AMCR · Amcor plc

116 filings

AMCR SEC Filings

Amcor plc - 116 total filings

Filing record · 2019–202610-K810-Q228-K86

Showing 1–50 of 116 filings

Amcor plc Annual Report, Year Ended Jun 30, 2026

Amcor plc's 2026 Form 10-K highlights a transformative fiscal year marked by the significant merger with Berry Global Group, Inc., completed in April 2025. This acquisition has substantially expanded Amcor's scale and product portfolio, positioning it as a global leader in primary packaging across nutrition, health, beauty, and wellness categories. The company reported a notable increase in net sales to $23.5 billion, driven largely by the integration of Berry, with growth also supported by currency impacts and raw material cost pass-throughs. While operating expenses, including SG&A and amortization, increased due to the merger, Amcor achieved improved gross profit margins and profitability. The company continues to focus on its strategic priorities of disciplined organic growth, product innovation, and sustainability, with significant R&D investment. Management remains committed to deleveraging and optimizing its capital structure following the acquisition, while also actively reviewing its portfolio for further value enhancement.

Aug 14, 2026 8-K

Amcor plc 8-K Report, Auditor Change (Aug 14, 2026)

Amcor plc (AMCR) has filed an 8-K report on August 14, 2026, announcing a significant change in its independent registered public accounting firm. Effective August 14, 2026, PricewaterhouseCoopers LLP, United States (PwC US) has been appointed as the new auditor, succeeding PricewaterhouseCoopers AG, Switzerland (PwC Switzerland). This change is effective for the company's transition fiscal year ending December 31, 2026, and includes interim reviews for the period ending September 30, 2026. The decision to switch auditors was initiated by the Company's Audit Committee and Board of Directors, driven by Amcor's status as a US domestic reporting company and its growing operational presence within the United States. PwC Switzerland, which had served as the auditor since 2019, has resigned and will continue to support residual statutory filings for the fiscal year ended June 30, 2026. This transition is routine and indicates a strategic alignment with the company's evolving geographic footprint and reporting requirements.

Aug 14, 2026 8-K

Amcor plc 8-K Report, Financial Results (Aug 12, 2026)

Amcor plc reported fiscal Q4 and full-year FY2026 (year ended June 30, 2026) results that were dominated by the Berry Global acquisition, which closed April 30, 2025 and is now consolidated for a full year. Q4 net sales rose 26% to $6,398 million, with roughly 19% growth from acquired sales net of divestitures, and GAAP net income swung to $389 million from a $39 million loss. Adjusted EBIT grew 37% to $836 million and adjusted diluted EPS rose 23% to $1.23. For the full year, net sales reached $23,506 million (up 57%), adjusted EBIT rose 63% to $2,813 million, and adjusted EPS grew 13% to $4.02. Organic performance was weak: full-year volumes fell about 2% and price/mix was flat, with the Global Rigid segment's organic sales down about 4%. Most of the reported growth came from acquisitions, synergies (roughly $240 million in FY2026) and cost actions, not underlying demand. The outlook introduces a six-month 'Transition Period' from July 1 to December 31, 2026, as Amcor changes its fiscal year-end to December. The company guided to adjusted EPS of $1.80 to $1.90 for that period and expects leverage of 3.5x to 3.6x at December 31, 2026. Net debt was $12,897 million at June 30, 2026, down from $13,271 million a year earlier. Free cash flow was $1,303 million for the year after about $290 million of Berry integration and transaction costs. The Board declared a quarterly dividend of 65.0 cents per share (post 1-for-5 reverse split), up from 63.75 cents. Investors should note that the guidance excludes unannounced portfolio optimization actions, and that the reverse split and year-end change make year-over-year comparisons less direct. The filing is largely a results release furnished under Item 2.02 and is not deemed filed under the Exchange Act. Key items for investors are the quality of growth (acquisition-driven rather than organic), the sustainability of synergy capture, the transition-period guidance implying a lower run-rate than the full-year figure, and deleveraging progress against the 3.5x to 3.6x target.

Aug 12, 2026 8-K

Amcor plc 8-K Report, Executive Changes (Jun 15, 2026)

Amcor plc (NYSE: AMCR) filed an 8-K on June 15, 2026 disclosing a leadership transition in its Global Flexible Packaging Solutions division. Fred Stephan, Division President, will retire from his officer role effective June 30, 2026, and remain as a special advisor through December 31, 2026. Ryan D. Yost, previously President of Avery Dennison's Materials Group, was appointed as his successor effective June 15, 2026. The filing states Stephan's retirement was not due to any disagreement with the company. Stephan's separation terms include continued salary and benefits through the retirement date, a pro-rated MIP bonus, full vesting of unvested EMIP awards, and extended exercise and pro-rated vesting treatment for certain LTIP awards, all conditioned on a general release and continued restrictive covenant compliance. Yost's offer letter provides a $1,000,000 base salary, an MIP target of 100% of base (payout range 0% to 200%), annual LTIP grants targeted at 300% of base, and a special LTIP grant targeted at 195% of base. He also receives a $175,000 sign-on bonus payable in March 2027 and a $1,600,000 retention RSU grant vesting 50% after one year and 50% after two years. He will participate in the Executive Change in Control Severance Plan as a non-CEO participant. The filing also reports a separate press release announcing Kate Pearlman as Senior Vice President, Investor Relations & Treasury, succeeding Tracey Whitehead, who is remaining in Australia. Pearlman reports to CFO Stephen Scherger and comes from Lowe's. For investors, the filing signals a planned leadership refresh in the flexibles business and in investor relations, with the CEO publicly emphasizing organic growth acceleration. The filing does not disclose financial results or guidance changes, so the near-term financial impact is not quantified. Investors will likely watch whether Yost's organic growth strategy translates into measurable volume and margin improvement in the flexibles segment, and whether the IR transition causes any disruption in investor engagement.

Jun 15, 2026 10-Q

Amcor plc Quarterly Report for Q3 Ended Mar 31, 2026

Amcor plc (AMCR) reported strong financial performance for the nine months ended March 31, 2026, primarily driven by the completion of the Berry Global Group, Inc. acquisition on April 30, 2025. Net sales saw a significant increase of 72% to $17.1 billion, largely attributable to the consolidation of Berry's operations. While net income attributable to Amcor plc increased by 30% to $717 million, diluted earnings per share (EPS) decreased by 18% to $1.55. This EPS decline is attributed to a 60% increase in the diluted weighted-average number of shares outstanding due to the acquisition, alongside the increase in net income. The company is actively managing integration costs and restructuring initiatives related to the Berry merger, with an estimated pre-tax net cash cost of $280 million. Amcor is also strategically reviewing its portfolio, identifying businesses with approximately $2.5 billion in sales for potential restructuring or divestiture, and has already completed the sale of ePac. Despite ongoing economic and geopolitical challenges, including inflationary pressures and supply chain disruptions, Amcor remains focused on price and cost actions to mitigate impacts. The company also announced a change in its fiscal year-end to December 31, effective from July 1, 2026.

May 7, 2026 8-K

Amcor plc 8-K Report, Bylaw Amendment (May 6, 2026)

Amcor plc (AMCR) has announced a significant change to its fiscal year end, transitioning from a June 30 year-end to a December 31 year-end, effective May 1, 2026. This change will result in an abbreviated transition period covering July 1, 2026, to December 31, 2026. The company's reporting will then align with full calendar fiscal years, with the first complete calendar fiscal year ending December 31, 2027. This adjustment will impact how investors view the company's financial performance over the next several reporting periods.

May 6, 2026 8-K

Amcor plc 8-K Report, Financial Results (May 6, 2026)

Amcor reported third-quarter fiscal 2026 results (three months ended March 31, 2026) that reflect the first full year of integration with Berry Global, which closed April 30, 2025. Net sales rose 77% reported to $5,914 million, with approximately $2.4 billion of acquired sales; underlying organic growth was roughly -1%, with volumes about 1.5% lower on a combined basis. Adjusted EBITDA reached $892 million (15.1% margin, up from 14.3%), adjusted EBIT was $687 million, and adjusted EPS was $0.96, up 6%. GAAP diluted EPS was $0.60 versus $0.68 a year earlier, reflecting higher amortization of acquired intangibles and restructuring/integration costs. Synergies of $77 million in the quarter were at the upper end of expectations, and six divestitures have been agreed under the portfolio optimization program. Cash generation was the soft spot. Free cash flow was negative $39 million in the quarter after roughly $78 million of transaction, restructuring and integration costs, and net debt rose to $14,266 million. Management revised fiscal 2026 free cash flow guidance down to $1.5-1.6 billion from $1.8-1.9 billion, citing higher inventory held to protect customer service amid the Middle East conflict, which the company says is also a headwind to the business environment. Adjusted EPS guidance was set at $3.98-$4.03 (about 12% growth at the midpoint), which the company describes as mitigating the Middle East impact and including $270 million of pre-tax Berry synergies for the year. The Board declared a quarterly dividend of 65.0 cents per share, up from 63.75 cents a year earlier on a post-reverse-split basis (1-for-5 reverse split effective January 14, 2026). Investors should weigh the strong earnings-line growth and synergy delivery against weak free cash flow, rising leverage, and a lowered cash outlook, with the share count now much higher following the Berry transaction's dilution effects on per-share comparisons.

