-term uncommitted credit facilities available at December 31, 2020, of which $14 million was outstanding and due on demand.





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While ongoing financial and economic conditions in certain areas may raise concerns about credit risk with counterparties to derivative transactions, the company mitigates its exposure by allocating the risk among various counterparties and limiting exposure to any one party. We also monitor the credit ratings of our suppliers, customers, lenders and counterparties on a regular basis.





We were in compliance with all loan agreements at December 31, 2020, and for all
prior years presented, and we have met all debt payment obligations. The U.S.
note agreements and bank credit agreement contain certain restrictions relating
to dividends, investments, financial ratios, guarantees and the incurrence of
additional indebtedness. In August 2020, we amended certain of our credit
agreements, which among other things, modified the most restrictive of our debt
covenants. This covenant requires us to maintain a leverage ratio (as defined)
of no greater than 5.0 times, which will change to 4.5 times as of December 31,
2022. As of December 31, 2020, the company could borrow up to its limits
available under the company's long-term multi-currency committed revolving
facilities and short-term uncommitted credit facilities without violating our
existing debt covenants. Additional details about our debt are available in
Note 15 to the consolidated financial statements within Item 8 of this annual
report.



Other Liquidity Measures



Free Cash Flow



Management internally uses a free cash flow measure to: (1) evaluate the
company's liquidity, (2) evaluate strategic investments, (3) plan share
repurchase and dividend levels and (4) evaluate the company's ability to incur
and service debt. Free cash flow is not a defined term under U.S. GAAP, and it
should not be inferred that the entire free cash flow amount is available for
discretionary expenditures. The company defines free cash flow as cash flow from
operating activities less capital expenditures. Free cash flow is typically
derived directly from the company's consolidated statement of cash flows;
however, it may be adjusted for items that affect comparability between periods.



Based on the above definition, our consolidated free cash flow is summarized as
follows:




                                                    Years Ended December 31,
($ in millions)                                   2020        2019       2018

Total cash provided by operating activities    $    1,432    $ 1,548    $ 1,566
Capital expenditures                              (1,113)      (598)      (816)
Free cash flow                                 $      319    $   950    $   750
Based on information currently available, we estimate that cash flows from
operating activities for 2021 will exceed 2020 levels and capital expenditures
will exceed $1.5 billion. In 2021, we intend to utilize our operating cash flow
to fund our growth capital projects, dividend payments, share repurchases, debt
service requirements and, to the extent available, acquisitions that meet our
rate of return criteria. Approximately $1.1 billion of capital expenditures was
contractually committed as of December 31, 2020.



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Commitments


Cash payments required for long-term debt maturities and interest payments, rental payments under noncancellable operating leases and purchase obligations in effect at December 31, 2020, are summarized in the following table:






                                                                     Payments Due By Year (a)
                                                                                                         2026 and
($ in millions)                                 Total        2021        2022-2023      2024-2025       Thereafter

Long-term debt (b)                            $   7,853    $       3    $     2,610    $     2,515    $        2,725

Interest payments on long-term debt (c)           1,172          268       

    462            250               192
Purchase obligations (d)                         15,448        4,871          6,377          3,718               482
Lease liabilities                                   370           66            104             63               137

Total payments on contractual obligations $ 24,843 $ 5,208 $

9,553 $ 6,546 $ 3,536

(a) Amounts reported in local currencies have been translated at year-end 2020

exchange rates.

(b) Amounts represent future cash payments due and exclude future amortization of

debt issuance costs of $67 million at December 31, 2020.

For variable rate facilities, amounts are based on interest rates in effect (c) at year end and do not contemplate the effects of any hedging instruments


    utilized by the company.


    The company's purchase obligations include capital expenditures and

contracted amounts for aluminum and other direct materials. Also included are

commitments for purchases of natural gas and electricity, expenses related to (d) aerospace and technologies contracts and other less significant items. In

cases where variable prices and/or usage are involved, management's best

estimates have been used. Depending on the circumstances, early termination

of the contracts may or may not result in penalties and, therefore, actual


    payments could vary significantly.



The table above excludes $55 million of uncertain tax positions, as the ultimate timing of resolution for these matters is unknown at this time.





Also excluded from the table above are contributions to the company's defined
benefit pension plans, which are expected to be approximately $185 million in
2021 of which $157 million was paid in January 2021. This estimate may change
based on changes in the Pension Protection Act, actual plan asset performance
and available company cash flow, among other factors. Benefit payments related
to the plans are expected to be approximately $337 million, $336 million, $339
million, $344 million and $347 million for the years ending December 31, 2021
through 2025, respectively, and approximately $1.8 billion for the years ending
December 31, 2026 through 2030.



Based on changes in return on asset and discount rate assumptions, as well as
revisions based on plan experience studies, total pension expense in 2021, is
expected to be approximately $4 million higher than in 2020, excluding
settlement charges. A reduction of the expected return on pension assets
assumption by one quarter of a percentage point would result in an increase of
approximately $14 million in total 2021 pension expense, while a quarter of a
percentage point reduction in the discount rate applied to the pension liability
would result in a negligible increase to pension expense in 2021. Additional
details about our defined benefit pension plans are available in Note 17 to the
consolidated financial statements within Item 8 of this annual report.



