8-KOther EventsExhibits & Filings

Amcor plc 8-K Report, Corporate Update (Apr 29, 2025)

Filed April 29, 2025For Securities:AMCRAMCCF

Summary

This Amcor plc (AMCR) 8-K filing primarily serves to provide updated financial information related to its previously announced merger with Berry Global Group, Inc. (Berry). A key aspect of this filing is the inclusion of recast audited consolidated financial statements for Berry. These statements are presented to reflect the spin-off and merger of Berry's Health, Hygiene & Specialties Global Nonwovens and Films (HHNF) business with Glatfelter Corporation, creating Magnera Corporation, as a discontinued operation. This recasting is crucial for Amcor's compliance with post-closing reporting obligations under the merger agreement. Investors should note that this filing is largely procedural, providing necessary historical financial data for Berry under U.S. GAAP accounting standards. The detailed financial information for Berry, including balance sheets and statements of income and cash flows for the relevant periods, is provided as an exhibit. While this filing doesn't introduce new strategic developments, it is an important step in the ongoing merger process, ensuring that the financial picture presented for the combined entity accurately reflects the historical performance of its constituent parts.

Key Highlights

  • 1Amcor plc (AMCR) is filing an 8-K to provide updated financial information pertaining to its merger with Berry Global Group, Inc.
  • 2The filing includes recast audited consolidated financial statements for Berry Global Group, Inc.
  • 3These recast financial statements present Berry's former Health, Hygiene & Specialties Global Nonwovens and Films (HHNF) business as a discontinued operation.
  • 4The HHNF business was spun off and merged with Glatfelter Corporation to form Magnera Corporation on November 4, 2024.
  • 5This recasting is necessary for Amcor to comply with post-closing reporting obligations related to the merger.
  • 6Detailed financial statements for Berry, including balance sheets and income/cash flow statements for specific periods, are provided as an exhibit.
  • 7The filing reiterates the importance of investor review of the definitive joint proxy statement/prospectus filed earlier for the proposed transaction.

Frequently Asked Questions

The primary purpose of this 8-K filing by Amcor plc is to provide updated and recast financial information for Berry Global Group, Inc., in connection with Amcor's ongoing merger with Berry. Specifically, it presents Berry's financial statements reflecting the spin-off of its HHNF business as a discontinued operation.

Berry's financial statements are being recast to present its Health, Hygiene & Specialties Global Nonwovens and Films (HHNF) business as a discontinued operation. This treatment aligns with U.S. GAAP following the spin-off and merger of the HHNF business with Glatfelter Corporation to create Magnera Corporation, and is necessary for Amcor's post-merger reporting compliance.

No, this filing is primarily procedural and informational. It focuses on providing historical financial data for Berry under U.S. GAAP. While it's an important step in the merger process, it does not introduce new strategic developments or significantly alter the terms of the merger agreement.

The recast audited consolidated financial statements of Berry Global Group, Inc., including balance sheets as of September 28, 2024, and September 30, 2023, and statements of income, comprehensive income, cash flows, and changes in stockholders' equity for the two years ended September 28, 2024, are included as Exhibit 99.1 to this Form 8-K filing.