May 6, 2026 8-K

Amcor plc 8-K Report, Material Agreement (Mar 10, 2026)

Amcor plc (AMCR) announced a significant financing event through its subsidiary, Amcor Flexibles North America, Inc., which successfully issued $1.5 billion in aggregate principal amount of senior unsecured notes. The offering comprises $750 million of 4.250% Guaranteed Senior Notes due 2029 and $750 million of 5.125% Guaranteed Senior Notes due 2036. These notes are fully and unconditionally guaranteed on a senior unsecured basis by Amcor plc and several other Amcor and Berry Global entities, indicating a strong commitment from the parent and related guarantors. The net proceeds from this issuance are earmarked for strategic debt reduction. Specifically, Amcor plans to use approximately $1.489 billion to repay existing debt, including the full $600 million of its 3.625% Guaranteed Senior Notes due 2026 and the full $750 million of Berry Global's 4.875% First Priority Senior Secured Notes due 2026. Any remaining proceeds will be directed towards commercial paper borrowings and general corporate purposes, which may include further debt repayment. This move signals a proactive approach to managing its capital structure and optimizing its debt profile.

Mar 10, 2026 10-Q

Amcor plc Quarterly Report for Q2 Ended Dec 31, 2025

Amcor plc (AMCR) reported a significant increase in net sales for the three and six months ended December 31, 2025, primarily driven by the acquisition of Berry Global Group, Inc. (the "Merger"). While revenue saw substantial growth due to the consolidation of Berry's operations, net income attributable to Amcor plc experienced a more modest increase, with diluted EPS showing a decline for the quarter. This is largely attributable to increased operating expenses, including higher amortization of acquired intangible assets, increased restructuring, transaction, and integration costs, and higher interest expenses resulting from the Merger. The company is actively managing integration costs and pursuing synergies from the Berry acquisition, with a target of realizing approximately $530 million in pre-tax synergies by the end of fiscal year 2028. Amcor also announced a strategic review of its portfolio, identifying businesses with $2.5 billion in sales for further evaluation, which could lead to divestitures or restructuring. Despite the increased debt load from the acquisition, the company maintains investment-grade credit ratings and believes it has sufficient liquidity for its operations.

Feb 4, 2026 8-K

Amcor plc 8-K Report, Financial Results (Feb 3, 2026)

Amcor reported fiscal Q2 2026 (quarter ended December 31, 2025) results that were largely shaped by the April 2025 Berry Global acquisition. Net sales rose 68% to $5,449 million, and adjusted EBITDA rose 83% to $826 million, with margin expanding to 15.2%. Underlying performance was weaker than the headline growth suggests: organic net sales fell 3% on volumes that were about 1.5% lower than the combined legacy Amcor and Berry base. The Rigid Packaging segment's organic sales declined 11%, offset by acquisition-driven growth. GAAP diluted EPS was $0.38, versus $0.56 a year earlier, reflecting $112 million of restructuring and integration costs and higher amortization of acquired intangibles. Adjusted EPS was $0.86, up 7%, and reflects $55 million of Berry synergies at the upper end of expectations. Cash generation was softer. Free cash flow was $289 million after about $69 million of acquisition-related cash costs, and the six-month figure was a free cash outflow of $53 million. Net debt rose to $14,081 million from $13,271 million at June 30, 2025. Management reaffirmed fiscal 2026 guidance of adjusted EPS of $4.00 to $4.15 (on a post-reverse-split basis) and free cash flow of $1.8 to $1.9 billion. The guidance excludes potential portfolio optimization actions. The quarterly dividend was set at $0.65 per share, up from $0.6375 a year earlier on a split-adjusted basis. For investors, the key questions are whether synergies can keep offsetting volume weakness and whether the company can convert adjusted earnings into free cash flow given high leverage, elevated integration costs, and the planned closure of three Asian facilities. The 1-for-5 reverse stock split effective January 14, 2026 means all per-share figures in this release are restated, so comparisons with older filings require adjustment.

Feb 3, 2026 8-K

Amcor plc 8-K Report, Rights Modification (Jan 15, 2026)

Amcor plc (NYSE: AMCR; ASX: AMC) completed a 1-for-5 reverse stock split effective January 15, 2026, after shareholders approved it at the November 6, 2025 annual general meeting. Amcor filed the amendment to its memorandum of association on January 14, 2026. Outstanding ordinary shares fell from roughly 2.3 billion to roughly 461 million. Each CHESS Depositary Interest (CDI) still represents one ordinary share, so the ASX listing is also split-adjusted. The filing is primarily administrative: it changes the share count, par value, and CUSIP but does not disclose any change to the company's operations, financial results, or capital structure beyond the share count. The split also changes the authorized share capital mechanics. Authorized ordinary shares were reduced proportionately, and par value increased to $0.05 for both ordinary and preferred shares. There are no preferred shares outstanding. Equity awards under Amcor's incentive plans were adjusted proportionately, and no fractional shares were issued; holders entitled to fractions receive cash in lieu. Investors should note that per-share metrics such as earnings per share, dividends per share, and share price history are now on a post-split basis, so historical figures from before January 15, 2026 are not directly comparable without adjustment. For investors, the key takeaway is that a reverse split on its own does not change the economic value of a holding: each shareholder's proportional ownership is unchanged, and the market value of a position should adjust in line with the new share price. Reverse splits are often undertaken to lift a share price above exchange listing thresholds or to improve perceived investability, but the filing itself does not state the rationale. Investors should check the September 23, 2025 proxy statement for management's stated reasons and confirm their brokerage or Computershare holdings reflect the new share count.

Jan 15, 2026 8-K

Amcor plc 8-K Report, Corporate Update (Dec 11, 2025)

Amcor plc (NYSE: AMCR; ASX: AMC) announced on December 11, 2025 that it will proceed with the 1-for-5 reverse stock split approved by shareholders at its November 6, 2025 annual general meeting. The company expects to file the amendment to its memorandum of association after the close of trading on January 14, 2026, with split-adjusted ordinary shares trading from January 15, 2026. Outstanding ordinary shares will fall from about 2.3 billion to about 461 million. Because the split is proportional, it does not by itself change any shareholder's economic interest, ownership percentage, or the company's total equity value. The filing also changes the par value of ordinary and preferred shares to $0.05, proportionately reduces authorized share capital, and assigns a new CUSIP to the NYSE-listed shares. ASX CHESS Depositary Interests (CDIs) are consolidated on the same 1-for-5 basis, so one CDI still represents one ordinary share. No fractional shares will be issued; holders of record will receive cash in lieu. Unvested equity awards will be adjusted proportionately. There are no preferred shares outstanding. For investors, the key near-term items are the timing of the split and the presentation of per-share results. Amcor intends to report fiscal Q2 2026 and year-to-date per-share metrics, including EPS, on a split-adjusted basis in early February 2026, so historical per-share comparisons will need to be restated to the new share count. Investors should also watch for tracking, trading, and index-related mechanics around the new CUSIP and the CDI consolidation.

Dec 11, 2025 8-K

Amcor plc 8-K Report, Material Agreement (Nov 17, 2025)

Amcor plc (AMCR) announced the successful completion of an offering and sale of €1.5 billion in aggregate principal amount of guaranteed senior notes, split between €750 million of 3.200% notes due 2029 and €750 million of 3.750% notes due 2033. These notes are senior unsecured obligations of Amcor UK Finance plc, with full and unconditional guarantees from Amcor plc and other subsidiaries, including entities recently acquired or involved in the transaction with Berry Global. The net proceeds of approximately €1.488 billion are earmarked for significant debt reduction. The primary use of these funds will be to repay all or a portion of Berry Global, Inc.'s $1.525 billion 1.570% First Priority Senior Secured Notes due 2026. Any remaining proceeds will be used to reduce Amcor's commercial paper borrowings and for general corporate purposes, which may include retiring other existing debt. This move signals a proactive approach to optimizing the company's capital structure following recent strategic activities.