CONTINGENCIES, INDEMNIFICATIONS AND GUARANTEES


Details of the company's contingencies, legal proceedings, indemnifications and
guarantees are available in Notes 22 and 23 to the consolidated financial
statements within Item 8 of this annual report. The company is routinely subject
to litigation incident to operating its businesses and has been designated by
various federal and state environmental agencies as a potentially responsible
party, along with numerous other companies, for the clean-up of several
hazardous waste sites, including in respect of sites related to alleged
activities of certain former Rexam subsidiaries. The company believes the
matters identified will not have a material adverse effect upon its liquidity,
results of operations or financial condition.



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Guaranteed Securities



The company's senior notes are guaranteed on a full and unconditional, joint and
several basis by the issuer of the company's senior notes and the subsidiaries
that guarantee the notes (the obligor group). The entities that comprise the
obligor group are 100 percent owned by the company. As described in the
supplemental indentures governing the company's existing senior notes, the
senior notes are guaranteed by any of the company's domestic subsidiaries that
guarantee any other indebtedness of the company.



The following summarized financial information relates to the obligor group as
of and for the years ended December 31, 2020 and 2019. Intercompany
transactions, equity investments and other intercompany activity between obligor
group subsidiaries have been eliminated from the summarized financial
information. Investments in subsidiaries not forming part of the obligor group
have also been eliminated.




                                            Years Ended December 31,
($ in millions)                              2020              2019

Net sales                                $      7,115      $      6,540
Gross profit (a)                                  935               789
Net earnings (loss)                               528               211
Net earnings (loss) attributable to Ball          528               211


Gross profit is shown after depreciation and amortization related to cost of (a) sales of $167 million and $160 million for the years ended December 31, 2020


    and 2019, respectively.





                              December 31,
($ in millions)             2020        2019

Current assets            $  2,211    $  2,310
Noncurrent assets           13,701      13,073
Current liabilities          3,704       5,073
Noncurrent liabilities      10,854       9,953




Included in the amounts disclosed in the tables above, at December 31, 2020 and
2019, the obligor group held receivables due from other subsidiary companies of
$221 million and $299 million, respectively, long-term notes receivable due from
other subsidiary companies of $9.2 billion and $9.3 billion, respectively,
payables due to other subsidiary companies of $1.7 billion and $1.9 billion,
respectively, and long-term notes payable due to other subsidiary companies of
$1.5 billion and $2.2 billion, respectively.



For the years ended December 31, 2020 and 2019, the obligor group recorded the
following transactions with other subsidiary companies: sales to them of $804
million and $792 million, respectively, net credits from them of $24 million and
net charges to them of $21 million, respectively, and net interest income from
them of $393 million and $127 million, respectively. During the years ended
December 31, 2020 and 2019, the obligor group received dividends from other
subsidiary companies of $56 million and $775 million, respectively.



A description of the terms and conditions of the company's debt guarantees is
located in Note 23 to the consolidated financial statements within Item 8 of
this annual report.



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FORWARD-LOOKING STATEMENTS



This report contains "forward-looking" statements concerning future events and
financial performance. Words such as "expects," "anticipates," "estimates,"
"believes," "targets," "likely," "positions" and similar expressions typically
identify forward-looking statements, which are generally any statements other
than statements of historical fact. Such statements are based on current
expectations or views of the future and are subject to risks and uncertainties,
which could cause actual results or events to differ materially from those
expressed or implied. You should therefore not place undue reliance upon any
forward-looking statements and any such statements should be read in conjunction
with, and, qualified in their entirety by, the cautionary statements referenced
below. The company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise. Key factors, risks and uncertainties that could cause
actual outcomes and results to be different are summarized in filings with the
Securities and Exchange Commission, including Exhibit 99 in our Form 10-K, which
are available on our website and at www.sec.gov. Additional factors that might
affect: a) our packaging segments include product capacity, supply, and demand
constraints and fluctuations, including due to virus and disease outbreaks and
responses thereto; availability/cost of raw materials, equipment, and logistics;
competitive packaging, pricing and substitution; changes in climate and weather;
footprint adjustments and other manufacturing changes, including the startup of
new facilities and lines; failure to achieve synergies, productivity
improvements or cost reductions; unfavorable mandatory deposit or packaging
laws; customer and supplier consolidation; power and supply chain interruptions;
potential delays and tariffs related to the U.K's departure from the EU; changes
in major customer or supplier contracts or a loss of a major customer or
supplier; political instability and sanctions; currency controls; changes in
foreign exchange or tax rates; and tariffs, trade actions, or other governmental
actions, including business restrictions and shelter-in-place orders in any
country or jurisdiction affecting goods produced by us or in our supply chain,
including imported raw materials; b) our aerospace segment include funding,
authorization, availability and returns of government and commercial contracts;
and delays, extensions and technical uncertainties affecting segment contracts;
c) the company as a whole include those listed above plus: the extent to which
sustainability-related opportunities arise and can be capitalized upon; changes
in senior management, succession, and the ability to attract and retain skilled
labor; regulatory action or issues including tax, environmental, health and
workplace safety, including U.S. FDA and other actions or public concerns
affecting products filled in our containers, or chemicals or substances used in
raw materials or in the manufacturing process; technological developments and
innovations; the ability to manage cyber threats; litigation; strikes; disease;
pandemic; labor cost changes; rates of return on assets of the company's defined
benefit retirement plans; pension changes; uncertainties surrounding
geopolitical events and governmental policies both in the U.S. and in other
countries, including policies, orders and actions related to COVID-19, the U.S.
government elections, stimulus package(s), budget, sequestration and debt limit;
reduced cash flow; interest rates affecting our debt; and successful or
unsuccessful joint ventures, acquisitions and divestitures, and their effects on
our operating results and business generally.

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