8-KOther EventsExhibits & Filings

Amcor plc 8-K Report, Corporate Update (Mar 9, 2020)

Filed March 9, 2020For Securities:AMCRAMCCF

Summary

Amcor plc filed this Form 8-K on March 9, 2020, primarily to provide updated financial information and to incorporate by reference certain financial statements and pro forma data. The filing includes supplementary financial information related to condensed consolidating financial statements for Amcor and its subsidiaries, specifically concerning senior unsecured notes. This update is intended to support a registration statement on Form S-1 for the exchange of certain privately-placed notes. Additionally, the report provides unaudited pro forma condensed combined statements of income for the year ended June 30, 2019, reflecting the business combination with Bemis Company, Inc. as if it occurred on July 1, 2018. A significant addition in this filing is a supplemental risk factor acknowledging the potential adverse impact of the then-emerging 2019 Novel Coronavirus (COVID-19) outbreak on Amcor's business operations, supply chain, customer demand, and overall financial results, noting the uncertainty and unpredictability of its full extent.

Key Highlights

  • 1Amcor is updating its financial statements in its 2019 FY 10-K and subsequent 10-Qs to include condensed consolidating financial information for subsidiary issuers of senior unsecured notes.
  • 2The company is re-filing its 'Schedule II – Valuation and Qualifying Accounts and Reserves' as part of this update.
  • 3Unaudited pro forma condensed combined statement of income for the year ended June 30, 2019, is provided, reflecting the Bemis merger as if it occurred on July 1, 2018.
  • 4This financial information is being provided to support a registration statement on Form S-1 related to the exchange of certain privately-placed senior unsecured notes.
  • 5A new risk factor has been added concerning the potential adverse effects of the COVID-19 outbreak on Amcor's business, operations, and financial results.
  • 6The company acknowledges the high uncertainty and unpredictability of the full impact of COVID-19 on its business and financial results.

Frequently Asked Questions

The primary purpose of this 8-K filing is to provide updated and supplementary financial information, including condensed consolidating financial statements and pro forma financial data related to the Bemis merger. It also adds a new risk factor concerning the COVID-19 outbreak and supports a registration statement for note exchanges.

The unaudited pro forma condensed combined statement of income for the year ended June 30, 2019, is significant because it presents the company's financial performance as if the acquisition of Bemis had occurred at the beginning of the fiscal year (July 1, 2018). This provides investors with a more comparable view of the combined entity's historical income statement.

Amcor has disclosed a new risk factor related to the potential adverse effects of the 2019 Novel Coronavirus (COVID-19) outbreak. This includes potential disruptions to operations, supply chains, customer demand, employee travel, and broader economic downturns, though the full impact remains uncertain.

This filing includes supplementary financial information to support a registration statement for the exchange of certain privately-placed senior unsecured notes. This implies ongoing activities related to the company's debt structure, particularly following the Bemis acquisition.