Nov 17, 2025 8-K

Amcor plc 8-K Report, Shareholder Vote Results (Nov 10, 2025)

Amcor plc (AMCR) filed an 8-K report on November 10, 2025, detailing the outcomes of its Annual General Meeting of Shareholders held on November 6, 2025. The meeting saw strong shareholder support for the re-election of all eleven directors, with each receiving a significant majority of "For" votes. Key proposals also met with shareholder approval, including the ratification of PricewaterhouseCoopers AG as the independent registered public accounting firm for fiscal year 2026 and an advisory vote approving the company's executive compensation. A notable outcome from the meeting was the shareholder approval of an amendment to the Memorandum of Association to effect a reverse stock split. Furthermore, shareholders overwhelmingly supported holding an annual advisory vote on executive compensation, aligning with the Board of Directors' determination for future meetings. The reported voting results reflect a substantial portion of the company's outstanding shares being represented, indicating active shareholder engagement.

Nov 10, 2025 10-Q

Amcor plc Quarterly Report for Q1 Ended Sep 30, 2025

Amcor plc reported significant year-over-year growth in net sales for the three months ended September 30, 2025, primarily driven by the recent acquisition of Berry Global Group, Inc. The merger, completed in April 2025, significantly expanded Amcor's scale and market presence. While net sales saw a substantial increase, the company also incurred higher operating expenses, including amortization of acquired intangible assets and restructuring and integration costs, directly attributable to the merger. Consequently, diluted earnings per share (EPS) saw a decrease compared to the prior year, despite an increase in net income. Amcor is actively managing the integration of Berry and has initiated a "Berry Plan" to realize synergies and achieve cost savings, with substantial pre-tax cash costs estimated. Additionally, the company is exploring strategic alternatives for certain portfolio businesses representing $2.5 billion in sales, which could involve restructuring or divestitures. Management is focused on navigating challenging economic conditions, including softer consumer demand and inflation, through pricing and cost actions. The company maintains sufficient liquidity through operating cash flows and available credit facilities.

Nov 6, 2025 8-K

Amcor plc 8-K Report, Financial Results (Nov 5, 2025)

Amcor plc (NYSE/ASX: AMCR) reported first quarter fiscal 2026 results (quarter ended September 30, 2025) and reaffirmed its full-year fiscal 2026 outlook. This was the first full quarter operating as a combined Amcor and Berry Global business, following the all-stock Berry acquisition that closed April 30, 2025. Net sales were $5,745 million, up 68% on a constant currency basis, driven by roughly $2.4 billion of acquired sales. Adjusted EBIT rose 85% constant currency to $687 million, with the adjusted EBIT margin expanding 110 basis points to 12.0%. Adjusted EPS was 19.3 cents, up 18% constant currency, and GAAP diluted EPS was 11.3 cents. Synergies of about $38 million came in at the upper end of the expected range, and management reiterated at least $260 million of pre-tax synergies in fiscal 2026 and $650 million through fiscal 2028. The quality of growth is more mixed than the headline figures suggest. Organic growth was negative at 2% (volume down 3%, price/mix up 1%), with Global Flexible volumes down 2.8% and Global Rigid down about 1% excluding non-core North America beverage. Free cash flow was an outflow of $343 million, though management said this was in line with expectations after roughly $115 million of acquisition-related cash costs. Net debt rose to $13,999 million from $13,271 million at June 30, 2025, and GAAP net interest expense more than doubled to $153 million. Management is also addressing non-core assets, which could bring portfolio actions not included in guidance. For investors, the key takeaways are that the Berry integration is tracking to plan on synergies and margins, while volume softness and a heavier debt load are the main watch items. Fiscal 2026 guidance was held at adjusted EPS of 80-83 cents (12-17% constant currency growth) and free cash flow of $1.8-1.9 billion. The Board also raised the quarterly dividend to 13.0 cents per share from 12.75 cents.

Nov 5, 2025 8-K

Amcor plc 8-K Report, Executive Changes (Oct 9, 2025)

Amcor plc (NYSE: AMCR; ASX: AMC) disclosed on October 9, 2025 that CFO Michael Casamento will step down from his officer role effective November 10, 2025 to return to Australia full-time. He will remain employed as a special advisor until June 30, 2026 (or an earlier agreed date) to support a smooth transition. Stephen R. Scherger, 61, currently CFO of Graphic Packaging (NYSE: GPK) since 2015, will succeed him as EVP and CFO effective November 10, 2025. Management characterized the departure as personal and not the result of any disagreement with the Company. For investors, the key takeaway is a planned, orderly leadership handover at a critical stage, with the company's post-Berry Global integration and portfolio optimization priorities expected to carry forward under the new CFO. Scherger's compensation package is substantial and signals the Board's intent to secure an experienced packaging finance leader. It includes a $1.0 million base salary, an MIP target of 100% of base (payout range 0-200%), an LTIP annual grant target of 300% of base, a special LTIP grant of about 195% of base, a $500,000 sign-on cash bonus payable February 2026, and a $2.3 million retention RSU grant vesting 50% after one year and 50% after two years. Casamento's separation terms are generous, including continued salary through June 30, 2026, a payment equal to twelve months' base salary, pro-rated bonus eligibility, continued vesting of certain equity awards, and relocation assistance, all in exchange for a general release and customary restrictive covenants. In the same release, Amcor reaffirmed its fiscal 2026 outlook from its August 14, 2025 results: Adjusted EPS of 80-83 cents (12-17% constant currency growth) and Free Cash Flow of $1.8-1.9 billion. First-quarter Adjusted EPS is expected to fall within the previously announced 18-20 cent range. The reaffirmation helps reduce uncertainty around the transition, though the filing's extensive forward-looking risk factors, including Berry Global integration, indebtedness, and tariff exposure, remain relevant.

Oct 9, 2025 8-K

Amcor plc 8-K Report, Corporate Update (Oct 2, 2025)

Amcor plc filed this 8-K on October 2, 2025 to supply the unaudited pro forma condensed combined statement of income for the fiscal year ended June 30, 2025, giving effect to its April 30, 2025 acquisition of Berry Global Group, Inc. The filing is a supplemental disclosure under Article 11 of Regulation S-X rather than a new transaction announcement. The pro forma statement combines Amcor's audited FY2025 results with Berry's adjusted ten-month results (July 1, 2024 to April 30, 2025), treating the merger and related debt financing as if they had closed on July 1, 2024. The pro forma balance sheet is omitted because the merger is already reflected in Amcor's audited June 30, 2025 balance sheet in its Form 10-K filed August 15, 2025. On a pro forma basis, combined net sales would be about $23.2 billion, versus $15.0 billion reported by Amcor alone, reflecting the addition of Berry's roughly $8.2 billion in ten-month sales. Pro forma operating income is about $1.4 billion and pro forma net income attributable to Amcor is about $560 million, or $0.35 per diluted share, compared with $511 million and $0.32 per share reported by Amcor standalone. The earnings improvement is modest because the combined company absorbs about $307 million of new intangible amortization, $674 million of pro forma interest expense (up from $396 million), and integration and transaction costs. For investors, the key takeaway is the scale of the combined business and the significant increase in leverage and amortization that accompanies it. The purchase price was about $10.4 billion, including roughly $8.2 billion in equity issued at 7.25 Amcor shares per Berry share and about $2.2 billion of Berry debt repaid at close. Goodwill was preliminarily recorded at $5.9 billion, and the purchase price allocation remains preliminary. The filing states that the pro forma figures are illustrative, exclude synergies and integration costs, and are not a projection of future results.

Oct 2, 2025 8-K

Amcor plc 8-K Report, Executive Changes (Sep 25, 2025)

Amcor plc (AMCR) announced the adoption of an Executive Change in Control Severance Plan (CIC Plan) effective September 23, 2025. This plan provides "double trigger" severance protections for covered executives, including named executive officers, in the event of a qualifying termination following a change in control. This move is designed to retain key leadership during periods of potential corporate transition, offering financial security and incentivizing continued performance.

Sep 25, 2025 10-K

Amcor plc Annual Report, Year Ended Jun 30, 2025

Amcor plc's fiscal year 2025 was marked by a transformative merger with Berry Global Group, Inc., completed on April 30, 2025. This strategic combination has significantly expanded Amcor's global footprint and product offerings in the consumer packaging sector. Financially, the company reported a 10% increase in net sales to $15.0 billion, largely driven by the inclusion of Berry's operations. However, net income attributable to Amcor plc decreased by 30% to $511 million, primarily due to substantial restructuring, transaction, and integration expenses related to the merger, alongside higher amortization of acquired intangible assets and interest expenses. Despite the increased debt from the acquisition, Amcor maintains investment-grade credit ratings and has significant undrawn credit facilities, indicating a stable liquidity position. The integration of Berry is expected to yield significant synergies, which will be crucial for long-term value creation and debt management.

