01—Abstract
Summary
Summary of the 10-Q filed November 7, 2025. Cited figures are marked; the original filing is the authoritative source.
Smurfit Westrock plc's 10-Q for the quarter ended September 30, 2025 shows a business that is now fully combined with WestRock: net sales were $8,003 milliona for the three months and $23,599 million for the nine months, versus $7,671 million and $13,570 million a year earlier.
The nine-month comparison is inflated by the WestRock acquisition, which the filing says contributed $9,845 millionb of net sales. Net income attributable to common shareholders was $246 million for the quarter (versus a $150 million loss) and $602 million for the nine months (versus $173 million). Adjusted EBITDA was $1,302 million for the quarter and $3,767 million for the nine months, and net cash provided by operating activities was $2,197 million for the nine months.
The filing highlights a large restructuring program. The company permanently closed its St. Paul, Minnesota coated recycled board mill and stopped production at its Forney, Texas containerboard mill, reducing capacity by over 500,000 tons, and is closing two German converting facilities. Impairment and restructuring costs were $360 millionc for the nine months, and the company expects $39 million of further charges through 2026 related to these closures.
Leverage rose, with total debt of $14,171 milliond (excluding issuance costs) against cash of $851 million and $5,590 million of total available liquidity. The filing also flags risks. Management concluded that disclosure controls were not effective because of a previously reported material weakness in internal control over financial reporting, which remediation is still addressing.
A U.S. antitrust class action filed July 29, 2025 names subsidiaries of the company; Smurfit Westrock plc itself was dismissed on October 17, 2025. The company also declared a quarterly dividend of $0.4308 per share payable December 18, 2025.
02—Key points
Key Highlights
- Q3 2025 net sales of $8,003 million, up from $7,671 million, including an extra five days from the Combination's timing; the filing attributes approximately $270 million of the increase to the WestRock acquisition.
- Q3 2025 net income attributable to common shareholders of $246 million, compared with a loss of $150 million in Q3 2024; diluted EPS was $0.47 versus $(0.30).
- Nine-month operating cash flow of $2,197 million, up from $702 million, while capital expenditures were $1,609 million.
- Impairment and restructuring costs rose to $360 million for the nine months, mainly from the St. Paul, Minnesota mill and Forney, Texas mill closures and two German converting facility closures.
- Total debt of $14,171 million at September 30, 2025, with $5,590 million of available liquidity including $851 million of cash.
- Management concluded disclosure controls were not effective due to a material weakness in internal control over financial reporting that is still being remediated.
- Quarterly dividend of $0.4308 per share declared on October 29, 2025, payable December 18, 2025; nine-month dividends paid totaled $675 million.
03—One dollar
Follow one dollar
Of each $1.00 of revenue in Q3 FY2025, Smurfit Westrock kept $0.03.
- Revenue$8.00B100.0%
- Cost of revenue−$6.43B80.4%
- Gross profit$1.57B19.6%
- Operating costs−$1.04B13.0%
- Operating income$526.0M6.6%
- Interest, other & tax−$280.0M3.5%
- Net income$246.0M3.1%
04—Financials
Financial Highlights
Figures from 10-QQ3 FY2025filed November 7, 2025Financial Statements
Q3 FY2025 against Q3 FY2024
| Line item | Q3 FY2025Q3 FY2024 | Change |
|---|---|---|
| Revenue | $8.00B$7.67B | +4.3% |
| Cost of Revenue | $6.43B$6.32B | +1.8% |
| Gross Profit | $1.57B$1.35B | +16.2% |
| SG&A Expenses | $963.00M$1.01B | −4.4% |
| Operating Income | $526.00M$55.00M | +856.4% |
| Net Income | $246.00M-$150.00M | +264.0% |
| EPS (Basic) | $0.47$-0.30 | +256.7% |
| EPS (Diluted) | $0.47$-0.30 | +256.7% |
| Shares Outstanding (Basic) | 522.00M508.00M | +2.8% |
| Shares Outstanding (Diluted) | 526.00M508.00M | +3.5% |
05—Questions
Frequently Asked Questions
How did the WestRock acquisition affect reported results?
The Combination closed on July 5, 2024, so the nine months ended September 30, 2024 include only the post-closing period. The filing states WestRock contributed $9,845 million of net sales in the nine months ended September 30, 2025 and $270 million in the three months. Net sales excluding the acquisition's impact rose $184 million for the nine months, and cost of goods sold and SG&A were also substantially higher because of the acquired operations.
What are the company's plans for its U.S. mills and German facilities?
The company permanently closed its coated recycled board mill in St. Paul, Minnesota, and discontinued production at its containerboard mill in Forney, Texas, stopping production in June 2025 and May 2025. It is also closing two converting facilities in Germany after reaching agreements with local works councils in the third quarter. The filing says these closures reduced capacity by over 500,000 tons and are expected to increase overall profitability by eliminating fixed costs, excluding associated impairment and restructuring costs. The company expects $39 million of future additional charges related to these closures through 2026.
What legal matters could affect the company?
A U.S. antitrust class action filed July 29, 2025 alleges price-fixing of containerboard and packaging products. The plaintiff voluntarily dismissed Smurfit Westrock plc on October 17, 2025, but subsidiaries Smurfit Kappa North America LLC and WestRock CP, LLC remain defendants. The company says it cannot yet determine the outcome and that an adverse result could have a material impact. Other matters include a Brazil tax dispute of R$780 million ($146 million) and an Italian competition fine that is under appeal.
Are the company's internal controls effective?
No. Management concluded that disclosure controls and procedures were not effective as of September 30, 2025, because of a previously reported material weakness in internal control over financial reporting. The weakness relates to control activities at historical Smurfit Kappa, including documenting management review, manual journal entry controls, and general IT controls. Remediation is underway, including automated approval workflows for manual journal entries, but testing is ongoing and the company cannot yet ensure the measures will be sufficient.
06—Continue