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Packaging Corp. of America 8-K Report, Executive Changes (Feb 29, 2024)

Reports
Leadership Changes·Regulation FD·Exhibits & Filings
Filing Date
Filed February 29, 2024
Period End
February 28, 2024
Security
PKG
In the record · 2016–202610-K1110-Q328-K91

PKG filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 91 current reports (8-K) between 2016 and 2026.

  1. Impairment8-K · Aug ’17Aug ’17
  2. Impairment8-K · Jul ’20Jul ’20
  3. Leadership change8-K · Feb ’22Feb ’22
  4. Leadership change8-K · Mar ’26Mar ’26

Summary

Summary of the 8-K filed February 29, 2024. Cited figures are marked; the original filing is the authoritative source.

Packaging Corporation of America (PCA) furnished an 8-K under Item 7.01 announcing that Chairman and CEO Mark W.

Kowlzan and EVP and CFO Robert P. Mundy would present at the Bank of America Global Agriculture & Materials Conference on February 29, 2024. The slide presentation is furnished as Exhibit 99.1 and is not deemed "filed" for Exchange Act purposes.

The slides describe Packaging segment demand as strengthening in the second half of 2023, with first-quarter 2024 corrugated products volume exceeding guidance and higher Packaging segment prices expected from 1Q24 price increases. Management also cites completion of Phase II of the Jackson mill conversion to containerboard, expected moderation in inflation, and a strong balance sheet that supports opportunistic capital allocation and shareholder returns. The slides report 2023 Packaging net sales of $7,135.6 milliona, EBITDA of $1,546.8 million, and an EBITDA margin of 21.8%, compared with 2022 net sales of $7,780.7 million and a 23.8% margin.

For 2023, cash flow from operations was $1,315 millionb, additions to property, plant and equipment were $470 million, and free cash flow was $845 million. Reported diluted EPS was $8.48 for 2023 versus $11.03 for 2022, and EPS excluding special items was $8.70 versus $11.14. The slides also show a six-year average ROIC of 16.8% against a six-year average WACC of 7.9%.

Separately, under Item 5.02, Pamela A. Barnes, Senior Vice President, Finance, and Controller, notified PCA on February 28, 2024 that she will retire on April 1, 2024. Upon her retirement, Mr. Mundy will become principal accounting officer while continuing as principal financial officer.

Key Highlights

  1. Item 5.02: Pamela A. Barnes, SVP Finance and Controller and principal accounting officer, will retire on April 1, 2024; CFO Robert P. Mundy will assume the principal accounting officer role while remaining principal financial officer.
  2. Management expects 1Q24 corrugated products volume to exceed guidance and higher Packaging segment prices from 1Q24 price increases.
  3. Phase II of the Jackson mill conversion to containerboard is described as completed and as providing value-creating solutions for Packaging and Paper segment demand.
  4. 2023 Packaging net sales were $7,135.6 million, with EBITDA of $1,546.8 million and an EBITDA margin of 21.8%, versus 2022 net sales of $7,780.7 million and a 23.8% margin.
  5. 2023 cash flow from operations was $1,315 million and free cash flow was $845 million; the slides label cash flow generation as an all-time record.
  6. Reported diluted EPS was $8.48 for 2023 ($8.70 excluding special items), versus $11.03 ($11.14 excluding special items) for 2022.
  7. Slides cite a six-year average ROIC of 16.8% versus a six-year average WACC of 7.9%, and a six-year average dividend payout ratio of 49%.

Frequently Asked Questions

  1. What executive changes were disclosed in this 8-K?

    Pamela A. Barnes, Senior Vice President, Finance, and Controller and principal accounting officer, notified PCA on February 28, 2024 that she will retire on April 1, 2024. Effective upon her retirement, Robert P. Mundy, Executive Vice President and Chief Financial Officer, will serve as principal accounting officer and continue as principal financial officer.

  2. What did management say about near-term demand and pricing?

    The slides state that Packaging segment market conditions improved in the second half of 2023, that Packaging segment demand continues to strengthen, and that 1Q24 corrugated products volume is exceeding guidance. Higher prices in the Packaging segment are expected from 1Q24 price increases, and inflation is expected to moderate.

  3. How did PCA's financial results trend in 2023 compared with 2022?

    The slides show 2023 Packaging net sales of $7,135.6 million versus $7,780.7 million in 2022, and EBITDA of $1,546.8 million versus $1,843.9 million. The EBITDA margin was 21.8% in 2023 versus 23.8% in 2022. Reported diluted EPS was $8.48 in 2023 versus $11.03 in 2022.

  4. What is the status of the Jackson mill conversion and how does the company describe its balance sheet?

    The slides state that Phase II of the Jackson conversion to containerboard is complete and provides value-creating solutions for Packaging and Paper segment demand. The company describes its balance sheet as strong, providing financial flexibility for opportunistic capital allocation and enhancing shareholder returns, and cites a long-term debt maturity of 15.5 years and the lowest leverage among industry peers.