Aug 15, 2025 8-K

Amcor plc 8-K Report, Financial Results (Aug 14, 2025)

Amcor's fiscal 2025 Q4 and full-year results (quarter ended June 30, 2025) reflect the first two months of ownership of Berry Global, which closed as an all-stock deal on April 30, 2025 at 7.25 Amcor shares per Berry share. Q4 net sales rose 43% on a constant-currency basis to $5,082 million, with adjusted EBIT up 34% to $611 million, but GAAP net income was a loss of $39 million, driven by acquisition, integration, and inventory step-up costs. Underlying organic performance was weak: combined volumes fell about 1.7% (about 1.4% excluding North America beverage), with North America softer than expected and higher costs in the North America beverage business. Full-year adjusted EPS was 71.2 cents, up only 3% at constant currency, and adjusted free cash flow was $926 million, in line with guidance. The main forward-looking message is the fiscal 2026 outlook: adjusted EPS of 80-83 cents (12-17% constant-currency growth), free cash flow of $1.8-1.9 billion after about $220 million of integration costs, and $260 million of pre-tax synergies. Management reaffirmed $650 million of total synergies by fiscal 2028. Net debt was $13.3 billion at year-end, including about $7.4 billion of acquisition-related Berry debt, with leverage around 3.5x and a target of roughly 3.1-3.2x by June 2026 excluding asset sales. Management also identified a roughly $20 billion core portfolio and roughly $2.5 billion of less-aligned businesses, including the $1.5 billion North America beverage business, for restructuring, partnership, or sale. There is no definitive timeline, though some progress is expected in fiscal 2026. The quarterly dividend was raised to 12.75 cents. Investors should weigh the strong guided earnings and cash flow growth against the soft underlying volumes, the dilution from roughly 2 billion new shares, and the execution risk in integration and portfolio divestitures.

Aug 14, 2025 8-K

Amcor plc 8-K/A Report, Exhibit Filing (Jul 14, 2025)

Amcor plc's Form 8-K/A (filed July 14, 2025) supplements its April 30, 2025 report on the completed merger with Berry Global Group, Inc. by adding unaudited pro forma condensed combined financial statements. The filing shows the combined company as it would have looked had the merger closed on March 31, 2025 for the balance sheet and July 1, 2023 for the income statements. The pro forma figures are illustrative only and do not represent Amcor's actual reported results. The transaction was valued at about $10.4 billion, comprising roughly $8.2 billion of equity consideration (Berry shareholders received 7.25 Amcor shares per Berry share, based on Amcor's $9.33 share price on April 29, 2025) and about $2.2 billion of Berry debt repaid at closing. Amcor assumed about $5.2 billion of Berry's debt, and the combined company's pro forma net sales were $23.3 billion for fiscal 2024 and $17.2 billion for the nine months ended March 31, 2025, roughly 71% and 74% above Amcor's standalone figures. The combined company's pro forma total debt rises to roughly $16.2 billion, up from about $8.8 billion for Amcor standalone, and goodwill increases to about $12.1 billion, reflecting $6.8 billion of goodwill recognized on Berry's purchase price allocation. For shareholders, the key point is dilution and higher leverage. Pro forma basic EPS falls to $0.33 for fiscal 2024 from Amcor's reported $0.51, and to $0.35 basic and $0.34 diluted for the nine months ended March 31, 2025, from Amcor's reported $0.38. The drop reflects about 880 million incremental shares and substantial new amortization of acquired intangibles (about $4.1 billion of intangibles recognized, including $5.0 billion of customer relationships). The purchase price allocation is preliminary, and the filing notes that Amcor has not yet finalized accounting policy alignment or integration-related effects, which are excluded from these figures.

Jul 14, 2025 10-Q

Amcor plc Quarterly Report for Q3 Ended Mar 31, 2025

Amcor plc (AMCR) reported its third-quarter fiscal year 2025 results, marked by the significant event of completing its merger with Berry Global Group, Inc. on April 30, 2025. For the quarter ending March 31, 2025, Amcor reported a slight decrease in net sales to $3.33 billion from $3.41 billion in the prior year, attributed to currency headwinds and divested operations, though underlying sales showed modest growth. Net income attributable to Amcor plc increased by 5% to $196 million, translating to a diluted EPS of $0.136, up from $0.129 in the prior year, reflecting disciplined cost management and higher other income. The nine-month results show net sales of $9.93 billion, a 2% decrease year-over-year, impacted by similar factors as the quarterly results. However, net income attributable to Amcor plc saw a substantial increase of 16% to $550 million, with diluted EPS rising to $0.380 from $0.327. This improvement was driven by lower operating expenses, higher other income, and reduced interest expenses, partially offset by a slight decrease in gross profit. The company's liquidity remains robust, supported by operating cash flows and significant credit facilities, with net debt increasing due to the financing of the Berry acquisition. Investors should closely monitor the integration progress and realization of synergies from the Berry merger, which is expected to provide greater scale and enhanced market exposure.

May 1, 2025 8-K

Amcor plc 8-K Report, Financial Results (Apr 30, 2025)

Amcor plc reported fiscal Q3 2025 (March quarter) results on April 30, 2025, coinciding with the closing of its transformational merger with Berry Global, which closed earlier than anticipated. Net sales were $3,333 million, down 2% reported but flat on a comparable constant currency basis (+0.4%). GAAP diluted EPS was 13.6 cents, while adjusted EBIT of $384 million was flat in constant currency (+0.4%) and adjusted EPS of 18.0 cents rose 5%. Volumes were flat, with weak consumer demand in North America offset by modest share gains and growth elsewhere. Flexibles (~60% of sales) was steady, with healthcare destocking now essentially complete, while Rigid Packaging weakened, with adjusted EBIT down 12% in the quarter on North American beverage volume declines of high single digits. For the nine months ended March 31, 2025, adjusted EBIT rose 3% on a comparable constant currency basis to $1,112 million and adjusted EPS grew 5% to 50.3 cents. However, adjusted free cash flow was an outflow of $17 million versus a $115 million inflow a year earlier, driven by higher inventories tied to weaker March-quarter volumes. Net debt rose to $6,752 million and leverage reached 3.5x, with management guiding to approximately 3.4x at June 30, 2025 and about 3.0x by June 30, 2026. Fiscal 2025 adjusted EPS guidance was narrowed to 72-74 cents and adjusted free cash flow guidance of $900-1,000 million was maintained, both including merger impacts in May and June. The key investor focus is the merger's trajectory. Management reaffirmed $650 million of total synergies by year three, including $260 million of pre-tax synergies in fiscal 2026 that are expected to drive roughly 12% adjusted EPS accretion before organic growth, plus $280 million of one-time working capital cash benefits. The cash flow weakness, elevated leverage, and softness in North American consumer demand are the main near-term risks to monitor against this integration plan.

Apr 30, 2025 8-K

Amcor plc 8-K Report, Acquisition Completed (Apr 30, 2025)

On April 30, 2025, Amcor plc completed its all-stock merger with Berry Global Group, Inc., with Berry becoming a wholly-owned subsidiary of Amcor. At the effective time, each Berry share converted into 7.25 Amcor ordinary shares. Amcor expects to issue approximately 860 million ordinary shares to former Berry common and vested option holders, with an additional obligation of up to roughly 16 million shares on a fully diluted basis for unvested equity awards. Four Berry directors (Stephen Sterrett, who becomes Deputy Chairman, Jonathan Foster, James Glerum and Jill Rahman) joined Amcor's board, while Arun Nayar, Andrea Bertone and David Szczupak resigned to make room for them. Jean-Marc Galvez, formerly President of Berry's International consumer packaging division, was named Division President, Global Containers and Closures. Management guidance is the key investor focus. Amcor expects $260 million of pre-tax synergies in fiscal 2026 alone to drive roughly 12% adjusted EPS accretion before underlying growth, and targets total pre-tax synergies of about $650 million by the end of fiscal 2028, along with a one-time $280 million working capital cash benefit. Management projects annual cash flow above $3 billion by fiscal 2028 and more than 35% EPS accretion by the end of fiscal 2028. Management also signaled further portfolio refinement is possible. The filing does not include pro forma financial statements, which Amcor intends to file by amendment within 71 calendar days after the 8-K deadline. Berry's unaudited Q2 fiscal 2025 financials (quarter ended March 29, 2025) are included as Exhibit 99.2. They show net sales of $2.52 billion and net income of $193 million for the quarter, and total debt of about $7.0 billion, with $1.5 billion classified as current. Investors should weigh the synergy and accretion targets against integration execution risk, the significant share issuance, and the leverage inherited from Berry.

Apr 30, 2025 8-K

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

Amcor plc's April 29, 2025 Form 8-K is a largely administrative filing tied to its pending acquisition of Berry Global Group, Inc. (announced November 19, 2024, with Berry to become a wholly-owned Amcor subsidiary). It does not announce new operating results or guidance. Its purpose is to provide recast audited financial statements of Berry (Exhibit 99.1) that present Berry's Health, Hygiene & Specialties Global Nonwovens and Films (HHNF) business as discontinued operations, reflecting its spin-off and merger with Glatfelter into Magnera Corporation on November 4, 2024. Amcor needs these recast statements to satisfy certain post-closing reporting obligations. On the recast basis, Berry's fiscal 2024 (ended September 28, 2024) net sales were $10,071 million, down from $10,410 million in fiscal 2023, and operating income was $886 million versus $992 million. Net income was $516 million (diluted EPS $4.38) compared with $609 million (diluted EPS $4.95). Income from continuing operations was $471 million, and the HHNF business contributed $45 million of net income from discontinued operations. Total assets were $16.6 billion and long-term debt was $7.5 billion (plus $810 million current), so leverage is a key consideration. Ernst & Young issued an unqualified opinion, with a critical audit matter on the UK defined benefit pension obligation of $543 million. For investors, the filing is mainly useful as a cleaner baseline of Berry's continuing business ahead of the merger, in which each Berry share converts into 7.25 Amcor ordinary shares. Investors should note the continuing-operations decline in sales and operating income, the rise in business consolidation charges to $160 million, and the pending closing conditions (shareholder approvals, HSR and other regulatory clearances, and the NYSE listing and S-4 effectiveness). The filing also flags that the HHNF spin-off distribution may be taxable to Berry, though management views the resulting gain as immaterial.

Apr 29, 2025 8-K

Amcor plc 8-K Report, Corporate Update (Apr 25, 2025)

Amcor plc (NYSE/ASX: AMCR) announced on April 25, 2025 that the European Commission has unconditionally approved its proposed merger with Berry Global Group (NYSE: BERY) under the EU Merger Regulation. This was the final regulatory clearance required, and the companies now expect the merger to close on April 30, 2025, subject to satisfying or waiving certain other closing conditions. The merger agreement was signed November 19, 2024, under which Berry becomes a wholly-owned subsidiary of Amcor. For investors, the key takeaway is that the transaction is moving toward completion with no remediation or divestiture conditions attached to the EC approval, removing a major source of deal uncertainty. The filing does not disclose transaction value, synergy targets, financing terms, or pro forma financial impact, so those details must be sought in the joint proxy statement/prospectus (effective January 23, 2025) and subsequent disclosures. Amcor also plans to report fiscal Q3 2025 results (quarter ended March 31, 2025) after the U.S. market close on April 30, 2025, with a conference call the same day. Investors should watch that report for early commentary on the combined company's outlook, integration plans, and any updated guidance, while remaining mindful of the forward-looking risks flagged in the filing, including integration risk, indebtedness, and failure to realize expected benefits.

Apr 25, 2025 8-K

Amcor plc 8-K Report, Material Agreement (Mar 17, 2025)

Amcor plc (AMCR) announced on March 17, 2025, through its subsidiary Amcor Flexibles North America, Inc. (AFNA), the successful completion of a $2.2 billion offering of guaranteed senior notes. This offering comprises three tranches: $725 million of 4.800% notes due 2028, $725 million of 5.100% notes due 2030, and $750 million of 5.500% notes due 2035. These notes are senior unsecured obligations of AFNA, unconditionally guaranteed by Amcor plc and certain other subsidiaries. The primary purpose of this significant debt issuance is to fund a portion of the previously announced merger with Berry Global Group, Inc. Specifically, the net proceeds are intended to repay certain existing indebtedness of Berry upon the consummation of the merger. The filing also notes that the offering's completion led to the full termination of Amcor's previously established 364-day bridge loan facility, streamlining its financing structure for the acquisition. Investors should monitor the progress of the Berry merger, as failure to close by the specified "Outside Date" could trigger a special mandatory redemption of the 2030 and 2035 notes at a premium.

Mar 17, 2025 8-K

Amcor plc 8-K Report, Corporate Update (Mar 13, 2025)

On March 12, 2025, Amcor Flexibles North America, Inc. (AFNA), a wholly-owned subsidiary of Amcor plc, priced a private Rule 144A/Regulation S offering of $2.2 billion in guaranteed senior unsecured notes, announced in an 8-K filed March 13, 2025. The offering comprises $725 million of 4.800% notes due 2028, $725 million of 5.100% notes due 2030, and $750 million of 5.500% notes due 2035. Closing is expected March 17, 2025, subject to customary conditions. The notes are guaranteed by Amcor and certain subsidiaries that guarantee AFNA's existing registered notes. The proceeds are earmarked to repay certain existing debt of Berry Global Group, Inc. at the closing of Amcor's previously announced merger with Berry. This financing is therefore a pre-funding step tied to the Berry transaction, and it shifts a meaningful amount of acquisition-related debt onto the combined company's balance sheet at fixed coupons. Investors should note that, except for the 2028 tranche, the notes carry a special mandatory redemption feature if the merger is not consummated within five business days after the merger agreement's Outside Date. The 2028 notes are not subject to this feature. For investors, the key focus points are the scale of new leverage (roughly $2.2 billion, with the 2035 tranche carrying the highest coupon at 5.500%), the contingent redemption risk on the 2030 and 2035 tranches if the Berry merger fails, and the execution of the Berry deal itself. The filing is a disclosure of a financing event rather than a change in operating results, and it contains no new earnings or guidance information.

Mar 13, 2025 8-K

Amcor plc 8-K Report, Corporate Update (Mar 11, 2025)

Amcor plc (NYSE/ASX: AMCR) announced on March 11, 2025 that the waiting period under the U.S. Hart-Scott-Rodino (HSR) Act expired on March 10, 2025 for its pending merger with Berry Global Group (NYSE: BERY). Under the Agreement and Plan of Merger signed November 19, 2024, a wholly-owned Amcor subsidiary will merge into Berry, with Berry surviving as a wholly-owned subsidiary of Amcor. Clearing the HSR waiting period is a significant milestone, as it satisfies one of the key closing conditions, and the companies also disclosed that additional approvals, including antitrust clearances from China and Brazil, have been received in recent weeks. The companies still need to satisfy remaining regulatory approvals and other customary closing conditions, and they reiterated their expectation that the transaction will close in the middle of calendar year 2025. The filing contains no new financial terms, synergy figures, or updated guidance, so investors should look to the original merger announcement and the joint proxy statement/prospectus (effective January 23, 2025) for valuation and synergy detail. For investors, the filing is a positive procedural update that reduces deal-closing risk, but completion still depends on the remaining approvals and closing conditions. The forward-looking statements caution that risks such as integration challenges, failure to realize anticipated synergies, litigation, and increased indebtedness could affect outcomes.

Mar 11, 2025 8-K

Amcor plc 8-K Report, Corporate Update (Mar 10, 2025)

Amcor plc filed this Form 8-K on March 10, 2025 to furnish unaudited pro forma condensed combined financial statements for its pending all-stock acquisition of Berry Global Group, announced November 19, 2024. Berry will become a wholly-owned subsidiary, and each Berry share converts into 7.25 Amcor ordinary shares. Management values the transaction at about $10.5 billion: roughly $8.7 billion of equity consideration (based on Amcor's $10.07 share price on February 14, 2025) plus about $1.8 billion of Berry debt repaid at close. The filing is illustrative and does not represent actual results or future performance. The pro forma figures show a much larger company but meaningfully lower per-share earnings. Combined FY2024 net sales would be about $23.3 billion, up from Amcor's $13.6 billion, and pro forma net income attributable to Amcor would be about $750 million. Pro forma basic EPS falls to $0.33 from Amcor's historical $0.51, mainly because the weighted share count rises from about 1.44 billion to about 2.31 billion. For the six months ended December 31, 2024, pro forma basic EPS is $0.18 versus $0.25 historically. Pro forma interest expense roughly doubles to about $664 million for FY2024, reflecting the assumed Berry debt and new financing. The balance sheet grows substantially. Pro forma total assets are about $35.6 billion, with goodwill rising by about $2.6 billion to roughly $11.9 billion and intangibles rising to about $6.3 billion, which implies sizeable future amortization. Financing includes $1.75 billion of unsecured notes at an assumed weighted-average rate of about 5.37%, plus a $2.2 billion bridge facility as a backstop. Berry's Specialty Tapes business was sold for $443 million (closed February 3, 2025), with proceeds used to repay debt. Investors should weigh the strategic scale benefits against higher leverage, integration risk, and purchase accounting estimates that the company describes as preliminary.

Mar 10, 2025 8-K

Amcor plc 8-K Report, Material Agreement (Mar 6, 2025)

On March 3, 2025, Amcor plc replaced its two existing syndicated credit facilities with a new unsecured five-year revolving credit facility of $3.75 billion, maturing March 3, 2030, extendable by one year up to two times at Amcor's option. The facility can be increased by up to $1.0 billion, subject to lender commitments. Pricing is tied to Amcor's credit rating: term SOFR, EURIBOR and RFR loans carry margins of 0.875% to 1.50%, while alternate base rate loans carry 0.0% to 0.50%. The agreement includes a net leverage covenant of 3.90:1.00, stepping up to 4.25:1.00 for twelve months after an acquisition above $375 million. Amcor terminated its previous $1.875 billion three-year (expiring April 2025) and $1.875 billion five-year (expiring April 2027) facilities with no amounts outstanding and no early termination penalties. The net effect is a larger, longer-dated liquidity line, and the new facility's size and maturity profile are a positive for investors. The filing also reports that Amcor obtained the consents needed to amend the indentures governing five series of senior secured notes issued by Berry Global, Inc., its wholly-owned subsidiary following the planned Berry merger. The supplemental indentures are effective now, but holders who consented will receive a cash consent payment of $2.50 per $1,000 principal amount (EUR 2.50 per EUR 1,000 for the EUR notes), payable only upon consummation of the Merger. Amcor's obligation to make these payments is contingent on the Merger closing, so the payments are conditional. Investors should note the forward-looking risks disclosed, including regulatory approval, financing, integration and credit-rating risks tied to the pending Merger.

Mar 6, 2025 8-K

Amcor plc 8-K Report, Shareholder Vote Results (Feb 26, 2025)

Amcor plc (NYSE: AMCR, ASX: AMC) disclosed that its shareholders overwhelmingly approved the Share Issuance Proposal at an Extraordinary General Meeting held February 25, 2025, clearing the shareholder vote condition for its proposed combination with Berry Global Group (NYSE: BERY), announced November 19, 2024. The approval was strong: 1,033,162,281 votes for, 2,689,594 against, and 1,764,691 abstentions, with no broker non-votes. Per the accompanying press release, more than 71% of Amcor's outstanding shares were present or represented, and over 99% of those voted in favor. Berry's shareholders also approved the deal, with more than 83% of its outstanding shares represented and over 98% of those voting in favor. Because the adjournment proposal was not needed, it was not voted on. The companies frame the combination as creating a global leader in consumer and healthcare packaging, with management citing faster growth, portfolio refinement, and $650 million of identified synergies. Amcor CEO Peter Konieczny and Berry CEO Kevin Kwilinski both emphasized the strategic rationale of serving customers better and operating globally at a scale neither company could reach alone. The companies expect the transaction to close in mid-calendar 2025, subject to remaining closing conditions, including regulatory approvals. For investors, the key takeaway is that the largest remaining shareholder hurdle has been cleared, reducing near-term deal-completion uncertainty. Investors should still weigh the risks flagged in the forward-looking statements, including regulatory approval, integration execution, the realization of synergies, litigation, and the combined company's indebtedness after closing. The $650 million synergy figure is management's estimate and is described as a non-GAAP, illustrative measure subject to significant assumptions.

Feb 26, 2025 8-K

Amcor plc 8-K Report, Regulation FD Disclosure (Feb 26, 2025)

On February 26, 2025, Amcor plc (NYSE: AMCR) launched consent solicitations to holders of five series of senior secured notes issued by its pending acquisition target, Berry Global, Inc. (the Berry Issuer). The notes cover EUR 1.50% 2027, USD 1.65% 2027, USD 5.50% 2028, USD 5.800% 2031 and USD 5.650% 2034 notes. The solicitations seek amendments that would let Amcor provide an unconditional parent guarantee of the Berry notes. If that guarantee is provided, Berry's liens and guarantee on those notes could be released, and the Berry notes would then rank equally with Amcor's existing senior notes. Holders who consent by the March 5, 2025 expiration would receive a cash payment of 2.50 per 1,000 of principal (EUR for the euro notes, USD for the dollar notes). The solicitations are a financing and credit-structure step tied to the previously announced merger of Amcor's Merger Sub into Berry, announced November 19, 2024. Amcor and Berry's obligations to complete the merger are not conditioned on the consent solicitations succeeding. The amendments only become operative once the consent payments are made, which occurs only if the merger closes. The Berry 1.57% 2026 and 4.875% 2026 notes are excluded from the solicitations and are expected to be repaid, after which the Berry Global Group guarantee of Amcor's notes would be released. For investors, the filing is primarily a disclosure of a liability management step that aligns Berry's debt with Amcor's credit profile post-merger. The consent payments are small relative to the notes' size, and the filing contains no new financial results or guidance. The main sources of uncertainty remain closing conditions, regulatory approval, financing, integration, and the combined company's credit rating.

Feb 26, 2025 8-K

Amcor plc 8-K Report, Corporate Update (Feb 14, 2025)

Amcor plc (AMCR) has filed an 8-K report on February 14, 2025, providing supplemental disclosures related to its previously announced merger with Berry Global Group, Inc. The primary purpose of this filing is to address litigation initiated by purported stockholders of both companies. These lawsuits allege that the Joint Proxy Statement/Prospectus filed in connection with the merger omitted certain material information. While Amcor and Berry maintain that their original disclosures comply with applicable law, they have elected to provide supplemental information to moot these claims and avoid further legal delays. The supplemental disclosures primarily offer clarifications and additions to the "Background of the Merger" section of the Joint Proxy Statement/Prospectus. These include details regarding nondisclosure agreements, the rationale for engaging multiple financial advisors for Berry, specifics on board representation discussions, and further elaboration on the financial analyses performed by Lazard and Wells Fargo Securities. The filing also presents revised unaudited prospective financial information for Berry, prepared at the direction of its Board, and emphasizes that this information should not be solely relied upon for predictive purposes.

Feb 14, 2025 10-Q

Amcor plc Quarterly Report for Q2 Ended Dec 31, 2024

Amcor plc (AMCR) reported financial results for the second quarter of fiscal year 2025, ending December 31, 2024. The company experienced a slight decrease in net sales year-over-year for the quarter, primarily due to currency impacts, disposed operations, and unfavorable price/mix, partially offset by higher volumes. However, net income attributable to Amcor plc saw a notable increase, driven by improved gross profit, lower SG&A expenses, higher other income, and reduced interest expense. Diluted Earnings Per Share (EPS) also showed a healthy increase, reflecting these positive operational and financial adjustments. The company continues to navigate a dynamic economic landscape characterized by softer consumer demand and customer order volatility in certain markets. Despite these challenges, Amcor has maintained focus on price and cost management initiatives to offset inflation and align costs with market conditions. A significant development highlighted is the pending merger with Berry Global Group, Inc., announced in November 2024. The merger is progressing with shareholder meetings scheduled and is expected to close mid-calendar year 2025, subject to regulatory and shareholder approvals. The company's financial position remains robust, with significant liquidity available through operating cash flows and committed credit facilities, positioning it to manage ongoing operations and strategic initiatives, including the proposed merger.

Feb 5, 2025 8-K

Amcor plc 8-K Report, Financial Results (Feb 4, 2025)

Amcor plc (AMCR) reported fiscal Q2 2025 results (quarter ended December 31, 2024) that were broadly in line with management's expectations and reaffirmed full-year FY25 guidance. Net sales were $3,241 million, flat year over year on a reported basis (about +1% on a comparable constant currency basis), with volumes up 2.3%, the fourth consecutive quarter of sequential volume improvement. Adjusted EBIT rose 5% on a comparable constant currency basis to $363 million, with adjusted EBIT margin up 40 basis points to 11.2%, and adjusted EPS grew 5% to 16.1 cents. GAAP diluted EPS was 11.3 cents. Growth was led by the Flexibles segment (EBIT up 4% CCC, margin 12.8%), while Rigid Packaging EBIT rose 10% CCC on cost actions despite North America beverage weakness. Cash flow and balance sheet were the key watch items. Adjusted free cash flow for the first half was an outflow of $38 million, versus a $52 million inflow a year earlier, driven by working capital build. Net debt was $6,496 million and leverage was 3.3x, which management says is in line with expectations; it expects to exit FY25 at or below 3.0x. Management reaffirmed FY25 adjusted EPS guidance of 72-76 cents and adjusted free cash flow of $900-1,000 million, which implies a strong second half cash generation. Guidance excludes any impact from the pending Berry Global combination. The dominant strategic item is the announced combination with Berry Global, which management says will add $650 million of run-rate synergies by year three, deliver over 35% adjusted cash EPS accretion, and create $3+ billion of annual cash flow for reinvestment. Closing is expected in mid-calendar 2025, with both shareholder meetings scheduled for February 25, 2025. The deal adds execution and integration risk and significant leverage, so investors should weigh the long-term value case against near-term balance sheet and integration risks.

Feb 4, 2025 8-K

Amcor plc 8-K Report, Regulation FD Disclosure (Jan 23, 2025)

Amcor plc (AMCR) filed an 8-K on January 23, 2025 to announce a milestone in its previously announced all-stock combination with Berry Global Group (BERY). The companies filed the definitive joint proxy statement/prospectus, which the SEC declared effective the same day, and both companies began mailing it to shareholders on or about January 23. Amcor and Berry shareholder meetings are both scheduled for February 25, 2025, with the transaction expected to close around the middle of calendar 2025. The filing itself is primarily procedural: it is furnished under Item 7.01 (Regulation FD) and contains no new financial results. The press release emphasizes the investment case management is presenting. The companies cite approximately $650 million of identified cost, growth and financial synergies by the end of the third year after closing, including roughly $530 million of run-rate pre-tax cost synergies, and about $280 million of one-time working capital cash benefits offset by roughly $280 million of pre-tax costs to achieve. Management also projects combined annual cash flow of over $3 billion, a commitment to an investment-grade balance sheet, and over 35% adjusted cash EPS accretion to Amcor shareholders relative to its LTM September 30, 2024 standalone EPS, with estimated long-term shareholder value creation rising from 10-15% to 13-18% per annum. Investors should treat the synergy and accretion figures as management estimates. The release includes extensive forward-looking and non-GAAP caveats, and the synergy estimates are explicitly described as preliminary and subject to change. Key risks include shareholder and regulatory approval, integration execution, customer and personnel retention, and litigation. Investors should review the joint proxy statement/prospectus for full terms, risk factors and governance details before the February 25 votes.

Jan 23, 2025 8-K

Amcor plc 8-K Report, Executive Changes (Jan 6, 2025)

Amcor plc (AMCR) has filed an 8-K report on January 6, 2025, announcing a significant executive transition within its leadership team. Effective January 1, 2025, Mr. Eric Roegner, previously President of Amcor Rigid Packaging, has moved to the newly created role of Executive Vice President, Integration and Special Projects. In this capacity, he will report to the EVP of Strategy and Development Group and leverage his expertise in the closures and containers business to support strategic initiatives, notably the integration with Berry Global. His compensation remains unchanged from his previously disclosed agreement. Concurrently, Mr. Rodrigo Lecot has been appointed as the Interim President of Amcor Rigid Packaging. These changes signal a strategic realignment, with a clear focus on facilitating key integration efforts and ensuring continued leadership within a critical business segment. Investors should monitor the progress of the Berry Global integration and the impact of these leadership shifts on operational execution and strategic alignment.

Jan 6, 2025 8-K

Amcor plc 8-K/A Report, Exhibit Filing (Nov 19, 2024)

This filing is an amendment to Amcor plc's (AMCR) prior 8-K report dated November 19, 2024. The primary purpose of this amendment is to formally file the Agreement and Plan of Merger between Amcor plc, Aurora Spirit, Inc. (a subsidiary), and Berry Global Group, Inc. This document provides the detailed terms of the merger agreement previously announced. For investors, the key takeaway is the formal incorporation of the merger agreement into the public record. While this amendment itself does not introduce new transaction terms or financial information, it makes the definitive merger contract accessible. Investors should note that this agreement is subject to the conditions outlined in the original 8-K and will be further detailed in the upcoming Form S-4 registration statement and joint proxy statement/prospectus, which will contain crucial information regarding shareholder votes, the exchange of securities, and the projected impact of the transaction.

Nov 19, 2024 8-K

Amcor plc 8-K Report, Material Agreement (Nov 19, 2024)

On November 19, 2024, Amcor plc (NYSE/ASX: AMCR) entered into a definitive Agreement and Plan of Merger with Berry Global Group (NYSE: BERY) to combine the two companies in an all-stock transaction. Berry shareholders will receive a fixed exchange ratio of 7.25 Amcor ordinary shares per Berry share, valued at $73.59 per Berry share at announcement, with Amcor and Berry shareholders owning approximately 63% and 37% of the combined company, respectively. The combined company would have roughly $24 billion in revenue and $4.3 billion in adjusted EBITDA (including run-rate synergies), and management projects $650 million of annual earnings synergies by the end of year three, along with over 35% adjusted cash EPS accretion and a double-digit return on investment. Peter Konieczny will remain CEO, Graeme Liebelt will be Chairman, and the combined company will be named Amcor plc with a Zurich head office. The deal is subject to Berry stockholder approval, Amcor shareholder approval of the share issuance, HSR and other regulatory clearances, and NYSE listing of the new shares, with closing targeted for mid-calendar 2025. Either party owes a $260 million termination fee in specified circumstances, and the outside date is November 19, 2025 (extendable to May 19, 2026). Amcor has also secured a $3.0 billion 364-day unsecured bridge commitment to refinance a portion of Berry's existing debt if permanent financing is not in place by closing. For investors, the key considerations are the value of the synergy case versus the leverage and integration risk of the combined business. Management expects net leverage of about 3.3x at close, falling below 3.0x within the first full year after closing, and a reset of the dividend and capital allocation framework. Investors should note that the transaction is all-stock, so Amcor holders will be diluted to roughly 63% ownership, and that the merger agreement itself is included primarily to describe its terms rather than to provide additional factual information about either company.

Nov 19, 2024 8-K

Amcor plc 8-K Report, Shareholder Vote Results (Nov 8, 2024)

Amcor plc (AMCR) filed an 8-K on November 8, 2024, reporting the results of its Annual General Meeting of Shareholders held on November 6, 2024. The meeting saw strong shareholder support for the election of all ten directors, with each candidate receiving a significant majority of the votes cast. This indicates continued confidence in the current leadership and governance structure of the company. Furthermore, shareholders overwhelmingly ratified the appointment of PricewaterhouseCoopers AG as the independent registered public accounting firm for the upcoming fiscal year 2025, reinforcing the company's commitment to transparent financial reporting. The advisory vote on executive compensation also received a majority of shareholder approval, suggesting alignment between executive pay and shareholder interests.

Nov 8, 2024 10-Q

Amcor plc Quarterly Report for Q1 Ended Sep 30, 2024

Amcor plc (AMCR) reported its financial results for the quarter ended September 30, 2024, showing a modest increase in net income attributable to Amcor plc to $191 million, up from $152 million in the prior year, translating to a diluted EPS of $0.132, a 26% increase. This improvement was driven by higher gross profit, lower restructuring expenses, and a favorable shift in "Other income/(expenses), net," partially offset by increased selling, general, and administrative expenses. Despite a 3% decrease in net sales to $3,353 million, primarily due to unfavorable price/mix impacts and the pass-through of lower raw material costs, the company demonstrated operational resilience. The Flexibles segment saw a slight sales decrease but an improvement in Adjusted EBIT, while the Rigid Packaging segment experienced a more significant sales decline but maintained its Adjusted EBIT. The company's liquidity remains strong with $1.9 billion in undrawn credit facilities, and management anticipates continued performance improvement into fiscal year 2025, though acknowledging ongoing economic volatility and geopolitical risks.

Nov 1, 2024 8-K

Amcor plc 8-K Report, Financial Results (Oct 31, 2024)

Amcor plc's first quarter of fiscal 2025 (three months ended September 30, 2024) showed modest but improving operating trends. Net sales were $3,353 million, down 3% reported and about 2% on a comparable constant currency basis, while volumes grew about 2%, the third consecutive quarter of sequential improvement. Adjusted EBIT rose 3% on a comparable constant currency basis to $365 million, with adjusted EBIT margin expanding 50 basis points to 10.9%. Adjusted EPS was 16.2 cents, up 5% on a comparable constant currency basis. GAAP net income attributable to Amcor was $191 million, or 13.2 cents diluted EPS, versus $152 million a year earlier. The weaker spot is cash flow and leverage. Adjusted free cash outflow widened to $395 million from $227 million, driven by higher inventories to support volume recovery and increased capital expenditure. Net debt rose to $6,872 million, and leverage reached 3.5 times, with management guiding to 3.0x or below by June 30, 2025. Management reaffirmed fiscal 2025 guidance of adjusted EPS of 72 to 76 cents and adjusted free cash flow of $900 million to $1,000 million, and raised the quarterly dividend to 12.75 cents per share. The company also agreed to divest its 50% stake in the Bericap joint venture for $122 million, expected to close in 2Q25. For investors, the key tension is between improving volume and margin execution and a heavy working capital drag that must reverse in the back half of the year for the free cash flow and deleveraging targets to be met. Healthcare destocking and soft North American beverage demand remain headwinds, and the company's guidance implies a significant second-half cash flow recovery.

Oct 31, 2024 8-K

Amcor plc 8-K Report, Executive Changes (Sep 5, 2024)

Amcor plc (NYSE/ASX: AMCR) announced on September 5, 2024 a senior leadership reshuffle aimed at accelerating organic growth. Fred Stephan, previously President of Amcor Flexibles North America, was appointed to the newly created role of Chief Operating Officer, effective immediately, reporting to CEO Peter Konieczny. He will oversee coordination between business operations and commercial teams across the global flexible packaging businesses. Separately, David Clark was named Chief Sustainability Officer, reporting directly to the CEO, with responsibility for sustainability strategy and its implementation across the company. For investors, the filing is primarily a governance and organizational update rather than a financial disclosure; it contains no guidance changes, earnings data, or acquisition news. The creation of a COO role signals management's intent to tighten execution across flexibles, which accounts for the bulk of Amcor's business, and to pursue faster organic growth. The compensation package for Stephan is largely unchanged in structure: base salary of USD 1.15 million, a 100% target MIP bonus with a 0–200% payout range, EMIP equity at 50% of the MIP payout, and LTIP grants at 225% of base salary. Severance for termination without cause is twelve months' base salary, and his notice period extends to six months, which modestly improves retention terms. The filing does not quantify expected growth targets or the cost impact of the new roles. Investors may want to watch upcoming earnings calls for how the COO mandate translates into organic volume and margin improvement, and whether the new sustainability role is accompanied by measurable commitments.

Sep 5, 2024 8-K

Amcor plc 8-K Report, Executive Changes (Sep 4, 2024)

On September 4, 2024, Amcor plc's Board of Directors appointed Peter Konieczny as Chief Executive Officer, effective immediately, converting his prior role as Interim CEO (held since April 2024) into a permanent position. The Board also intends to nominate him as a director at the 2024 annual general meeting, expected in November 2024, and plans to increase board size by one seat to accommodate him. The change was framed by Chairman Graeme Liebelt as the result of a "robust internal and external search," and the company cited a strong finish to fiscal 2024 with "strong earnings growth" as support for continued momentum in fiscal 2025. From a compensation standpoint, the CEO Letter Agreement largely carries over his existing package rather than introducing a material step-up: base salary remains CHF 1,580,190, the MIP target is 120% of base (payout range 0 to 180%), EMIP grants equal 50% of the cash MIP payout, and LTIP grants are 250% of base salary. The CEO Letter Agreement supersedes the Interim CEO letter. The more notable change is in severance and restrictive covenants: for termination without cause or good-leaver departure, he would receive 12 months' base salary, pro-rated and accelerated equity vesting, and a 12-month non-compete paid at 100% of base salary, with the restraint area broadened to all regions where Amcor operates a material business. For investors, the appointment removes near-term leadership uncertainty that followed the March 2024 CEO transition announcement. The filing does not disclose a change in strategy, guidance, or financial outlook; the investor-relevant signals are continuity of leadership and the enhanced retention protections. Investors should still monitor execution in fiscal 2025, particularly given the company's stated focus on safety, customer success, and disciplined capital allocation.

Sep 4, 2024 10-K

Amcor plc Annual Report, Year Ended Jun 30, 2024

Amcor plc (AMCR) reported a decrease in net sales and net income for the fiscal year ended June 30, 2024, compared to the prior year. Net sales declined by 7% to $13.64 billion, primarily due to lower volumes and a less favorable price/mix, exacerbated by customer destocking and softer consumer demand in the first half of the year. Net income attributable to Amcor plc fell by 30% to $730 million, impacted by the non-recurrence of a gain on the sale of its Russian business, higher interest expenses, and adverse impacts from highly inflationary accounting in Argentina. Despite these headwinds, the company saw sequential improvement in volume trajectory in the second half of fiscal year 2024, returning to volume growth in the fourth quarter. Amcor continues to focus on managing costs, optimizing its supply chain, and driving innovation, particularly in sustainable packaging solutions. The company reiterated its commitment to sustainability goals, including targets for recycled content and net-zero emissions. Amcor maintained its investment-grade credit rating and continued its share repurchase program, albeit at a reduced pace. Key operational risks include raw material price volatility, global economic conditions, and cybersecurity threats.

Aug 16, 2024 8-K

Amcor plc 8-K Report, Financial Results (Aug 15, 2024)

Amcor plc (NYSE: AMCR; ASX: AMC) reported fiscal 2024 results (twelve months ended June 30, 2024) and provided fiscal 2025 guidance on August 15, 2024. Net sales fell 7% reported to $13,640 million (down 6% on a comparable constant currency basis) as volumes declined roughly 5%, driven by destocking and soft demand in healthcare and North American beverage. Adjusted EBIT was $1,560 million, down 1% on a comparable constant currency basis, while adjusted EPS of 70.2 cents declined 2% on the same basis. GAAP net income was $730 million, or 50.5 cents per diluted share. Adjusted free cash flow of $952 million came in at the top end of guidance and rose 12% year over year, supported by working capital improvement. Net debt was $6,111 million, with leverage at 3.1 times. The June 2024 quarter was the key positive. Volumes returned to year-over-year growth (up 1%, a 5-point sequential improvement), adjusted EBIT rose 4% on a comparable constant currency basis, and adjusted EPS rose 9%, ahead of management's April expectations. Cost and restructuring benefits exceeded $110 million in the quarter. Management said the underlying business is improving, though the healthcare and North American beverage categories remained weak. For fiscal 2025, management guided to adjusted EPS of 72 to 76 cents, implying comparable constant currency growth of 3% to 8% after a roughly 4% headwind from normalizing incentive compensation. Adjusted free cash flow is guided to $900 to $1,000 million. Management reiterated its capital allocation priorities of investing for organic growth, pursuing acquisitions or share repurchases, and maintaining a growing dividend. The annual dividend was raised to 50.0 cents per share, and only about $30 million of shares were repurchased in fiscal 2024. Peter Konieczny is serving as Interim CEO.

Aug 15, 2024 8-K

Amcor plc 8-K Report, Corporate Update (May 29, 2024)

Amcor plc (AMCR) has filed an 8-K detailing the issuance of €500,000,000 aggregate principal amount of 3.950% Guaranteed Senior Notes due 2032. These notes are guaranteed by various Amcor entities and were issued under an indenture dated May 29, 2024. The company expects to receive net proceeds of approximately €493 million from this offering after deducting underwriting discounts and expenses. The primary purpose of this debt issuance is to repay a portion of Amcor's existing commercial paper borrowings. Any remaining proceeds will be used for general corporate purposes, which may include the repayment of other short- and long-term debt. This move indicates a strategy to manage its short-term debt obligations and potentially optimize its capital structure.

May 29, 2024 8-K

Amcor plc 8-K Report, Corporate Update (May 23, 2024)

Amcor plc (AMCR) has filed an 8-K report detailing the issuance of $500 million in 5.450% Guaranteed Senior Notes due 2029. The offering, which closed on May 21, 2024, involved Amcor Group Finance plc as the issuer, with Amcor plc and other subsidiaries providing full guarantees. The net proceeds of approximately $496 million are earmarked for repaying existing commercial paper borrowings and for general corporate purposes, which may include further debt reduction. This debt issuance is a strategic move to manage its short-term debt obligations and maintain financial flexibility. The filing also includes various supplemental indentures and credit facility joinders, indicating ongoing adjustments to its financing structure to accommodate the new debt and ensure compliance with existing agreements. For investors, this highlights Amcor's proactive approach to capital management and its commitment to managing its leverage profile.

May 23, 2024